A Dark Vector Cognition product

Item 16. Form 10–K Summary

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Item 16. Form 10–K Summary

None.

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NETFLIX, INC.

INDEX TO FINANCIAL STATEMENTS

Page
Report of Independent Registered Public Accounting Firm (PCAOB ID: 42)37
Consolidated Statements of Operations39
Consolidated Statements of Comprehensive Income40
Consolidated Statements of Cash Flows41
Consolidated Balance Sheets42
Consolidated Statements of Stockholders’ Equity43
Notes to Consolidated Financial Statements44

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Report of Independent Registered Public Accounting Firm

To the Stockholders and the Board of Directors of Netflix, Inc.

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of Netflix, Inc. (the Company) as of December 31, 2023 and 2022, the related consolidated statements of operations, comprehensive income, stockholders’ equity and cash flows for each of the three years in the period ended December 31, 2023, and the related notes (collectively referred to as the “consolidated financial statements"). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2023 and 2022, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2023, in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), and our report dated January 26, 2024 expressed an unqualified opinion thereon.

Basis for Opinion

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matter

The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments. The communication of the critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

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Content Amortization
Description of the MatterAs disclosed in Note 1 to the consolidated financial statements “Organization and Summary of Significant Accounting Policies”, the Company acquires, licenses and produces content, including original programming (“Content”). The Company amortizes Content based on factors including historical and estimated viewing patterns. Auditing the amortization of the Company’s Content is complex and subjective due to the judgmental nature of amortization which is based on an estimate of future viewing patterns. Estimated viewing patterns are based on historical and forecasted viewing. If actual viewing patterns differ from these estimates, the pattern and/or period of amortization would be changed and could affect the timing of recognition of content amortization.
How We Addressed the Matter in Our AuditWe obtained an understanding, evaluated the design and tested the operating effectiveness of controls over the content amortization process. For example, we tested controls over management’s review of the content amortization method and the significant assumptions, including the historical and forecasted viewing hour consumption, used to develop estimated viewing patterns. We also tested management’s controls to determine that the data used in the model was complete and accurate. To test content amortization, our audit procedures included, among others, evaluating the content amortization method, testing the significant assumptions used to develop the estimated viewing patterns and testing the completeness and accuracy of the underlying data. For example, we assessed management’s assumptions by comparing them to current viewing trends and current operating information including comparing previous estimates of viewing patterns to actual results. We also performed sensitivity analyses to evaluate the potential changes in the content amortization recorded that could result from changes in the assumptions.
/s/ Ernst & Young LLP
We have served as the Company's auditor since 2012.
San Jose, California
January 26, 2024

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NETFLIX, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share data)

Year ended December 31,
202320222021
Revenues$33,723,297$31,615,550$29,697,844
Cost of revenues19,715,36819,168,28517,332,683
Marketing2,657,8832,530,5022,545,146
Technology and development2,675,7582,711,0412,273,885
General and administrative1,720,2851,572,8911,351,621
Operating income6,954,0035,632,8316,194,509
Other income (expense):
Interest expense(699,826)(706,212)(765,620)
Interest and other income (expense)(48,772)337,310411,214
Income before income taxes6,205,4055,263,9295,840,103
Provision for income taxes(797,415)(772,005)(723,875)
Net income$5,407,990$4,491,924$5,116,228
Earnings per share:
Basic$12.25$10.10$11.55
Diluted$12.03$9.95$11.24
Weighted-average shares of common stock outstanding:
Basic441,571444,698443,155
Diluted449,498451,290455,372

See accompanying notes to consolidated financial statements.

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NETFLIX, INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(in thousands)

Year ended December 31,
202320222021
Net income$5,407,990$4,491,924$5,116,228
Other comprehensive income (loss):
Foreign currency translation adjustments113,384(176,811)(84,893)
Cash flow hedges:
Net unrealized gains (losses), net of tax benefit (expense) of $36 million, $0, and $0, respectively(120,023)——
Total other comprehensive loss(6,639)(176,811)(84,893)
Comprehensive income$5,401,351$4,315,113$5,031,335

See accompanying notes to consolidated financial statements.

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NETFLIX, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

Year Ended December 31,
202320222021
Cash flows from operating activities:
Net income$5,407,990$4,491,924$5,116,228
Adjustments to reconcile net income to net cash provided by operating activities:
Additions to content assets(12,554,703)(16,839,038)(17,702,202)
Change in content liabilities(585,602)179,310232,898
Amortization of content assets14,197,43714,026,13212,230,367
Depreciation and amortization of property, equipment and intangibles356,947336,682208,412
Stock-based compensation expense339,368575,452403,220
Foreign currency remeasurement loss (gain) on debt176,296(353,111)(430,661)
Other non-cash items512,075533,543376,777
Deferred income taxes(459,359)(166,550)199,548
Changes in operating assets and liabilities:
Other current assets(181,003)(353,834)(369,681)
Accounts payable93,502(158,543)145,115
Accrued expenses and other liabilities103,565(55,513)180,338
Deferred revenue178,70827,35691,350
Other non-current assets and liabilities(310,920)(217,553)(289,099)
Net cash provided by operating activities7,274,3012,026,257392,610
Cash flows from investing activities:
Purchases of property and equipment(348,552)(407,729)(524,585)
Change in other assets——(26,919)
Acquisitions—(757,387)(788,349)
Purchases of short-term investments(504,862)(911,276)—
Proceeds from maturities of short-term investments1,395,165——
Net cash provided by (used in) investing activities541,751(2,076,392)(1,339,853)
Cash flows from financing activities:
Repayments of debt—(700,000)(500,000)
Proceeds from issuance of common stock169,99035,746174,414
Repurchases of common stock(6,045,347)—(600,022)
Taxes paid related to net share settlement of equity awards——(224,168)
Other financing activities(75,446)——
Net cash used in financing activities(5,950,803)(664,254)(1,149,776)
Effect of exchange rate changes on cash, cash equivalents and restricted cash82,684(170,140)(86,740)
Net increase (decrease) in cash, cash equivalents and restricted cash1,947,933(884,529)(2,183,759)
Cash, cash equivalents and restricted cash, beginning of year5,170,5826,055,1118,238,870
Cash, cash equivalents and restricted cash, end of year$7,118,515$5,170,582$6,055,111
Supplemental disclosure:
Income taxes paid$1,154,973$811,720$509,265
Interest paid684,504701,693763,432

See accompanying notes to consolidated financial statements.

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NETFLIX, INC.

CONSOLIDATED BALANCE SHEETS

(in thousands, except share and per share data)

As of December 31,
20232022
Assets
Current assets:
Cash and cash equivalents$7,116,913$5,147,176
Short-term investments20,973911,276
Other current assets2,780,2473,208,021
Total current assets9,918,1339,266,473
Content assets, net31,658,05632,736,713
Property and equipment, net1,491,4441,398,257
Other non-current assets5,664,3595,193,325
Total assets$48,731,992$48,594,768
Liabilities and Stockholders’ Equity
Current liabilities:
Current content liabilities$4,466,470$4,480,150
Accounts payable747,412671,513
Accrued expenses and other liabilities1,803,9601,514,650
Deferred revenue1,442,9691,264,661
Short-term debt399,844—
Total current liabilities8,860,6557,930,974
Non-current content liabilities2,578,1733,081,277
Long-term debt14,143,41714,353,076
Other non-current liabilities2,561,4342,452,040
Total liabilities28,143,67927,817,367
Commitments and contingencies (Note 8)
Stockholders’ equity:
Preferred stock, $0.001 par value; 10,000,000 shares authorized at December 31, 2023 and December 31, 2022; no shares issued and outstanding at December 31, 2023 and December 31, 2022——
Common stock, $0.001 par value; 4,990,000,000 shares authorized at December 31, 2023 and December 31, 2022; 432,759,584 and 445,346,776 issued and outstanding at December 31, 2023 and December 31, 2022, respectively5,145,1724,637,601
Treasury stock at cost (16,078,268 and 1,564,478 shares at December 31, 2023 and December 31, 2022)(6,922,200)(824,190)
Accumulated other comprehensive loss(223,945)(217,306)
Retained earnings22,589,28617,181,296
Total stockholders’ equity20,588,31320,777,401
Total liabilities and stockholders’ equity$48,731,992$48,594,768

See accompanying notes to consolidated financial statements.

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NETFLIX, INC.

