UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 8.01. | Other Events. |
On July 22, 2026, Netflix, Inc. (the “Company”) completed a registered public offering of $1 billion in principal amount of 5.250% senior unsecured notes due 2036 (the “Notes”) pursuant to an underwriting agreement (the “Underwriting Agreement”) among the Company and BNP Paribas Securities Corp., Morgan Stanley & Co. LLC, RBC Capital Markets, LLC and Wells Fargo Securities, LLC, as representatives of the several underwriters named therein.
The Notes were issued pursuant to an indenture dated as of July 29, 2024 (the “Base Indenture”), between the Company and Computershare Trust Company, National Association, as trustee (the “Trustee”), as supplemented by a second supplemental indenture dated as of July 22, 2026 (the “Second Supplemental Indenture”), between the Company and the Trustee. The Company intends to use the net proceeds from the offering for the repayment at maturity of its outstanding 4.375% Senior Notes due 2026, and for general corporate purposes. The Notes were issued and sold pursuant to the Company’s registration statement on Form S-3ASR (File No. 333-281071) (the “Registration Statement”).
Copies of the Underwriting Agreement, the Base Indenture and the Second Supplemental Indenture establishing the terms of the Notes, the forms of the Notes and the opinion of Skadden, Arps, Slate, Meagher & Flom LLP, as to the validity of the Notes, are each filed as exhibits to this Current Report on Form 8-K and are incorporated herein by reference. The Company is filing this Current Report on Form 8-K to file certain items with the Securities and Exchange Commission that are to be incorporated by reference into the Registration Statement.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
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SIGNATURE
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. | ||||||
| Dated: July 22, 2026 | ||||||
| By: | /s/ Spencer Neumann | |||||
| Spencer Neumann | ||||||
| Chief Financial Officer | ||||||
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