SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
HOAG JAY C

(Last) (First) (Middle)
C/O TECHNOLOGY CROSSOVER VENTURES
528 RAMONA STREET

(Street)
PALO ALTO CA 94301

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
NETFLIX INC [ NFLX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
07/28/2011
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 07/28/2011 M 490 A $101.99 490 D(1)
Common Stock 07/28/2011 M 466 A $107.29 956 D(1)
Common Stock 07/28/2011 M 456 A $109.66 1,412 D(1)
Common Stock 07/28/2011 M 491 A $101.88 1,903 D(1)
Common Stock 07/28/2011 M 371 A $134.91 2,274 D(1)
Common Stock 07/28/2011 M 323 A $154.66 2,597 D(1)
Common Stock 07/28/2011 M 299 A $167.67 2,896 D(1)
Common Stock 07/28/2011 M 250 A $200.14 3,146 D(1)
Common Stock 07/28/2011 M 280 A $178.41 3,426 D(1)
Common Stock 07/28/2011 M 235 A $212.9 3,661 D(1)
Common Stock 07/28/2011 M 244 A $204.63 3,905 D(1)
Common Stock 07/28/2011 M 207 A $242.09 4,112 D(1)
Common Stock 07/28/2011 M 211 A $237.19 4,323 D(1)
Common Stock 07/28/2011 M 187 A $267.26 4,510 D(1)
Common Stock 07/28/2011 S 4,510 D $267.8118(2) 0 D(1)
Common Stock 63,854 I The Hoag Family Trust U/A/ DTD 08/02/1994(3)
Common Stock 12,396 I Hamilton Investments Limited Partnership(4)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Non-Qualified Stock Option (right to buy) $101.99 07/28/2011 M 490 05/03/2010 05/03/2020 Common Stock 490 (5) 0 D(6)
Non-Qualified Stock Option (right to buy) $107.29 07/28/2011 M 466 06/02/2010 06/02/2020 Common Stock 466 (5) 0 D(6)
Non-Qualified Stock Option (right to buy) $109.66 07/28/2011 M 456 07/01/2010 07/01/2020 Common Stock 456 (5) 0 D(6)
Non-Qualified Stock Option (right to buy) $101.88 07/28/2011 M 491 08/02/2010 08/02/2020 Common Stock 491 (5) 0 D(6)
Non-Qualified Stock Option (right to buy) $134.91 07/28/2011 M 371 09/01/2010 09/01/2020 Common Stock 371 (5) 0 D(6)
Non-Qualified Stock Option (right to buy) $154.66 07/28/2011 M 323 10/01/2010 10/01/2020 Common Stock 323 (5) 0 D(6)
Non-Qualified Stock Option (right to buy) $167.67 07/28/2011 M 299 11/01/2010 11/01/2020 Common Stock 299 (5) 0 D(6)
Non-Qualified Stock Option (right to buy) $200.14 07/28/2011 M 250 12/01/2010 12/01/2020 Common Stock 250 (5) 0 D(6)
Non-Qualified Stock Option (right to buy) $178.41 07/28/2011 M 280 01/03/2011 01/03/2021 Common Stock 280 (5) 0 D(6)
Non-Qualified Stock Option (right to buy) $212.9 07/28/2011 M 235 02/01/2011 02/01/2021 Common Stock 235 (5) 0 D(6)
Non-Qualified Stock Option (right to buy) $204.63 07/28/2011 M 244 03/01/2011 03/01/2021 Common Stock 244 (5) 0 D(6)
Non-Qualified Stock Option (right to buy) $242.09 07/28/2011 M 207 04/01/2011 04/01/2021 Common Stock 207 (5) 0 D(6)
Non-Qualified Stock Option (right to buy) $237.19 07/28/2011 M 211 05/01/2011 05/01/2021 Common Stock 211 (5) 0 D(6)
Non-Qualified Stock Option (right to buy) $267.26 07/28/2011 M 187 06/01/2011 06/01/2021 Common Stock 187 (5) 0 D(6)
Explanation of Responses:
1. Jay C. Hoag ("Hoag") has the sole voting and dispositive power over these shares; however, TCMI, Inc. has a right to 100% of the pecuniary interest in such shares. Hoag is a stockholder and director of TCMI, Inc. Hoag disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein. This does not include shares held by The Hoag Family Trust U/A DTD 08/02/1994 and Hamilton Investments Limited Partnership, which are separately reported on this Form 4.
2. This transaction was executed in multiple trades at prices ranging from $267.81 to $267.82. The price reported reflects the weighted average sale price. The reporting person hereby undertakes to provide, upon written request to the SEC staff, the issuer, or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
3. These shares are held by The Hoag Family Trust U/A DTD 08/02/1994. Hoag is a trustee of The Hoag Family Trust U/A DTD 08/02/1994. Hoag disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
4. These shares are held by Hamilton Investments Limited Partnership. Hoag is the sole general partner and a limited partner of Hamilton Investments Limited Partnership. Hoag disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
5. Not applicable.
6. Hoag has the sole voting and dispositive power over the options he holds directly; however, TCMI, Inc. has a right to 100% of the pecuniary interest in such options. Hoag is a stockholder and director of TCMI, Inc. Hoag disclaims beneficial ownership of such options and the shares he receives upon exercise of such options except to the extent of his pecuniary interest therein.
Remarks:
Frederic D. Fenton, Authorized signatory for Jay C. Hoag 08/01/2011
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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