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(in thousands, except share data)

Common Stock and Additional Paid-in CapitalTreasury StockAccumulated Other Comprehensive Income (Loss)Retained EarningsTotal Stockholders’ Equity
SharesAmount
Balances as of December 31, 2020442,895,261$3,447,698$—$44,398$7,573,144$11,065,240
Net income————5,116,2285,116,228
Other comprehensive loss———(84,893)—(84,893)
Issuance of common stock upon exercise of options2,632,324173,643———173,643
Repurchases of common stock(1,182,410)—(600,022)——(600,022)
Shares withheld related to net share settlement(382,068)—(224,168)——(224,168)
Stock-based compensation expense—403,220———403,220
Balances as of December 31, 2021443,963,107$4,024,561$(824,190)$(40,495)$12,689,372$15,849,248
Net income————4,491,9244,491,924
Other comprehensive loss———(176,811)—(176,811)
Issuance of common stock upon exercise of options1,383,66937,588———37,588
Stock-based compensation expense—575,452———575,452
Balances as of December 31, 2022445,346,776$4,637,601$(824,190)$(217,306)$17,181,296$20,777,401
Net income————5,407,9905,407,990
Other comprehensive loss———(6,639)—(6,639)
Issuance of common stock upon exercise of options1,926,598168,203———168,203
Repurchases of common stock(14,513,790)—(6,098,010)——(6,098,010)
Stock-based compensation expense—339,368———339,368
Balances as of December 31, 2023432,759,584$5,145,172$(6,922,200)$(223,945)$22,589,286$20,588,313

See accompanying notes to consolidated financial statements.

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NETFLIX, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

**1.**Organization and Summary of Significant Accounting Policies

Description of Business

Netflix, Inc. (the “Company”) was incorporated on August 29, 1997 and began operations on April 14, 1998. The Company is one of the world’s leading entertainment services with over 260 million paid memberships in over 190 countries enjoying TV series, films and games across a wide variety of genres and languages. Members can play, pause and resume watching as much as they want, anytime, anywhere, and can change their plans at any time.

Basis of Presentation

The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. Intercompany balances and transactions have been eliminated.

Use of Estimates

The preparation of consolidated financial statements in conformity with generally accepted accounting principles ("GAAP") in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting periods. Significant items subject to such estimates and assumptions include the content asset amortization policy and the recognition and measurement of income tax assets and liabilities. The Company bases its estimates on historical experience and on various other assumptions that the Company believes to be reasonable under the circumstances. On an ongoing basis, the Company evaluates these assumptions, judgments and estimates. Actual results may differ from these estimates

Recently issued accounting pronouncements not yet adopted

In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which requires public entities to disclose information about their reportable segments’ significant expenses and other segment items on an interim and annual basis. Public entities with a single reportable segment are required to apply the disclosure requirements in ASU 2023-07, as well as all existing segment disclosures and reconciliation requirements in ASC 280 on an interim and annual basis. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and for interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact of adopting ASU 2023-07.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which requires public entities, on an annual basis, to provide disclosure of specific categories in the rate reconciliation, as well as disclosure of income taxes paid disaggregated by jurisdiction. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact of adopting ASU 2023-09.

Cash Equivalents and Short-term Investments

The Company considers investments in instruments purchased with an original maturity of 90 days or less to be cash equivalents. The Company also classifies amounts in transit from payment processors for customer credit card and debit card transactions that it expects to settle within several days as cash equivalents.

The Company classifies short-term investments, which consist of marketable securities with original maturities in excess of 90 days as available-for-sale. Short-term investments are reported at fair value, with allowances for credit losses included in “Interest and other income (expense)” in the Consolidated Statements of Operations and unrealized gains and losses included in “Accumulated other comprehensive income (loss)” within Stockholders’ equity in the Consolidated Balance Sheets. The Company uses the specific identification method to determine cost in calculating realized gains and losses upon the sale of short-term investments.

Short-term investments are reviewed periodically for allowances for credit losses and impairment. When evaluating the investments, the Company reviews factors such as the extent to which the fair value of the security is less than the amortized cost basis, adverse conditions specifically related to the security, the financial condition of the issuer, the Company’s intent to sell, and whether it would be more likely than not that the Company would be required to sell the investments before the recovery of their amortized cost basis.

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Content

The Company acquires, licenses and produces content, including original programming, in order to offer members unlimited viewing of video entertainment. The content licenses are for a fixed fee and specific windows of availability. Payment terms for certain content licenses and the production of content require more upfront cash payments relative to the amortization expense. Payments for content, including additions to content assets and the changes in related liabilities, are classified within "Net cash provided by operating activities" on the Consolidated Statements of Cash Flows.

The Company recognizes content assets (licensed and produced) as “Content assets, net” on the Consolidated Balance Sheets. For licensed content, the Company capitalizes the fee per title and records a corresponding liability at the gross amount of the liability when the license period begins, the cost of the title is known and the title is accepted and available for streaming. For produced content, the Company capitalizes costs associated with the production, including development costs, direct costs and production overhead. Participations and residuals are expensed in line with the amortization of production costs.

Based on factors including historical and estimated viewing patterns, the Company amortizes the content assets (licensed and produced) in “Cost of revenues” on the Consolidated Statements of Operations over the shorter of each title's contractual window of availability or estimated period of use or ten years, beginning with the month of first availability. The amortization is on an accelerated basis, as the Company typically expects more upfront viewing, and film amortization is more accelerated than TV series amortization. On average, over 90% of a licensed or produced content asset is expected to be amortized within four years after its month of first availability. The Company reviews factors impacting the amortization of the content assets on a regular basis. The Company's estimates related to these factors require considerable management judgment.

In the normal course of business, the Company, or a third-party producing content on the Company's behalf, may qualify for tax incentives through eligible spend on productions. The accounting for tax incentives is dependent on the particular type of incentive, including the nature of the benefit and the location the incentive is earned. In general, tax incentives are realized as cash receipts and may be received prior to or after a title launches on the Company’s service. Upon a title’s launch, any amounts the Company is eligible for through qualified production spend but has not received, are recognized in “Other current assets” or “Other non-current assets” on the Company’s Consolidated Balance Sheets as receivables. Tax incentives are generally accounted for as a reduction to the cost basis of the Company’s content assets (presented in “Content assets, net”) and reduce content amortization over the life of the title (as presented in “Cost of revenues”) on the Consolidated Statements of Operations.

The Company's business model is subscription based as opposed to a model generating revenues at a specific title level. Content assets (licensed and produced) are predominantly monetized as a group and therefore are reviewed in aggregate at a group level when an event or change in circumstances indicates a change in the expected usefulness of the content or that the fair value may be less than unamortized cost. To date, the Company has not identified any such event or changes in circumstances. If such changes are identified in the future, these aggregated content assets will be stated at the lower of unamortized cost or fair value. In addition, unamortized costs for assets that have been, or are expected to be, abandoned are written off.

Acquisitions

The Company uses its best estimates and assumptions to assign fair value to the tangible and intangible assets acquired and liabilities assumed at the acquisition date. In addition, uncertain tax positions, tax-related valuation allowances and pre-acquisition contingencies are initially recorded in connection with a business combination as of the acquisition date.

Property and Equipment

Property and equipment are carried at cost less accumulated depreciation. Depreciation is calculated using the straight-line method over the shorter of the estimated useful lives of the respective assets, generally up to 30 years, or the expected lease term for leasehold improvements, if applicable.

Trade Receivables

Trade receivables consist primarily of amounts related to members and payment partners that collect membership fees on the Company's behalf. The Company evaluates the need for an allowance for credit losses based on historical collection trends, the financial condition of its payment partners, and external market factors. The Company's allowance for credit losses was not material as of December 31, 2023 and December 31, 2022.

Revenue Recognition

The Company's primary source of revenues is from monthly membership fees. Members are billed in advance of the start of their monthly membership and revenues are recognized ratably over each monthly membership period. Revenues are

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presented net of the taxes that are collected from members and remitted to governmental authorities. The Company is the principal in all its relationships where partners, including consumer electronics ("CE") manufacturers, multichannel video programming distributors ("MVPDs"), mobile operators and internet service providers ("ISPs"), provide access to the service as the Company retains control over service delivery to its members. In circumstances in which the price that the member pays is established by a partner and there is no standalone price for the Netflix service (for instance, in a bundle), the net amount collected from the partner is recognized as revenue.

The Company also earns revenue from advertisements presented on its streaming service, consumer products and various other sources. Revenues earned from sources other than monthly membership fees were not material for the years ended December 31, 2023, 2022, and 2021. See Note 2 Revenue Recognition to the consolidated financial statements for further information regarding revenues.

