NETFLIX INC, DEF 14A filed on 4/21/2023
Proxy Statement (definitive)
v3.23.1
Cover
12 Months Ended
Dec. 31, 2022
Document Information [Line Items]  
Document Type DEF 14A
Amendment Flag false
Entity Information [Line Items]  
Entity Registrant Name NETFLIX INC
Entity Central Index Key 0001065280
v3.23.1
Pay vs Performance Disclosure - USD ($)
12 Months Ended
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Pay vs Performance Disclosure [Table]      
Pay vs Performance [Table Text Block]
Pay-Versus-Performance
Table
The following table sets forth information concerning
pay-versus-performance
for 2022, 2021, and 2020. For all periods, Reed Hastings and Ted Sarandos served as
co-Chief
Executive Officers, and the other Named Executive Officers were Spencer Neumann, Chief Financial Officer; Greg Peters, Chief Operating Officer and Chief Product Officer; David Hyman, Chief Legal Officer; and Rachel Whetstone, Chief Communications Officer.
As discussed in the Compensation Discussion and Analysis section above, compensation for a given year is determined at the end of the prior year. The dollar amounts in the total column of the Summary Compensation Table and the
Pay-Versus-Performance
Table reflect the grant date fair values with respect to stock options granted during the respective fiscal year, computed in accordance with generally accepted accounting principles in the U.S. Those amounts may vary significantly year over year due to factors such as stock price volatility, as was the case for the years presented here, particularly for 2022 versus 2021. For example, almost the entire change in Mr. Hastings’ reported compensation between 2022 and 2021 is due to the valuation of the stock options granted. From the Compensation Committee’s standpoint, Mr. Hastings’ stock option allocation remained flat at $34 million for 2021 and 2022, and the amount awarded to him was determined based on a predetermined formula using the stock price on each monthly grant. The accounting value of Mr. Hastings’ stock option allocation increased from 2021 to 2022 due largely to the market-wide increase in trading volatility experienced in 2022 and the resulting impact of that stock price volatility on the grant date fair value.
The Company did not use financial performance measures in setting executive compensation during the periods presented.
 
Year
 
Summary
Compensation
Table Total
for Reed
Hastings
($)
 
Summary
Compensation
Table Total
for Ted
Sarandos
($)
 
Compensation
Actually Paid
to Reed
Hastings
($)
(1)
 
Compensation
Actually Paid
to Ted
Sarandos
($)
(1)
 
Average
Summary
Compensation
Table Total
for
Non-PEO

NEOs
($)
(2)
 
Average
Compensation
Actually Paid
to
Non-PEO

NEOs
($)
(1)(2)
 
Value of Initial Fixed
$100 Investment Based
On:
 
Net Income
($ Thousands)
 
Total
Shareholder
Return ($)
 
Peer Group
Total
Shareholder
Return ($)
(3)
                   
2022
      51,073,237         50,299,296         51,073,237         50,299,296         16,336,478         16,336,478         91.13         81.50         4,491,924  
                   
2021
      40,823,725         38,232,164         40,823,725         38,232,164         12,097,270         12,097,270         186.19         134.41         5,116,228  
                   
2020
      43,226,024         39,318,251         43,226,024         39,318,251         12,392,648         12,392,648         167.11         137.32         2,761,395  
 
(1)
 
As discussed in our Compensation Discussion and Analysis, the stock options granted in 2022, 2021, and 2020 vested immediately upon grant. As such, there was no difference between the grant date fair value of the stock option awards set forth in the Summary Compensation Table and the fair value of the stock option awards on the vesting date.
 
(2)
 
The
non-PEO
Named Executive Officers for each of 2022, 2021 and 2020 were Messrs. Neumann, Peters and Hyman, and Ms. Whetstone.
 
(3)
 
Represents the cumulative TSR of the RDG Internet Composite Index for each year.
   
Named Executive Officers, Footnote [Text Block] The
non-PEO
Named Executive Officers for each of 2022, 2021 and 2020 were Messrs. Neumann, Peters and Hyman, and Ms. Whetstone.
   
Peer Group Issuers, Footnote [Text Block] Represents the cumulative TSR of the RDG Internet Composite Index for each year.    
Non-PEO NEO Average Total Compensation Amount $ 16,336,478 $ 12,097,270 $ 12,392,648
Non-PEO NEO Average Compensation Actually Paid Amount $ 16,336,478 12,097,270 12,392,648
Compensation Actually Paid vs. Total Shareholder Return [Text Block] LOGO    
Compensation Actually Paid vs. Net Income [Text Block] LOGO    
Total Shareholder Return Vs Peer Group [Text Block] LOGO    
Total Shareholder Return Amount $ 91.13 186.19 167.11
Peer Group Total Shareholder Return Amount 81.5 134.41 137.32
Net Income (Loss) 4,491,924,000 5,116,228,000 2,761,395,000
Reed Hastings [Member]      
Pay vs Performance Disclosure [Table]      
PEO Total Compensation Amount 51,073,237 40,823,725 43,226,024
PEO Actually Paid Compensation Amount $ 51,073,237 40,823,725 43,226,024
PEO Name Reed Hastings    
Ted Sarandos [Member]      
Pay vs Performance Disclosure [Table]      
PEO Total Compensation Amount $ 50,299,296 38,232,164 39,318,251
PEO Actually Paid Compensation Amount $ 50,299,296 $ 38,232,164 $ 39,318,251
PEO Name Ted Sarandos