Every 8-K that NetFlix Inc (NFLX) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow NFLX and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full NFLX filings page.
Netflix, Inc. reports a change in its board of directors. On July 26, 2026, director Anne Sweeney resigned from the Board of Directors, effective as of that date. The company states that Ms. Sweeney’s resignation is not due to any disagreement with Netflix.
The report is signed on behalf of Netflix by David Hyman, Chief Legal Officer and Secretary, dated July 30, 2026.
Netflix, Inc. completed a registered public offering of $1 billion in principal amount of 5.250% senior unsecured notes due 2036. The notes were issued under an indenture with Computershare Trust Company, National Association, as trustee, and sold pursuant to an Underwriting Agreement with BNP Paribas Securities Corp., Morgan Stanley & Co. LLC, RBC Capital Markets, LLC and Wells Fargo Securities, LLC, as representatives of the several underwriters.
Netflix intends to use the net proceeds to repay at maturity its outstanding 4.375% Senior Notes due 2026 and for general corporate purposes. The notes were issued under an automatic shelf registration statement on Form S-3ASR, with the underwriting agreement, base indenture, second supplemental indenture, form of notes and related legal opinion filed as exhibits.
Netflix reported strong Q2 2026 results with revenue of $12.6B, up 13% year over year, driven by membership growth, pricing and higher ad revenue. Operating income was $4.2B with a 33.4% margin, slightly below 34.1% a year earlier, while net income reached $3.4B and diluted EPS was $0.80, both up 11%.
Free cash flow was $1.5B versus $2.3B in Q2 2025, affected by higher cash taxes including a Warner Bros. termination fee, but full‑year FCF is still expected to be about $12.5B. For Q3, Netflix forecasts $12.86B in revenue, 12% growth, and a 33.2% operating margin. For 2026, it expects revenue of $51.0–$51.4B (13–14% growth), operating margin of 31.5% versus 29.5% in 2025, and roughly $3B of ad revenue. The company repurchased $4.7B of stock in Q2 and has $27.1B of remaining authorization, ending the quarter with $14.4B of gross debt, $9.1B of cash and non‑GAAP net debt of about $5.2B, while continuing to invest in content, live events and AI‑driven product and advertising capabilities.
Netflix, Inc. reported the results of its 2026 annual meeting of stockholders and a board leadership change. As of the April 6, 2026 record date, 4,210,798,528 shares of common stock were outstanding and entitled to vote, and 3,604,956,686 shares were represented at the meeting, establishing a quorum.
All 12 director nominees, including Greg Peters, Ted Sarandos, and Jay Hoag, were elected to serve until the 2027 annual meeting. Stockholders approved the ratification of Ernst & Young LLP as independent registered public accounting firm for the year ending December 31, 2026, and approved the advisory resolution on named executive officer compensation.
Several non-binding stockholder proposals, including those on written consent rights, an ESG ROI report, politicized brand misalignment, and adopting cumulative voting, did not pass. Separately, the board appointed independent director Jay Hoag as Chairman of the Board, effective at the conclusion of the annual meeting, and determined a separate Lead Independent Director role is no longer needed.
Netflix, Inc. disclosed that its Board of Directors has authorized the repurchase of an additional $25 billion of its common stock. This new authorization has no expiration date and is in addition to the share repurchase program approved in December 2024.
The company had approximately $6.8 billion remaining under the December 2024 authorization as of March 31, 2026. Repurchases may be made in the open market under Rule 10b-18, through Rule 10b5-1 trading plans, privately negotiated deals, accelerated stock repurchase plans, block purchases, or similar techniques, in amounts management deems appropriate.
Netflix, Inc. filed a current report detailing two main updates. First, the company announced that it released its financial results for the quarter ended March 31, 2026, with more detail and non-GAAP reconciliations provided in a Letter to Shareholders attached as Exhibit 99.1.
Second, Netflix disclosed that on April 10, 2026, Chairman and director Reed Hastings informed the company he will not stand for re-election at the 2026 annual meeting of stockholders. His current term will continue through the meeting, and the company states his decision is not due to any disagreement with Netflix.
Netflix, Inc. reported that Warner Bros. Discovery (WBD) has terminated their merger agreement in order to pursue a merger with Paramount Skydance Corporation (PSKY), which WBD’s board deemed a “Company Superior Proposal.” Netflix chose not to renegotiate its deal after receiving notice of the competing offer.
Upon termination, PSKY, on behalf of WBD, paid Netflix a $2,800,000,000 termination fee as required under the original merger agreement. As a result of the deal being called off, all related financing commitments for the proposed transaction, including Netflix’s bridge financing, incremental bridge, 2025 revolving credit facility and delayed draw term loan facilities, were automatically terminated. These facilities had been intended to fund the now‑terminated merger and related costs.
Netflix, Inc. filed a report stating that on January 20, 2026 it announced financial results for the quarter ended December 31, 2025. The detailed figures and management discussion are provided in a Letter to Shareholders attached as Exhibit 99.1, which includes non‑GAAP financial measures alongside reconciliations to GAAP in tabular form.
The filing also highlights a proposed transaction between Netflix and Warner Bros. Discovery (WBD). WBD has filed a preliminary proxy statement for a stockholder vote and plans a registration statement for a new subsidiary, Discovery Global, to be spun off before closing the deal. Extensive forward‑looking statements outline risks and conditions, including required stockholder and regulatory approvals, integration challenges, potential litigation, changes in consumer viewing trends, and possible business disruptions during the transaction process.
Netflix and Warner Bros. Discovery (WBD) have amended their merger agreement to make the $27.75 per share consideration for WBD stockholders entirely in cash. The complex structure remains: WBD will first complete an internal spin-off of its Global Linear Networks business into a separate company distributed to WBD stockholders, while New Topco 25, Inc. will hold WBD’s streaming and studios business and then merge with a Netflix subsidiary to become a wholly owned Netflix unit.