Marketing

Marketing expenses consist primarily of advertising expenses and certain payments made to the Company’s partners, including CE manufacturers, MVPDs, mobile operators and ISPs. Marketing expenses also include payroll, stock-based compensation, facilities, and other related expenses for personnel that support the Company's sales and marketing activities. Advertising expenses include promotional activities such as digital and television advertising. Advertising costs are expensed as incurred. Advertising expenses were $1,732 million, $1,586 million and $1,669 million for the years ended December 31, 2023, 2022 and 2021, respectively.

Income Taxes

The Company records a provision for income taxes for the anticipated tax consequences of the reported results of operations using the asset and liability method. Deferred income taxes are recognized by applying enacted statutory tax rates applicable to future years to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases as well as net operating loss and tax credit carryforwards. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The measurement of deferred tax assets is reduced, if necessary, by a valuation allowance for any tax benefits for which future realization is uncertain. We account for the tax effects of global intangible low tax income as a current period expense.

The Company does not recognize certain tax benefits from uncertain tax positions within the provision for income taxes. The Company may recognize a tax benefit only if it is more likely than not the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such positions are then measured based on the largest benefit that has a greater than 50% likelihood of being realized upon settlement. The Company recognizes interest and penalties related to uncertain tax positions in income tax expense. See Note 10 Income Taxes to the consolidated financial statements for further information regarding income taxes.

Foreign Currency

The functional currency for the Company's subsidiaries is determined based on the primary economic environment in which the subsidiary operates. The Company translates the assets and liabilities of its non-U.S. dollar functional currency subsidiaries into U.S. dollars using exchange rates in effect at the end of each period. Revenues and expenses for these subsidiaries are translated using rates that approximate those in effect during the period. Gains and losses from these translations are recognized in cumulative translation adjustment included in "Accumulated other comprehensive income" in Stockholders’ equity on the Consolidated Balance Sheets.

The Company remeasures monetary assets and liabilities that are not denominated in the functional currency at exchange rates in effect at the end of each period. Gains and losses from these remeasurements are recognized in "Interest and other income (expense)" in the Consolidated Statements of Operations. Foreign currency transactions resulted in a loss of $293 million, a gain of $282 million, and a gain of $403 million for the years ended December 31, 2023, 2022, and 2021, respectively. These gains and losses were primarily due to the non-cash remeasurement of our Senior Notes denominated in euros and the remeasurement of cash and content liability positions denominated in currencies other than functional currencies.

Derivative Financial Instruments

The Company uses derivative instruments to manage foreign exchange risk related to its ongoing business operations with the primary objective of reducing operating income and cash flow volatility associated with fluctuations in foreign exchange rates.

The Company enters into forward contracts to manage the foreign exchange risk on forecasted revenue transactions denominated in currencies other than the U.S. dollar, as well as the foreign exchange risk on forecasted transactions and firm commitments related to the licensing and production of foreign currency-denominated content assets. These forward contracts

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are designated as cash flow hedges of foreign currency firm commitments and forecasted transactions and generally have maturities of 24 months or less. The hedging contracts may reduce, but do not entirely eliminate, the effect of foreign currency exchange movements, and the Company may choose not to hedge certain exposures.

The Company recognizes derivative instruments at fair value as either assets (presented in “Other current assets” and “Other non-current assets”) or liabilities (presented in “Accrued expenses and other liabilities'' and “Other non-current liabilities”) on the Company’s Consolidated Balance Sheets. The Company classifies derivative instruments in the Level 2 category within the fair value hierarchy.

The gain or loss on derivative instruments designated as cash flow hedges of forecasted foreign currency revenue is initially reported as a component of accumulated other comprehensive income (“AOCI") and reclassified into “Revenues” on the Consolidated Statements of Operations in the same period the forecasted transaction affects earnings. The gain or loss on derivative instruments designated as cash flow hedges of firmly committed or forecasted transactions related to the licensing and production of content assets is initially reported as a component of AOCI and reclassified into “Cost of Revenues” on the Consolidated Statements of Operations in the same period the hedged transaction affects earnings, which occurs as the underlying hedged content assets are amortized. Cash flows from hedging activities are classified in the same category as the cash flows for the underlying item being hedged within "Net cash provided by operating activities" on the Consolidated Statements of Cash Flows.

In the event that the likelihood of occurrence of the underlying forecasted transactions is determined to be probable not to occur, the gains or losses on the related cash flow hedges are reclassified from AOCI to “Interest and other income (expense)” in the Consolidated Statements of Operations in the period of dedesignation.

See Note 7 Derivative Financial Instruments to the consolidated financial statements for further information regarding the Company’s derivative financial instruments.

Stock-Based Compensation

The Company grants non-qualified stock options to its employees on a monthly basis. Stock-based compensation expense is based on the fair value of the options at the grant date and is recognized, net of forfeitures, over the requisite service period. See Note 9 Stockholders' Equity to the consolidated financial statements for further information regarding stock-based compensation.

**2.**Revenue Recognition

The following tables summarize streaming revenues, paid net membership additions (losses), and ending paid memberships by region for the years ended December 31, 2023, 2022 and 2021, respectively:

United States and Canada (UCAN)

As of/Year Ended December 31,
202320222021
(in thousands)
Revenues$14,873,783$14,084,643$12,972,100
Paid net membership additions (losses)5,832(919)1,279
Paid memberships at end of period (1)80,12874,29675,215

Europe, Middle East, and Africa (EMEA)

As of/Year Ended December 31,
202320222021
(in thousands)
Revenues$10,556,487$9,745,015$9,699,819
Paid net membership additions12,0842,6937,338
Paid memberships at end of period (1)88,81376,72974,036

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Latin America (LATAM)

As of/Year Ended December 31,
202320222021
(in thousands)
Revenues$4,446,461$4,069,973$3,576,976
Paid net membership additions4,2981,7382,424
Paid memberships at end of period (1)45,99741,69939,961

Asia-Pacific (APAC)

As of/Year Ended December 31,
202320222021
(in thousands)
Revenues$3,763,727$3,570,221$3,266,601
Paid net membership additions7,3155,3917,140
Paid memberships at end of period (1)45,33838,02332,632
(1) A paid membership (also referred to as a paid subscription) is defined as a membership that has the right to receive Netflix service following sign-up and a method of payment being provided, and that is not part of a free trial or certain other promotions that may be offered by the Company to new or rejoining members. Certain members have the option to add extra member sub accounts. These extra member sub accounts are not included in paid memberships. A membership is canceled and ceases to be reflected in the above metrics as of the effective cancellation date. Voluntary cancellations generally become effective at the end of the prepaid membership period. Involuntary cancellations, as a result of a failed method of payment, become effective immediately. Memberships are assigned to territories based on the geographic location used at time of sign-up as determined by the Company’s internal systems, which utilize industry standard geo-location technology.

Deferred revenue consists of membership fees billed that have not been recognized, as well as gift and other prepaid memberships that have not been fully redeemed. As of December 31, 2023, total deferred revenue was $1,443 million, the vast majority of which was related to membership fees billed that are expected to be recognized as revenue within the next month. The remaining deferred revenue balance, which is related to gift cards and other prepaid memberships, will be recognized as revenue over the period of service after redemption, which is expected to occur over the next 12 months. The $178 million increase in deferred revenue as compared to the balance of $1,265 million for the year ended December 31, 2022, is a result of the increase in membership fees billed due to increased memberships.

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**3.**Earnings per Share

Basic earnings per share is computed using the weighted-average number of outstanding shares of common stock during the period. Diluted earnings per share is computed using the weighted-average number of outstanding shares of common stock and, when dilutive, potential common shares outstanding during the period. Potential common shares consist of incremental shares issuable upon the assumed exercise of stock options. The computation of earnings per share is as follows:

Year Ended December 31,
202320222021
(in thousands, except per share data)
Basic earnings per share:
Net income$5,407,990$4,491,924$5,116,228
Shares used in computation:
Weighted-average shares of common stock outstanding441,571444,698443,155
Basic earnings per share$12.25$10.10$11.55
Diluted earnings per share:
Net income$5,407,990$4,491,924$5,116,228
Shares used in computation:
Weighted-average shares of common stock outstanding441,571444,698443,155
Employee stock options7,9276,59212,217
Weighted-average number of shares449,498451,290455,372
Diluted earnings per share$12.03$9.95$11.24

Employee stock options with exercise prices greater than the average market price of the common stock were excluded from the diluted calculation as their inclusion would have been anti-dilutive. The following table summarizes the potential common shares excluded from the diluted calculation:

Year Ended December 31,
202320222021
(in thousands)
Employee stock options4,1096,790348

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**4.**Cash, Cash Equivalents, Restricted Cash, and Short-term Investments

The Company classifies short-term investments, which consist of marketable securities with original maturities in excess of 90 days as available-for-sale. The Company does not buy and hold securities principally for the purpose of selling them in the near future. The Company’s policy is focused on the preservation of capital, liquidity and return. From time to time, the Company may sell certain securities but the objectives are generally not to generate profits on short-term differences in price.

