UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
Current Report
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Item 5.03 | Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. |
On and effective as of September 2, 2020, the Board of Directors of Netflix, Inc. (the “Company”) amended and restated the Company’s Bylaws (the “Amended Bylaws”) to, among other things, make changes throughout the Bylaws describing the rights, powers, duties and responsibilities of the Co-Chief Executive Officers, President and Chief Operating Officer; facilitate virtual stockholder meetings along with electronic signatures and notices; incorporate additional requirements, or make clarifications, to the advance notice and other procedural requirements related to stockholder nominations for election of directors or proposals of business at the Company’s stockholder meetings; eliminate that there is no stockholder action by written consent since this is already provided for in the Company’s Restated Certificate of Incorporation; make certain other changes in line with current market practices; eliminate certain provisions that are no longer applicable to the Company; and make other ministerial, clarifying, and conforming changes.
The foregoing summary of the Amended Bylaws is qualified in its entirety by reference to, and should be read in conjunction with, the complete text of the Amended Bylaws, which is attached to this Current Report on Form 8-K as Exhibit 3.1. In addition, a marked copy of the Amended Bylaws showing all changes made to the Company’s prior bylaws is attached to this Current Report on Form 8-K as Exhibit 3.2.
Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
3.1 | Amended and Restated Bylaws | |
3.2 | Marked Amended and Restated Bylaws | |
104 | Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
NETFLIX, INC. | ||
/s/ David Hyman | ||
By: | David Hyman | |
Title: | General Counsel |
Date: September 4, 2020