8-KLeadership ChangesExhibits & Filings

NETFLIX INC 8-K Report, Executive Changes (Dec 9, 2022)

Filed December 9, 2022For Securities:NFLX

Summary

Netflix, Inc. (NFLX) filed an 8-K on December 8, 2022, detailing an amendment to its Performance Bonus Plan, effective December 7, 2022. The primary changes focus on updating the plan to remove provisions related to Section 162(m) of the Internal Revenue Code, which are no longer applicable. This amendment also introduces flexibility in bonus payouts, including prorated bonuses for involuntary terminations initiated by the company and discretion for the Compensation Committee regarding payment timing.

Key Highlights

  • 1Netflix amended and restated its Performance Bonus Plan on December 7, 2022.
  • 2The amendment removes provisions and references related to Section 162(m) of the Internal Revenue Code, which are no longer applicable.
  • 3A maximum award amount previously associated with Section 162(m) has been eliminated.
  • 4The plan now allows for prorated bonuses in cases of involuntary termination initiated by the Company.
  • 5The Compensation Committee has been granted discretion over the timing of bonus award payments.
  • 6Awards may be subject to the Company's recoupment policies.
  • 7The Compensation Committee retains the authority to amend the plan.

Frequently Asked Questions

The primary purpose of the amendment is to remove outdated provisions and references related to Section 162(m) of the Internal Revenue Code, which are no longer relevant, and to provide greater flexibility in executive compensation arrangements.

The amendment introduces the possibility of prorated bonuses for executives who experience an involuntary termination initiated by the Company. Additionally, the Compensation Committee now has discretion over the timing of when these bonus awards are paid out.

Yes, the amendment eliminates the maximum award amount that was previously tied to Section 162(m) of the Internal Revenue Code, providing more flexibility in determining award sizes.

The amended plan states that awards may be subject to the Company's recoupment policies, meaning that under certain circumstances, previously awarded bonuses could be reclaimed by Netflix.