The following tables summarize the Company's cash, cash equivalents, restricted cash and short-term investments as of December 31, 2023 and 2022:

As of December 31, 2023
Cash and cash equivalentsShort-term investmentsOther Current AssetsNon-current AssetsTotal
(in thousands)
Cash$5,986,629$—$1,466$81$5,988,176
Level 1 securities:
Money market funds925,652——55925,707
Level 2 securities:
Time Deposits (1)204,63220,973——225,605
$7,116,913$20,973$1,466$136$7,139,488

(1) The majority of the Company's time deposits are international deposits, which mature within one year.

As of December 31, 2022
Cash and cash equivalentsShort-term investmentsOther Current AssetsNon-current AssetsTotal
(in thousands)
Cash$4,071,584$—$3,410$19,874$4,094,868
Level 1 securities:
Money market funds569,826——122569,948
Level 2 securities:
Time Deposits (2)505,766911,276——1,417,042
$5,147,176$911,276$3,410$19,996$6,081,858

(2) The majority of the Company's time deposits are domestic deposits, which mature within one year.

Other current assets include restricted cash for deposits related to self-insurance and letter of credit agreements. Non-current assets include restricted cash related to letter of credit agreements. The fair value of cash equivalents and short-term investments included in the Level 2 category is based on observable inputs, such as quoted prices for similar assets at the measurement date; quoted prices in markets that are not active; or other inputs that are observable, either directly or indirectly.

See Note 6 Debt to the consolidated financial statements for further information regarding the fair value of the Company’s senior notes.

There were no material gross realized gains or losses for the years ended December 31, 2023 and 2022.

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**5.**Balance Sheet Components

Content Assets, Net

Content assets consisted of the following:

As of December 31,
20232022
(in thousands)
Licensed content, net$12,722,701$12,732,549
Produced content, net
Released, less amortization9,843,1509,110,518
In production8,247,57810,255,940
In development and pre-production844,627637,706
18,935,35520,004,164
Content assets, net$31,658,056$32,736,713

As of December 31, 2023, approximately $5,777 million, $2,860 million, and $1,842 million of the $12,723 million unamortized cost of the licensed content is expected to be amortized in each of the next three years. As of December 31, 2023, approximately $3,766 million, $2,622 million, and $1,793 million of the $9,843 million unamortized cost of the produced content that has been released is expected to be amortized in each of the next three years.

As of December 31, 2023, the amount of accrued participations and residuals was not material.

The following table represents the amortization of content assets:

Year Ended December 31,
202320222021
(in thousands)
Licensed content$7,145,446$7,681,978$8,055,811
Produced content (1)7,051,9916,344,1544,174,556
Total$14,197,437$14,026,132$12,230,367

(1) Tax incentives earned on qualified production spend generally reduce the cost-basis of content assets and result in lower content amortization over the life of the title. For the years ended December 31, 2023 and 2022, tax incentives resulted in lower content amortization on produced content of approximately $835 million and $719 million, respectively.

Property and Equipment, Net

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Property and equipment and accumulated depreciation consisted of the following:

As of December 31,Estimated Useful Lives (in Years)
20232022
(in thousands)
Land$88,429$85,005
Buildings150,73652,10630 years
Leasehold improvements1,032,4921,040,570Over life of lease
Furniture and fixtures144,737153,6823 years
Information technology414,092442,6813 years
Corporate aircraft99,175115,5788-10 years
Machinery and equipment10,33426,8213-5 years
Capital work-in-progress406,492235,555
Property and equipment, gross2,346,4872,151,998
Less: Accumulated depreciation(855,043)(753,741)
Property and equipment, net$1,491,444$1,398,257

Leases

The Company has entered into operating leases primarily for real estate. These leases generally have terms which range from 1 year to 15 years, and often include one or more options to renew. These renewal terms can extend the lease term from 1 year to 20 years, and are included in the lease term when it is reasonably certain that the Company will exercise the option. These operating leases are included in "Other non-current assets" on the Company's Consolidated Balance Sheets, and represent the Company’s right to use the underlying asset for the lease term. The Company’s obligations to make lease payments are included in "Accrued expenses and other liabilities" and "Other non-current liabilities" on the Company's Consolidated Balance Sheets. Operating lease right-of-use assets and liabilities are recognized at the commencement date based on the present value of lease payments over the lease term. The Company has entered into various short-term operating leases with an initial term of twelve months or less. These leases are not recorded on the Company's Consolidated Balance Sheets. All operating lease expense is recognized on a straight-line basis over the lease term. Because the rate implicit in each lease is not readily determinable, the Company uses its incremental borrowing rate to determine the present value of the lease payments. The Company has certain contracts for real estate which may contain lease and non-lease components which it has elected to treat as a single lease component.

The components of lease costs for the years ended December 31, 2023, 2022 and 2021 were as follows:

Year ended December 31,
202320222021
(in thousands)
Operating lease cost$430,856$413,664$389,805
Short-term lease cost207,822194,764152,765
Total lease cost$638,678$608,428$542,570

Information related to the Company's operating right-of-use assets and related operating lease liabilities were as follows:

Year ended December 31,
202320222021
(in thousands)
Cash paid for operating lease liabilities$451,525$413,034$349,586
Right-of-use assets obtained in exchange for new operating lease obligations196,639252,393764,142

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As of December 31,
20232022
(in thousands, except lease term and discount rate)
Operating lease right-of-use assets, net$2,076,899$2,227,122
Current operating lease liabilities$383,312$355,985
Non-current operating lease liabilities2,046,8012,222,503
Total operating lease liabilities$2,430,113$2,578,488
Weighted-average remaining lease term7.5 years8.3 years
Weighted-average discount rate3.3%3.2%

Maturities of operating lease liabilities as of December 31, 2023 were as follows (in thousands):

Due in 12 month period ended December 31,
2024$460,353
2025424,897
2026401,306
2027340,245
2028282,465
Thereafter827,117
2,736,383
Less imputed interest(306,270)
Total operating lease liabilities$2,430,113

The Company has additional operating leases for real estate of $343 million which have not commenced as of December 31, 2023, and as such, have not been recognized on the Company's Consolidated Balance Sheets. These operating leases are expected to commence in 2024 with lease terms between 2 and 11 years.

Other Current Assets

Other current assets consisted of the following:

As of
December 31, 2023December 31, 2022
(in thousands)
Trade receivables$1,287,054$988,898
Prepaid expenses408,936392,735
Other (1)1,084,2571,826,388
Total other current assets$2,780,247$3,208,021

(1) $555 million and $598 million of receivables related to tax incentives earned on production spend are included in Other as of December 31, 2023 and 2022, respectively.

The decrease in Other was primarily driven by receipt of amounts due under a modified content licensing arrangement.

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**6.**Debt

As of December 31, 2023, the Company had aggregate outstanding notes of $14,543 million, net of $65 million of issuance costs, with varying maturities (the "Notes"). Of the outstanding balance, $400 million, net of issuance costs, is classified as short-term debt on the Consolidated Balance Sheets. As of December 31, 2022, the Company had aggregate outstanding long-term notes of $14,353 million, net of $79 million of issuance costs. Each of the Notes were issued at par and are senior unsecured obligations of the Company. Interest is payable semi-annually at fixed rates. A portion of the outstanding Notes is denominated in foreign currency (comprised of €5,170 million) and is remeasured into U.S. dollars at each balance sheet date (with remeasurement loss totaling $176 million for the year ended December 31, 2023).

The following table provides a summary of the Company's outstanding debt and the fair values based on quoted market prices in less active markets as of December 31, 2023 and December 31, 2022:

Principal Amount at ParLevel 2 Fair Value as of
December 31, 2023December 31, 2022Issuance DateMaturityDecember 31, 2023December 31, 2022
(in millions)(in millions)
5.750% Senior Notes$400$400February 2014March 2024$400$404
5.875% Senior Notes800800February 2015February 2025807811
3.000% Senior Notes (1)519503April 2020June 2025516495
3.625% Senior Notes500500April 2020June 2025491479
4.375% Senior Notes1,0001,000October 2016November 2026996980
3.625% Senior Notes (1)1,4341,391May 2017May 20271,4541,338
4.875% Senior Notes1,6001,600October 2017April 20281,6211,557
5.875% Senior Notes1,9001,900April 2018November 20282,0091,930
4.625% Senior Notes (1)1,2151,177October 2018May 20291,3001,151
6.375% Senior Notes800800October 2018May 2029872830
3.875% Senior Notes (1)1,3251,284April 2019November 20291,3721,201
5.375% Senior Notes900900April 2019November 2029931885
3.625% Senior Notes (1)1,2151,177October 2019June 20301,2371,078
4.875% Senior Notes1,0001,000October 2019June 20301,012944
$14,608$14,432$15,018$14,083

(1) The following Senior Notes have a principal amount denominated in euro: 3.000% Senior Notes for €470 million, 3.625% Senior Notes for €1,300 million, 4.625% Senior Notes for €1,100 million, 3.875% Senior Notes for €1,200 million, and 3.625% Senior Notes for €1,100 million.

