SEC Form 4 · accession 0001082906-16-000071
NETFLIX INC · NFLX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jay C Hoag
Director
Period of report
Jul 21, 2016
Accepted (ET)
Jul 25, 2016 · 7:54 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001065280
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Jul 21, 2016 | P | 142,319 | $85.7569 | A | 142,319 | I | Orange Investor, L.P. |
| Common StockF1,F3 | Jul 21, 2016 | P | 38,379 | $85.7569 | A | 38,379 | I | Orange (A) Investor, L.P. |
| Common StockF1,F4 | Jul 21, 2016 | P | 8,839 | $85.7569 | A | 8,839 | I | Orange (B) Investor, L.P. |
| Common StockF1,F5 | Jul 21, 2016 | P | 10,463 | $85.7569 | A | 10,463 | I | Orange (MF) Investor, L.P. |
| Common StockF6,F2 | Jul 22, 2016 | P | 142,319 | $85.9275 | A | 284,638 | I | Orange Investor, L.P. |
| Common StockF6,F3 | Jul 22, 2016 | P | 38,379 | $85.9275 | A | 76,758 | I | Orange (A) Investor, L.P. |
| Common StockF6,F4 | Jul 22, 2016 | P | 8,839 | $85.9275 | A | 17,678 | I | Orange (B) Investor, L.P. |
| Common StockF6,F5 | Jul 22, 2016 | P | 10,463 | $85.9275 | A | 20,926 | I | Orange (MF) Investor, L.P. |
| Common StockF7,F2 | Jul 25, 2016 | P | 142,319 | $87.6043 | A | 426,957 | I | Orange Investor, L.P. |
| Common StockF7,F3 | Jul 25, 2016 | P | 38,379 | $87.6043 | A | 115,137 | I | Orange (A) Investor, L.P. |
| Common StockF7,F4 | Jul 25, 2016 | P | 8,839 | $87.6043 | A | 26,517 | I | Orange (B) Investor, L.P. |
| Common StockF7,F5 | Jul 25, 2016 | P | 10,463 | $87.6043 | A | 31,389 | I | Orange (MF) Investor, L.P. |
| Common StockF8 | holding | — | — | — | 3,295,508 | I | TCV VII, L.P. | |
| Common StockF9 | holding | — | — | — | 1,711,415 | I | TCV VII (A), L.P. | |
| Common StockF10 | holding | — | — | — | 28,497 | I | TCV Member Fund, L.P. | |
| Common StockF11 | holding | — | — | — | 386,832 | I | The Hoag Family Trust U/A DTD 08/02/1994 | |
| Common StockF12,F13 | holding | — | — | — | 45,750 | I | Hamilton Investments Limited Partnership |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1This number represents a weighted average purchase price per share. The shares were purchased at prices ranging from $85.50 to $86.03 per share. The Reporting Person hereby undertakes to provide upon request by the staff of the Securities and Exchange Commission, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.
- F10These shares are directly held by TCV Member Fund, L.P. ("Member Fund"). Jay C. Hoag is a limited partner of Member Fund and a Class A Director of Management VII. Management VII is a general partner of Member Fund. Mr. Hoag may be deemed to beneficially own the shares held by Member Fund but disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
- F11These shares are held by The Hoag Family Trust U/A DTD 08/02/1994. Jay C. Hoag is a trustee of The Hoag Family Trust U/A DTD 08/02/1994. Mr. Hoag disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
- F12Includes 2,364 shares previously owned directly by Hamilton Investments II, Limited Partnership. On December 31, 2015, Hamilton Investments II, Limited Partnership merged with and into Hamilton Investments Limited Partnership.
- F13These shares are held by Hamilton Investments Limited Partnership. Jay C. Hoag is the sole general partner and a limited partner of Hamilton Investments Limited Partnership. Mr. Hoag disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
- F2These shares are directly held by Orange Investor, L.P. ("Orange Investor"). Jay C. Hoag is a Class A Director of Technology Crossover Management VIII, Ltd. ("Management VIII") and a limited partner of Technology Crossover Management VIII, L.P ("TCM VIII"). Management VIII is the sole general partner of TCM VIII, which in turn is the sole general partner of TCV VIII, L.P., which in turn is the sole member of Orange Investor GP, LLC ("Orange GP"), which in turn is the sole general partner of Orange Investor. Mr. Hoag may be deemed to beneficially own the shares held by Orange Investor but disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
- F3These shares are directly held by Orange (A) Investor, L.P. ("Orange (A) Investor"). Jay C. Hoag is a Class A Director of Management VIII and a limited partner of TCM VIII. Management VIII is the sole general partner of TCM VIII, which in turn is the sole general partner of TCV VIII, L.P., which in turn is the sole member of Orange GP, which in turn is the sole general partner of Orange (A) Investor. Mr. Hoag may be deemed to beneficially own the shares held by Orange (A) Investor but disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
- F4These shares are directly held by Orange (B) Investor, L.P. ("Orange (B) Investor"). Jay C. Hoag is a Class A Director of Management VIII and a limited partner of TCM VIII. Management VIII is the sole general partner of TCM VIII, which in turn is the sole general partner of TCV VIII, L.P., which in turn is the sole member of Orange GP, which in turn is the sole general partner of Orange (B) Investor. Mr. Hoag may be deemed to beneficially own the shares held by Orange (B) Investor but disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
- F5These shares are directly held by Orange (MF) Investor, L.P. ("Orange (MF) Investor"). Jay C. Hoag is a Class A Director of Management VIII. Management VIII is the sole general partner of TCM VIII, which in turn is the sole general partner of TCV VIII, L.P., which in turn is the sole member of Orange GP, which in turn is the sole general partner of Orange (MF) Investor. Mr. Hoag may be deemed to beneficially own the shares held by Orange (MF) Investor but disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
- F6This number represents a weighted average purchase price per share. The shares were purchased at prices ranging from $85.43 to $86.15 per share. The Reporting Person hereby undertakes to provide upon request by the staff of the Securities and Exchange Commission, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.
- F7This number represents a weighted average purchase price per share. The shares were purchased at prices ranging from $87.50 to $87.68 per share. The Reporting Person hereby undertakes to provide upon request by the staff of the Securities and Exchange Commission, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.
- F8These shares are directly held by TCV VII, L.P. ("TCV VII"). Jay C. Hoag is a Class A Director of Technology Crossover Management VII, Ltd. ("Management VII") and a limited partner of Technology Crossover Management VII, L.P. ("TCM VII"). Management VII is the sole general partner of TCM VII, which is the sole general partner of TCV VII. Mr. Hoag may be deemed to beneficially own the shares held by TCV VII but disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
- F9These shares are directly held by TCV VII (A), L.P. ("TCV VII (A)"). Jay C. Hoag is a Class A Director of Management VII and a limited partner of TCM VII. Management VII is the sole general partner of TCM VII, which is the sole general partner of TCV VII (A). Mr. Hoag may be deemed to beneficially own the shares held by TCV VII (A) but disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.