The amended terms keep WBD’s board recommendation and closing conditions but adjust the capital structure. Netflix increased its committed bridge financing from $34,000,000,000 to $42,200,000,000 of senior unsecured bridge term loans to fund the all-cash merger and related costs. The deal preserves substantial termination fees, including a $2,800,000,000 company termination fee payable by WBD in certain circumstances and a $5,800,000,000 reverse termination fee payable by Netflix if regulatory approvals tied to antitrust or foreign laws are not obtained.
Netflix, Inc. entered into major new unsecured credit facilities to help finance its proposed merger with Warner Bros. Discovery. The company signed a Senior Unsecured Revolving Credit Agreement for a $5,000,000,000 revolving credit facility that can be used to fund the cash portion of the merger purchase price, pay related fees and expenses, refinance certain indebtedness, and for working capital and general corporate purposes. Separately, Netflix entered into a Senior Unsecured Delayed Draw Term Loan Credit Agreement providing a two-year $10,000,000,000 facility and a three-year $10,000,000,000 facility, also dedicated to merger financing, related costs and optional refinancing.
Both agreements reduce the size of Netflix’s previously disclosed bridge commitment letter on a dollar-for-dollar basis, replacing temporary financing with more permanent structures. The loans are floating-rate, with interest based on either an Alternate Base Rate or Term SOFR plus margins that vary with Netflix’s credit ratings. Each agreement includes customary covenants and events of default and requires Netflix to maintain a minimum consolidated EBITDA to consolidated interest expense ratio of 3.0 to 1.0 each quarter.
Netflix, Inc. has agreed to acquire the streaming and studios businesses of Warner Bros. Discovery (WBD) through a complex cash-and-stock merger. Before the deal closes, WBD will spin off its Global Linear Networks business into a separate company, SpinCo, and distribute SpinCo shares to WBD shareholders.
After this separation, each share of WBD common stock will be converted into the right to receive $23.25 in cash plus Netflix common stock based on an exchange ratio tied to the 15‑day volume‑weighted average price of Netflix shares. The exchange ratio is set at 0.0376 if Netflix’s average stock price is at or above $119.67, 0.0460 if it is at or below $97.91, and otherwise is $4.50 divided by that average price, in each case subject to a net debt adjustment tied to SpinCo’s leverage.
Netflix has secured commitments for up to $59,000,000,000 of senior unsecured bridge term loans to fund the cash portion, related fees and, at its option, certain refinancing. The merger requires WBD stockholder approval, multiple regulatory clearances and completion of the spin‑off. If WBD accepts a superior proposal or certain other events occur, it must pay Netflix a $2,800,000,000 termination fee, while Netflix could owe WBD $5,800,000,000 if the deal fails for specified antitrust or foreign regulatory reasons.
Netflix, Inc. approved and effected a ten-for-one forward stock split of its issued common stock. To implement the split, the company filed a Certificate of Amendment that proportionately increased authorized common shares from 4,990,000,000 to 49,900,000,000, effective at 4:01 p.m. Eastern Time on November 14, 2025.
Trading in Netflix stock is expected to begin on a split-adjusted basis at market open on November 17, 2025. A forward split increases the number of shares each holder owns while proportionally adjusting the share price, leaving each investor’s overall economic interest unchanged.
Netflix, Inc. updated executive compensation arrangements. Effective January 1, 2026 (with each executive’s written consent), the severance plan expands eligibility to include terminations for Good Reason outside a change-in-control period and changes severance to a lump sum equal to 2x the sum of annual base salary and target bonus, plus the Pro Rata Bonus and a cash payment tied to 18 months of COBRA premiums for medical, dental and vision.
The company clarified that post-termination Retirement vesting may continue if award terms allow and criteria are met. It amended outstanding RSU and PSU awards so that, upon Retirement more than 12 months after grant and meeting criteria, awards continue on their regular schedule. The definition of a Qualifying Termination now includes Good Reason at any time; outside a change-in-control period, RSUs vest for the next 12 months plus pro‑rata, and PSUs vest based on actual performance for 12 months plus pro‑rata. Time-based vesting now requires continued status as an Employee.
Netflix (NFLX) approved a ten-for-one forward stock split. The Board authorized an amendment to the certificate of incorporation to effect the split and proportionately increase authorized common shares. Shareholders of record as of the close on November 10, 2025 will receive nine additional shares for each share after the close on November 14, 2025. Trading is expected to begin on a split-adjusted basis on November 17, 2025.
Netflix furnished an update on its latest quarter. On October 21, 2025, the company announced financial results for the quarter ended September 30, 2025 and provided a Letter to Shareholders as Exhibit 99.1. That letter includes non‑GAAP financial information with GAAP reconciliations in tabular form within the exhibit. The company also noted it cannot reconcile forward‑looking non‑GAAP measures without unreasonable effort due to the timing and variability of items like property and equipment and currency impacts.
Netflix announced key changes to its Board of Directors in this 8-K filing. Elinor Mertz has been appointed to the Board and Audit Committee, with her term expiring at the 2026 annual meeting. As a non-employee director, she will receive stock options under the Director Equity Compensation Plan, calculated at $25,000 divided by (fair market value × 0.40).
In related developments, Leslie Kilgore has transitioned from the Audit Committee to chair the Compensation Committee. The filing also addresses the status of Jay Hoag, who failed to receive a majority vote at the recent election. Despite his below-75% attendance record in 2024, the Board rejected his resignation, citing:
- His exemplary 97% attendance record in the previous five years
- Continued engagement through senior management meetings and agenda setting
- Valuable leadership as lead independent director
- Strategic insights in risk management and corporate governance