Each of the Notes are repayable in whole or in part upon the occurrence of a change of control, at the option of the holders, at a purchase price in cash equal to 101% of the principal plus accrued interest. The Company may redeem the Notes prior to maturity in whole or in part at an amount equal to the principal amount thereof plus accrued and unpaid interest and an applicable premium. The Notes include, among other terms and conditions, limitations on the Company's ability to create, incur or allow certain liens; enter into sale and lease-back transactions; create, assume, incur or guarantee additional indebtedness of certain of the Company's subsidiaries; and consolidate or merge with, or convey, transfer or lease all or substantially all of the Company's and its subsidiaries assets, to another person. As of December 31, 2023 and December 31, 2022, the Company was in compliance with all related covenants.

Revolving Credit Facility

On March 6, 2023, the Company amended its $1 billion unsecured revolving credit facility ("Revolving Credit Agreement") to replace the London interbank offered rate to a variable secured overnight financing rate (the “Term SOFR Rate”) as the rate to which interest payments are indexed, among other things. The Revolving Credit Agreement matures on June 17, 2026. Revolving loans may be borrowed, repaid and reborrowed until June 17, 2026, at which time all amounts borrowed must be repaid. The Company may use the proceeds of future borrowings under the Revolving Credit Agreement for

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working capital and general corporate purposes. As of December 31, 2023, no amounts have been borrowed under the Revolving Credit Agreement.

The borrowings under the Revolving Credit Agreement bear interest, at the Company’s option, of either (i) a floating rate equal to a base rate (the “Alternate Base Rate”) or (ii) a rate equal to the Term SOFR Rate (or the applicable benchmark replacement), plus a margin of 0.75%. The Alternate Base Rate is defined as the greatest of (A) the rate of interest published by the Wall Street Journal, from time to time, as the prime rate, (B) the federal funds rate, plus 0.50% and (C) the Term SOFR Rate for a one-month tenor, plus 1.00%. The Term SOFR Rate is the forward-looking secured overnight financing rate administered by the Federal Reserve Bank of New York or a successor administrator, for the relevant interest period, but in no event shall the Term SOFR Rate be less than 0.00% per annum.

The Company is also obligated to pay a commitment fee on the undrawn amounts of the Revolving Credit Agreement at an annual rate of 0.10%. The Revolving Credit Agreement requires the Company to comply with certain covenants, including covenants that limit or restrict the ability of the Company’s subsidiaries to incur debt and limit or restrict the ability of the Company and its subsidiaries to grant liens and enter into sale and leaseback transactions; and, in the case of the Company or a guarantor, merge, consolidate, liquidate, dissolve or sell, transfer, lease or otherwise dispose of all or substantially all of the assets of the Company and its subsidiaries, taken as a whole. As of December 31, 2023 and December 31, 2022, the Company was in compliance with all related covenants.

**7.**Derivative Financial Instruments

In the fiscal year ended December 31, 2023, the Company entered into derivative financial instruments to manage foreign exchange risk related to its ongoing business operations with the primary objective of reducing operating income and cash flow volatility associated with fluctuations in foreign exchange rates. The Company did not use any derivative instruments prior to the fiscal year ended December 31, 2023.

Notional Amount of Derivative Contracts

The net notional amounts of the Company’s outstanding derivative instruments were as follows:

As of December 31,
20232022
(in thousands)
Derivatives designated as hedging instruments:
Foreign exchange contracts
Cash flow hedges$8,783,273$—
Total$8,783,273$—

Fair Value of Derivative Contracts

The fair value of the Company’s outstanding derivative instruments were as follows:

As of December 31, 2023
Derivative AssetsDerivative Liabilities
Other current assetsOther non-current assetsAccrued expenses and other liabilitiesOther non-current liabilities
(in thousands)
Derivatives designated as hedging instruments:
Foreign exchange contracts$26,416$4,518$140,089$46,575
Total$26,416$4,518$140,089$46,575

The Company classifies derivative instruments in the Level 2 category within the fair value hierarchy. These instruments are valued using industry standard valuation models that use observable inputs such as interest rate yield curves, and forward and spot prices for currencies.

As of December 31, 2023, the pre-tax net accumulated loss on our foreign currency cash flow hedges included in AOCI on the Consolidated Balance Sheets expected to be recognized in earnings within the next 12 months is $128 million.

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Master Netting Agreements

In order to mitigate counterparty credit risk, the Company enters into master netting agreements with its counterparties for its foreign currency exchange contracts, which permit the parties to settle amounts on a net basis under certain conditions. The Company has elected to present its derivative assets and liabilities on a gross basis on its Consolidated Balance Sheets.

The Company also enters into collateral security arrangements with its counterparties that require the parties to post cash collateral when certain contractual thresholds are met. No cash collateral was received or posted by the Company as of December 31, 2023.

The potential offsetting effect to the Company’s derivative assets and liabilities under its master netting agreements and collateral security agreements were as follows:

As of December 31, 2023
Gross Amount Not Offset in the Consolidated Balance Sheets
Gross Amount Recognized in the Consolidated Balance SheetsGross Amount Offset in the Consolidated Balance SheetsNet Amount Presented in the Consolidated Balance SheetsFinancial InstrumentsCollateral Received and PostedNet Amount
(in thousands)
Derivative assets$30,934$—$30,934$(27,246)$—$3,688
Derivative liabilities186,664—186,664(27,246)—159,418

Effect of Derivative Instruments on Consolidated Financial Statements

The pre-tax gains (losses) on the Company’s cash flow hedges recognized in AOCI were as follows:

Year Ended December 31,
202320222021
(in thousands)
Cash flow hedges:
Foreign exchange contracts (1)
Amount included in the assessment of effectiveness$(155,730)$—$—
Total$(155,730)$—$—

(1) No amounts were excluded from the assessment of effectiveness.

No gains or losses on derivative instruments were reclassified from AOCI into the Consolidated Statements of Operations in the year ended December 31, 2023.

8. Commitments and Contingencies

Content

At December 31, 2023, the Company had $21.7 billion of obligations comprised of $4.5 billion included in "Current content liabilities" and $2.6 billion of "Non-current content liabilities" on the Consolidated Balance Sheets and $14.6 billion of obligations that are not reflected on the Consolidated Balance Sheets as they did not yet meet the criteria for recognition.

At December 31, 2022, the Company had $21.8 billion of obligations comprised of $4.5 billion included in "Current content liabilities" and $3.1 billion of "Non-current content liabilities" on the Consolidated Balance Sheets and $14.2 billion of obligations that are not reflected on the Consolidated Balance Sheets as they did not yet meet the criteria for recognition.

The expected timing of payments for these content obligations is as follows:

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As of December 31,
20232022
(in thousands)
Less than one year$10,328,923$10,038,483
Due after one year and through 3 years8,784,3029,425,551
Due after 3 years and through 5 years2,016,3582,124,307
Due after 5 years583,766243,606
Total content obligations$21,713,349$21,831,947

Content obligations include amounts related to the acquisition, licensing and production of content. Obligations that are in non-U.S. dollar currencies are translated to the U.S. dollar at period end rates. An obligation for the production of content includes non-cancelable commitments under creative talent and employment agreements as well as other production related commitments. An obligation for the acquisition and licensing of content is incurred at the time the Company enters into an agreement to obtain future titles. Once a title becomes available, a content liability is recorded on the Consolidated Balance Sheets. Certain agreements include the obligation to license rights for unknown future titles, the ultimate quantity and/or fees for which are not yet determinable as of the reporting date. Traditional film output deals, or certain TV series license agreements where the number of seasons to be aired is unknown, are examples of such license agreements. The Company does not include any estimated obligation for these future titles beyond the known minimum amount. However, the unknown obligations are expected to be significant.

Legal Proceedings

From time to time, in the normal course of its operations, the Company is subject to litigation matters and claims, including claims relating to employee relations, business practices and patent infringement. Litigation can be expensive and disruptive to normal business operations. Moreover, the results of complex legal proceedings are difficult to predict and the Company's view of these matters may change in the future as the litigation and events related thereto unfold. The Company expenses legal fees as incurred. The Company records a provision for contingent losses when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. An unfavorable outcome to any legal matter, if material, could have an adverse effect on the Company's operations or its financial position, liquidity or results of operations.

