A global streaming entertainment service offering TV series, films, games, and live programming through monthly memberships. Founded in 1997 by Reed Hastings and Marc Randolph in Scotts Valley, California, it began as a DVD-by-mail rental business before growing into one of the world's largest streaming platforms. The name came from a brainstorm mixing words for "internet" and "movies" — net and flix.
Netflix completes $1B offering of 5.250% senior notes due 2036
The notes were sold under an underwriting agreement with BNP Paribas Securities Corp., Morgan Stanley & Co. LLC, RBC Capital Markets, LLC, and Wells Fargo Securities, LLC as representatives.
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On July 22, 2026, Netflix completed a registered public offering of $1 billion in principal amount of 5.250% senior unsecured notes due 2036.
The notes were issued under a base indenture dated July 29, 2024, supplemented by a second supplemental indenture dated July 22, 2026, with Computershare Trust Company as trustee.
Net proceeds will be used to repay at maturity its outstanding 4.375% Senior Notes due 2026 and for general corporate purposes.
The offering was made under Netflix's Form S-3ASR registration statement (File No. 333-281071).
8.01 Other Events · 9.01 Financial Statements and Exhibits
Netflix shareholders elect 12 directors and reject all five non-binding stockholder proposals at 2026 annual meeting.
At the June 4, 2026 annual meeting, 3,604,956,686 of 4,210,798,528 outstanding shares were represented, establishing a quorum.
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All 12 director nominees were elected, including Richard Barton, Mathias Döpfner, Jay Hoag, Leslie Kilgore, Strive Masiyiwa, Ann Mather, Elinor Mertz, Greg Peters, Susan Rice, Ted Sarandos, Brad Smith, and Anne Sweeney.
Shareholders ratified Ernst & Young LLP as independent auditor for fiscal year 2026 and approved the advisory say-on-pay resolution on executive compensation.
All five non-binding stockholder proposals—written consent, ESG ROI report, politicized brand misalignment report, and cumulative voting—were rejected.
Jay Hoag was appointed Chairman of the Board effective after the annual meeting, succeeding his prior role as Lead Independent Director.
5.07 Submission of Matters to a Vote of Security Holders · 8.01 Other Events
Reed Hastings to step down from Netflix board at 2026 annual meeting
Hastings will continue to serve as director and Chairman of the Board until the annual meeting, when his current term expires.
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Reed Hastings informed Netflix on April 10, 2026, that he will not stand for re-election as a director at the 2026 annual meeting of stockholders.
His decision is not due to any disagreement with the company.
Netflix reported Q1 2026 revenue of $12.25 billion, up 16% year over year, and operating income of $3.957 billion.
The company reaffirmed 2026 revenue guidance of $50.7-$51.7 billion and an operating margin target of 31.5%.
2.02 Results of Operations and Financial Condition · 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · 9.01 Financial Statements and Exhibits
Netflix's merger agreement with Warner Bros. Discovery terminated; $2.8B fee paid
Netflix waived its negotiation right on February 26, 2026, and confirmed it would not seek revisions to the Merger Agreement.
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On February 27, 2026, Warner Bros. Discovery terminated the Merger Agreement with Netflix to pursue a superior proposal from Paramount Skydance Corporation.
PSKY paid a $2.8 billion termination fee to Netflix on behalf of WBD on February 27, 2026.
Financing commitments under the Debt Commitment Letter, Incremental Commitments Agreement, 2025 RCF, and DDTL Credit Agreement automatically terminated upon the Merger Agreement's termination.
The Merger Agreement, originally entered on January 19, 2026, would have combined Netflix with WBD's Streaming & Studios businesses after a separation of WBD's Global Linear Networks.
1.02 Termination of a Material Definitive Agreement
Netflix and Warner Bros. Discovery amend merger to all-cash $27.75 per share
Netflix and Warner Bros. Discovery entered into an amended merger agreement on January 19, 2026, changing the consideration to be entirely cash.
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The merger consideration remains $27.75 per share of WBD common stock, now payable in cash instead of a mix of cash and Netflix stock.
The transaction structure includes a spin-off of WBD's Global Linear Networks segment into a separate company (SpinCo) before the merger closes.
The net debt of SpinCo is set at $17.0 billion as of June 30, 2026, decreasing to $16.1 billion by December 31, 2026, a $260 million reduction from the original agreement.
The boards of both companies unanimously approved the amended agreement, and the transaction is subject to stockholder approval and other customary conditions.
1.01 Entry into a Material Definitive Agreement · 7.01 Regulation FD Disclosure · 9.01 Financial Statements and Exhibits