The Company is involved in litigation matters not listed herein but does not consider the matters to be material either individually or in the aggregate at this time. The Company's view of the matters not listed may change in the future as the litigation and events related thereto unfold.

Non-Income Taxes

The Company is routinely under audit by various tax authorities with regard to non-income tax matters. The subject matter of non-income tax audits primarily arises from disputes on the tax treatment and tax rate applied to our revenue in certain jurisdictions. We accrue non-income taxes that may result from examinations by, or any negotiated agreements with, these tax authorities when a loss is probable and reasonably estimable.

Similar to other U.S. companies doing business in Brazil, the Company is involved in a number of matters with Brazilian tax authorities regarding non-income tax assessments. Although the Company believes it has meritorious defenses to these matters, there is inherent complexity and uncertainty with respect to these matters, and the final outcome may be materially different from our expectations. The current potential exposure with respect to the various issues with Brazilian tax authorities regarding non-income tax assessments is estimated to be approximately $300 million, which is expected to increase over time.

Guarantees—Indemnification Obligations

In the ordinary course of business, the Company has entered into contractual arrangements under which it has agreed to provide indemnification of varying scope and terms to business partners and other parties with respect to certain matters, including, but not limited to, losses arising out of the Company’s breach of such agreements and out of intellectual property infringement claims made by third parties. In these circumstances, payment may be conditional on the other party making a claim pursuant to the procedures specified in the particular contract.

The Company’s obligations under these agreements may be limited in terms of time or amount, and in some instances, the Company may have recourse against third parties for certain payments. In addition, the Company has entered into indemnification agreements with its directors and certain of its officers that will require it, among other things, to indemnify

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them against certain liabilities that may arise by reason of their status or service as directors or officers. The terms of such obligations vary.

It is not possible to make a reasonable estimate of the maximum potential amount of future payments under these or similar agreements due to the conditional nature of the Company’s obligations and the unique facts and circumstances involved in each particular agreement. No amount has been accrued in the accompanying consolidated financial statements with respect to these indemnification guarantees.

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**9.**Stockholders’ Equity

Voting Rights

The holders of each share of common stock shall be entitled to one vote per share on all matters to be voted upon by the Company’s stockholders.

Stock Option Plan

In June 2020, the Company's stockholders approved the 2020 Stock Plan, which was adopted by the Company's Board of Directors in March 2020 subject to stockholder approval. The 2020 Stock Plan provides for the grant of incentive stock options to employees and for the grant of non-statutory stock options, stock appreciation rights, restricted stock and restricted stock units to employees, directors and consultants.

A summary of the activities related to the Company’s stock option plans is as follows:

Shares Available for GrantOptions Outstanding
Number of SharesWeighted- Average Exercise Price (per share)Weighted- Average Remaining Contractual Term (in years)Aggregate Intrinsic Value (in thousands)
Balances as of December 31, 202021,702,08518,676,810$170.23
Granted(1,556,725)1,556,725554.11
Exercised—(2,632,324)65.97
Expired—(5,360)34.63
Balances as of December 31, 202120,145,36017,595,851$219.83
Granted(3,691,257)3,691,257267.94
Exercised—(1,383,669)27.19
Expired—(6,578)11.10
Balances as of December 31, 202216,454,10319,896,861$242.22
Granted(1,729,218)1,729,218372.49
Exercised—(1,926,598)87.30
Expired—(4,372)36.39
Balances as of December 31, 202314,724,88519,695,109$268.865.35$4,429,404
Vested and expected to vest as of December 31, 202319,695,109$268.865.35$4,429,404
Exercisable as of December 31, 202319,447,739$267.375.30$4,404,586

The aggregate intrinsic value in the table above represents the total pretax intrinsic value (the difference between the Company’s closing stock price on the last trading day of 2023 and the exercise price, multiplied by the number of in-the-money options) that would have been received by the option holders had all option holders exercised their options on the last trading day of 2023. This amount changes based on the fair market value of the Company’s common stock.

A summary of the amounts related to option exercises, is as follows:

Year Ended December 31,
202320222021
(in thousands)
Total intrinsic value of options exercised$610,594$345,839$1,362,599
Cash received from options exercised169,99035,746174,414

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Stock-Based Compensation

Stock options are generally vested in full upon grant date and exercisable for the full ten year contractual term regardless of employment status. Stock options granted to certain named executive officers vest on the one-year anniversary of the grant date, subject to the employee’s continuous employment or service with the Company through the vesting date. The following table summarizes the assumptions used to value option grants using the lattice-binomial model and the valuation data:

Year Ended December 31,
202320222021
Dividend yield—%—%—%
Expected volatility40% - 46%38% - 52%34% - 41%
Risk-free interest rate3.57% - 4.56%1.71% - 3.79%1.08% - 1.62%
Suboptimal exercise factor4.22 - 4.304.71 - 4.823.81 - 3.98
Valuation data:
Weighted-average fair value (per share)$211.27$155.88$259.01
Total stock-based compensation expense (in thousands)339,368575,452403,220
Total income tax impact on provision (in thousands)61,588127,28989,642

The Company considers several factors in determining the suboptimal exercise factor, including the historical and estimated option exercise behavior.

The Company calculates expected volatility based solely on implied volatility. The Company believes that implied volatility of publicly traded options in its common stock is more reflective of market conditions, and given consistently high trade volumes of the options, can reasonably be expected to be a better indicator of expected volatility than historical volatility of its common stock.

In valuing shares issued under the Company’s employee stock option plans, the Company bases the risk-free interest rate on U.S. Treasury zero-coupon issues with terms similar to the contractual term of the options. The Company does not anticipate paying any cash dividends in the foreseeable future and therefore uses an expected dividend yield of zero in the option valuation model. The Company does not use a post-vesting termination rate as options are generally fully vested upon grant date.

The total fair value of stock options that vested during the year ended December 31, 2023 was $311 million. The Company did not grant any stock options subject to vesting conditions in the years ended December 31, 2022 and 2021. As of December 31, 2023, $26 million of total unrecognized compensation cost related to nonvested stock options is expected to be recognized over a weighted-average period of 0.45 years.

Stock Repurchases

In March 2021, the Company’s Board of Directors authorized the repurchase of up to $5 billion of its common stock, with no expiration date, and in September 2023, the Board of Directors increased the share repurchase authorization by an additional $10 billion, also with no expiration date. Stock repurchases may be effected through open market repurchases in compliance with Rule 10b-18 under the Exchange Act, including through the use of trading plans intended to qualify under Rule 10b5-1 under the Exchange Act, privately-negotiated transactions, accelerated stock repurchase plans, block purchases, or other similar purchase techniques and in such amounts as management deems appropriate. The Company is not obligated to repurchase any specific number of shares, and the timing and actual number of shares repurchased will depend on a variety of factors, including the Company’s stock price, general economic, business and market conditions, and alternative investment opportunities. The Company may discontinue any repurchases of its common stock at any time without prior notice. During the year ended December 31, 2023, the Company repurchased 14,513,790 shares for an aggregate amount of $6,045 million. As of December 31, 2023, $8.4 billion remains available for repurchases. Shares repurchased by the Company are accounted for when the transaction is settled. Direct costs incurred to acquire the shares are included in the total cost of the shares.

Accumulated Other Comprehensive Income (Loss)

The following table summarizes the changes in accumulated balances of other comprehensive income (loss), net of tax:

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Foreign Currency Translation AdjustmentsChange in Unrealized Gains (Losses) on Cash Flow HedgesTotal
(in thousands)
Balances as of December 31, 2020$44,398$—$44,398
Other comprehensive income (loss) before reclassifications(84,893)—(84,893)
Balances as of December 31, 2021(40,495)—(40,495)
Other comprehensive income (loss) before reclassifications(176,811)—(176,811)
Balances as of December 31, 2022(217,306)—(217,306)
Other comprehensive income (loss) before reclassifications113,384(120,023)(6,639)
Balances as of December 31, 2023$(103,922)$(120,023)$(223,945)

10. Income Taxes

Income before provision for income taxes was as follows:

Year Ended December 31,
202320222021
(in thousands)
United States$5,602,762$4,623,218$5,349,749
Foreign602,643640,711490,354
Income before income taxes$6,205,405$5,263,929$5,840,103

The components of provision for income taxes for all periods presented were as follows:

Year Ended December 31,
202320222021
(in thousands)
Current tax provision:
Federal$854,170$109,910$57,526
State181,684119,795109,641
Foreign304,539676,827357,189
Total current1,340,393906,532524,356
Deferred tax provision:
Federal(412,760)(52,434)188,937
State(55,475)(30,691)(2,700)
Foreign(74,743)(51,402)13,282
Total deferred(542,978)(134,527)199,519
Provision for income taxes$797,415$772,005$723,875

A reconciliation of the provision for income taxes to the amount computed by applying the 21% statutory Federal income tax rate to income before income taxes is as follows:

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Year Ended December 31,
202320222021
(in thousands)
Expected tax expense at U.S. Federal statutory tax rate$1,303,123$1,105,428$1,226,422
State income taxes, net of Federal income tax effect104,71792,084111,400
Foreign earnings at other than U.S. rates(32,292)104,665(86,489)
Research and development tax credit(87,036)(146,615)(82,909)
Excess tax benefits on stock-based compensation(119,043)(75,211)(290,899)
Foreign-derived intangible income deduction(426,597)(361,013)(192,238)
Nontaxable and nondeductible items41,78244,04637,144
Other12,7618,6211,444
Provision for income taxes$797,415$772,005$723,875
Effective Tax Rate13%15%12%

The components of deferred tax assets and liabilities were as follows:

As of December 31,
20232022
(in thousands)
Deferred tax assets:
Stock-based compensation$486,876$443,456
Tax credits and net operating loss carryforwards544,431409,411
Capitalized research expenses593,439323,998
Accruals and reserves137,251119,732
Operating lease liabilities516,574551,418
Unrealized losses62,213—
Other11,6152,234
Total deferred tax assets2,352,3991,850,249
Valuation allowance(442,293)(343,342)
Net deferred tax assets1,910,1061,506,907
Deferred tax liabilities:
Depreciation & amortization(357,477)(456,717)
Operating right-of-use lease assets(435,216)(473,928)
Unrealized gains—(47,283)
Acquired intangibles(233,433)(267,438)
Other(9,430)—
Total deferred tax liabilities(1,035,556)(1,245,366)
Net deferred tax assets$874,550$261,541

The following table shows the deferred tax assets and liabilities within our Consolidated Balance Sheets:

As of December 31,
20232022
(in thousands)
Total deferred tax assets:
Other non-current assets$1,000,760$261,541
Total deferred tax liabilities:
Other non-current liabilities(126,210)—
Net deferred tax assets$874,550$261,541

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As of December 31, 2023, for tax return purposes, the Company had $582 million of California R&D tax credit carryforwards which can be carried forward indefinitely, $838 million of state net operating loss carryforwards which will begin to expire in 2026, $19 million of foreign tax credit carryforwards which will begin to expire in 2033, and $421 million of foreign net operating loss carryforwards which will begin to expire in 2024.

In evaluating its ability to realize the net deferred tax assets, the Company considered all available positive and negative evidence, including its past operating results and the forecast of future market growth, forecasted earnings, future taxable income, and prudent and feasible tax planning strategies. As of December 31, 2023, the valuation allowance of $442 million was primarily related to California R&D tax credits, state net operating loss carryforwards, and foreign tax credits that the Company does not expect to realize.

At December 31, 2023, we have not provided for applicable U.S. income and foreign withholding taxes on approximately $52 million of our foreign undistributed earnings because such earnings are intended to be indefinitely reinvested. At December 31, 2023, we provided taxes and recorded a deferred tax liability on our undistributed foreign earnings for which we are not indefinitely reinvested.

The unrecognized tax benefits that are not expected to result in payment or receipt of cash within one year are classified as “Other non-current liabilities” and a reduction of deferred tax assets which is classified as "Other non-current assets" in the Consolidated Balance Sheets. As of December 31, 2023 and 2022, the total amount of gross unrecognized tax benefits was $327 million and $227 million, respectively, of which $188 million and $155 million, respectively, if recognized, would favorably impact the Company’s effective tax rate. The aggregate changes in the Company’s total gross amount of unrecognized tax benefits are summarized as follows:

As of December 31,
202320222021
(in thousands)
Balance at the beginning of the year$226,977$202,557$140,124
Increases related to tax positions taken during the current period65,63026,86535,317
Increases related to tax positions taken during prior periods76,794—27,116
Decreases related to tax positions taken during prior periods(10,117)(2,445)—
Decreases related to settlements with taxing authorities(32,179)——
Decreases related to expiration of statute of limitations———
Balance at the end of the year$327,105$226,977$202,557

The Company includes interest and penalties related to unrecognized tax benefits within the provision for income taxes and in “Other non-current liabilities” in the Consolidated Balance Sheets. During the years ended December 31, 2023, 2022 and 2021, the Company recorded $25 million, $2 million, and less than $1 million, respectively, of interest and penalties in the provision for income taxes. The amount of interest and penalties accrued at December 31, 2023 and 2022 was $28 million and $3 million, respectively.

The Company files U.S. Federal, state and foreign tax returns. The Company is currently under examination by the IRS for years 2016 through 2018 and is subject to examination for 2019 through 2022. The foreign and state tax returns for years 2016 through 2022 are subject to examination by various state and foreign jurisdictions. While the Company is in various stages of inquiry and examination with certain taxing authorities and we believe that our tax positions will more likely than not be sustained, it is nonetheless possible that future obligations related to these matters could arise. We believe that adequate amounts have been reserved for any adjustments that may ultimately result from an examination.

Given the potential outcome of current examinations, it is reasonably possible that the balance of unrecognized tax benefits could significantly change within the next twelve months. However, an estimate of the range of reasonably possible adjustments cannot be made at this time.

11. Employee Benefit Plan

The Company maintains a 401(k) savings plan covering substantially all of its employees. Eligible employees may contribute up to 80% of their annual salary through payroll deductions, but not more than the statutory limits set by the Internal Revenue Service. The Company matches employee contributions at the discretion of the Board. During the years ended December 31, 2023, 2022 and 2021, the Company’s matching contributions totaled $114 million, $102 million and $85 million, respectively.

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Multiemployer Benefit Plans

The Company contributes to various multiemployer defined pension plans under the terms of collective bargaining agreements that cover our union-represented employees. The risks of participating in multiemployer pension plans are different from single-employer plans such that (i) contributions made by the Company to the multiemployer pension plans may be used to provide benefits to employees of other participating employers; (ii) if the Company chooses to stop participating in the multiemployer pension plans, it may be required to pay those plans an amount based on the underfunded status of the plan; and (iii) if a company stops contributing to the multiemployer pension plan, the unfunded obligations of the plan may become the obligation of the remaining participating employers. The Company also contributes to various other multiemployer benefit plans that provide health and welfare benefits to both active and retired participants. The Company does not participate in any multiemployer benefit plans that are individually significant to the Company.

The following table summarizes the Company's contributions to multiemployer pension and health plans for the years ended December 31, 2023, 2022 and 2021, respectively:

Year Ended December 31,
202320222021
(in thousands)
Pension benefits$57,285$127,885$111,133
Health benefits85,15796,28583,153
Total contributions$142,442$224,170$194,286

12. Segment and Geographic Information

The Company operates as one operating segment. The Company's chief operating decision maker ("CODM") is its co-chief executive officers, who review financial information presented on a consolidated basis for purposes of making operating decisions, assessing financial performance and allocating resources.

Total U.S. revenues were $13.8 billion, $13.0 billion and $12.1 billion for the years ended December 31, 2023, 2022 and 2021, respectively. See Note 2 Revenue Recognition for additional information about streaming revenue by region.

The Company's long-lived tangible assets, as well as the Company's operating lease right-of-use assets recognized on the Consolidated Balance Sheets were located as follows:

As of December 31,
20232022
(in thousands)
United States$2,724,710$2,745,071
International843,633880,308

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EXHIBIT INDEX

Exhibit NumberExhibit DescriptionIncorporated by ReferenceFiled Herewith
FormFile No.ExhibitFiling Date
3.1Restated Certificate of Incorporation8-K001-357273.1June 8, 2022
3.2Amended and Restated Bylaws8-K001-357273.2February 24, 2023
4.1Form of Common Stock CertificateS-1/A333-838784.1April 16, 2002
4.2Indenture, dated as of February 19, 2014, by and between the Company and Wells Fargo Bank, National Association, as Trustee.8-K001-357274.1February 19, 2014
4.3Indenture, dated as of February 5, 2015, by and between the Company and Wells Fargo Bank, National Association, as Trustee.8-K001-357274.1February 5, 2015
4.4Indenture, dated as of February 5, 2015, by and between the Company and Wells Fargo Bank, National Association, as Trustee.8-K001-357274.2February 5, 2015
4.5Indenture, dated as of October 27, 2016, by and between the Company and Wells Fargo Bank, National Association, as Trustee.8-K001-357274.1October 27, 2016
4.6First Supplemental Indenture, dated as of September 24, 2014, by and between the Company and Wells Fargo Bank, National Association, as Trustee.10-Q001-357274.7April 20, 2017
4.7Indenture, dated as of May 2, 2017, by and between the Company and Wells Fargo Bank, National Association, as Trustee.8-K001-357274.1May 3, 2017
4.8Indenture, dated as of October 26, 2017, by and between the Company and Wells Fargo Bank National Association, as Trustee8-K001-357274.1October 26, 2017
4.9Indenture, dated as of April 26, 2018, by and between the Company and Wells Fargo Bank National Association, as Trustee8-K001-357274.1April 26, 2018
4.10Indenture, dated as of October 26, 2018, by and between the Company and Wells Fargo Bank National Association, as Trustee (6.375% Senior Notes due 2029)8-K001-357274.1October 26, 2018
4.11Indenture, dated as of October 26, 2018, by and between the Company and Wells Fargo Bank National Association, as Trustee (4.625% Senior Notes due 2029)8-K001-357274.3October 26, 2018
4.12Indenture, dated as of April 29, 2019, by and between the Company and Wells Fargo Bank National Association, as Trustee (5.375% Senior Notes due 2029)8-K001-357274.1April 29, 2019
4.13Indenture, dated as of April 29, 2019, by and between the Company and Wells Fargo Bank National Association, as Trustee (3.875% Senior Notes due 2029)8-K001-357274.3April 29, 2019
4.14Indenture, dated as of October 25, 2019, by and between the Company and Wells Fargo Bank National Association, as Trustee (4.875% Senior Notes due 2030)8-K001-357274.1October 25, 2019
4.15Indenture, dated as of October 25, 2019, by and between the Company and Wells Fargo Bank National Association, as Trustee (3.625% Senior Notes due 2030)8-K001-357274.3October 25, 2019
4.16Indenture, dated as of April 28, 2020, by and between the Company and Wells Fargo Bank National Association, as Trustee (3.625% Senior Notes due 2025)8-K001-357274.1April 28, 2020

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Exhibit NumberExhibit DescriptionIncorporated by ReferenceFiled Herewith
FormFile No.ExhibitFiling Date
4.17Indenture, dated as of April 28, 2020, by and between the Company and Wells Fargo Bank National Association, as Trustee (3.000% Senior Notes due 2025)8-K001-357274.3April 28, 2020
4.18Description of Registrant's Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 193410-K001-357274.2January 26, 2023
10.1†Form of Indemnification Agreement entered into by the registrant with each of its executive officers and directorsS-1/A333-8387810.1March 20, 2002
10.2†2011 Stock PlanDef 14A000-49802AApril 20, 2011
10.3†2020 Stock PlanDef 14A001-35727AApril 22, 2020
10.4†Description of Director Equity Compensation Plan8-K001-35727Item 5.02January 24, 2018
10.5†Amended and Restated Performance Bonus Plan8-K001-3572710.1December 9, 2022
10.6†Amended and Restated Executive Severance and Retention Incentive Plan8-K001-3572710.1September 10, 2021
10.7Revolving Credit Agreement among the Company, Deutsche bank AG New York Branch, Goldman Sachs Bank USA, JPMorgan Chase Bank, N.A., Morgan Stanley Senior Funding, Inc. and Wells Fargo Bank, N.A. and the administrative agent, dated as of July 27, 201710-Q001-3572710.15October 18, 2017
10.8First Amendment Agreement, dated as of March 29, 2019, among Netflix, Inc., the Lenders party thereto and Morgan Stanley Senior Funding, Inc., as administrative agent.8-K001-3572710.1April 1, 2019
10.9Second Amendment Agreement, dated as of June 17, 2021, among Netflix, Inc., the Lenders party thereto and Morgan Stanley Senior Funding, Inc., as administrative agent.8-K001-3572710.1June 17, 2021
10.10Third Amendment Agreement, dated as of March 6, 2023, among Netflix, Inc., the Lenders party thereto and Morgan Stanley Senior Funding, Inc., as administrative agent.10-Q001-3572710.2April 21, 2023
10.11†Form of Stock Option Agreement under the 2011 Stock Plan10-K001-3572710.11January 27, 2022
10.12†Form of Stock Option Agreement under the 2020 Stock Plan10-K001-3572710.11January 26, 2023
10.13†Netflix, Inc. 2020 Stock Plan Form of Restricted Stock Unit Award Agreement8-K001-3572710.1December 8, 2023
10.14†Netflix, Inc. 2020 Stock Plan Form of Performance-Based Restricted Stock Unit Award Agreement8-K001-3572710.2December 8, 2023
10.15†Netflix, Inc. Executive Officer Severance Plan8-K001-3572710.3December 8, 2023
10.16†Executive Severance and Retention Incentive Plan as Amended and Restated effective January 1, 20248-K001-3572710400December 8, 2023
21.1List of Significant SubsidiariesX
23.1Consent of Ernst & Young LLPX
24Power of Attorney (see signature page)
31.1Certification of Co-Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002X

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Exhibit NumberExhibit DescriptionIncorporated by ReferenceFiled Herewith
FormFile No.ExhibitFiling Date
31.2Certification of Co-Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002X
31.3Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002X
32.1*Certifications of Co-Chief Executive Officers and Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002X
97.1Netflix, Inc. Clawback PolicyX
101The following financial statements from the Company's Annual Report on Form 10-K for the year ended December 31, 2023, formatted in Inline XBRL: (i) Consolidated Statements of Operations, (ii) Consolidated Statements of Comprehensive Income, (iii) Consolidated Statements of Cash Flows, (iv) Consolidated Balance Sheets, (v) Consolidated Statements of Stockholders' Equity and (vi) Notes to Consolidated Financial Statements, tagged as blocks of text and including detailed tagsX
104The cover page from the Company's Annual Report on Form 10-K for the year ended December 31, 2023, formatted in Inline XBRLX
  • These certifications are not deemed filed by the SEC and are not to be incorporated by reference in any filing we make under the Securities Act of 1933 or the Securities Exchange Act of 1934, irrespective of any general incorporation language in any filings.

† Indicates a management contract or compensatory plan

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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Netflix, Inc.
Dated:January 26, 2024By:/S/ TED SARANDOS
Ted Sarandos Co-Chief Executive Officer (principal executive officer)
Dated:January 26, 2024By:/S/ GREG PETERS
Greg Peters Co-Chief Executive Officer (principal executive officer)

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POWER OF ATTORNEY

KNOWN ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Ted Sarandos, Greg Peters, and Spencer Neumann, and each of them, as his true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for him and in his name, place, and stead, in any and all capacities, to sign any and all amendments to this Report, and to file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection therewith, as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming that all said attorneys-in-fact and agents, or any of them or their or his substitute or substituted, may lawfully do or cause to be done by virtue thereof.

Pursuant to the requirements of the Securities and Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

SignatureTitleDate
/S/ TED SARANDOSCo-Chief Executive Officer and Director (principal executive officer)January 26, 2024
Ted Sarandos
/S/ GREG PETERSCo-Chief Executive Officer and Director (principal executive officer)January 26, 2024
Greg Peters
/S/ SPENCER NEUMANNChief Financial Officer (principal financial officer)January 26, 2024
Spencer Neumann
/S/ JEFFREY KARBOWSKIChief Accounting Officer (principal accounting officer)January 26, 2024
Jeffrey Karbowski
/S/ REED HASTINGSExecutive Chairman and DirectorJanuary 26, 2024
Reed Hastings
/S/ RICHARD BARTONDirectorJanuary 26, 2024
Richard Barton
/S/ MATHIAS DÖPFNERDirectorJanuary 26, 2024
Mathias Döpfner
/S/ TIMOTHY M. HALEYDirectorJanuary 26, 2024
Timothy M. Haley
/S/ JAY C. HOAGDirectorJanuary 26, 2024
Jay C. Hoag
/S/ LESLIE J. KILGOREDirectorJanuary 26, 2024
Leslie J. Kilgore
/S/ STRIVE MASIYIWADirectorJanuary 26, 2024
Strive Masiyiwa
/S/ ANN MATHERDirectorJanuary 26, 2024
Ann Mather

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/S/ SUSAN RICEDirectorJanuary 26, 2024
Susan Rice
/S/ BRAD SMITHDirectorJanuary 26, 2024
Brad Smith
/S/ ANNE SWEENEYDirectorJanuary 26, 2024
Anne Sweeney

Previous: Item 15. Exhibits, Financial Statement Schedules