SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
HOAG JAY C

(Last) (First) (Middle)
C/O TECHNOLOGY CROSSOVER VENTURES
528 RAMONA STREET

(Street)
PALO ALTO CA 94301

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
NETFLIX INC [ NFLX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) X Other (specify below)
May be part of a 13(g) group
3. Date of Earliest Transaction (Month/Day/Year)
07/31/2008
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 07/31/2008 J ( 1 ) 1,446,078 D $0 8,697,854 I TCV IV, L.P. ( 2 ) ( 3 )
Common Stock 07/31/2008 J ( 4 ) 372,348 A $0 372,348 I Technology Crossover Management IV, L.L.C. ( 2 ) ( 5 )
Common Stock 07/31/2008 J ( 6 ) 53,922 D $0 324,333 I TCV IV Strategic Partners, L.P. ( 2 ) ( 7 )
Common Stock 07/31/2008 J ( 8 ) 91 A $0 372,438 I Technology Crossover Management IV, L.L.C. ( 2 ) ( 5 )
Common Stock 07/31/2008 J ( 9 ) 5,565 A $0 5,565 I The Hoag Family Trust U/A Dtd 8/2/94 ( 2 ) ( 10 )
Common Stock 07/31/2008 J ( 11 ) 6,159 A $0 6,159 I The Kimball Family Trust Uta Dtd 2/23/94 ( 2 ) ( 12 )
Common Stock 07/31/2008 J ( 13 ) 73,481 A $0 79,046 I Hoag Family Trust U/A Dtd 8/2/94 ( 2 ) ( 10 )
Common Stock 07/31/2008 J ( 14 ) 64,413 A $0 70,572 I Kimball Family Trust Uta Dtd 2/23/94 ( 2 ) ( 12 )
Common Stock 07/31/2008 J ( 15 ) 5,643 A $0 5,643 I The Reynolds Family Trust ( 2 ) ( 16 )
Common Stock 07/31/2008 J ( 17 ) 372,438 D $0 0 I Technology Crossover Management IV, L.L.C. ( 2 ) ( 5 )
Common Stock 07/31/2008 J ( 18 ) 98,140 A $0 177,186 I Hoag Family Trust U/A Dtd 8/2/94 ( 2 ) ( 10 )
Common Stock 07/31/2008 J ( 19 ) 21,522 A $0 21,522 I Hamilton Investments Limited Partnership ( 2 ) ( 20 )
Common Stock 07/31/2008 J ( 21 ) 71,982 A $0 142,554 I The Kimball Family Trust Uta Dtd 2/23/94 ( 2 ) ( 12 )
Common Stock 07/31/2008 J ( 22 ) 27,463 A $0 27,463 I The Drew Family Trust dated 10/5/04 ( 2 ) ( 23 )
Common Stock 07/31/2008 J ( 24 ) 40,666 A $0 46,309 I The Reynolds Family Trust ( 2 ) ( 16 )
Common Stock 07/31/2008 J ( 25 ) 15,809 A $0 15,809 I The Griffith Family 2004 Trust ( 2 ) ( 26 )
Common Stock 11,178 I The Drew Family Foundation ( 2 ) ( 27 )
Common Stock 2,571,248 I TCV VI, L.P. ( 2 ) ( 28 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
HOAG JAY C

(Last) (First) (Middle)
C/O TECHNOLOGY CROSSOVER VENTURES
528 RAMONA STREET

(Street)
PALO ALTO CA 94301

(City) (State) (Zip)
1. Name and Address of Reporting Person*
KIMBALL RICK

(Last) (First) (Middle)
C/O TECHNOLOGY CROSSOVER VENTURES
528 RAMONA STREET

(Street)
PALO ALTO CA 94301

(City) (State) (Zip)
1. Name and Address of Reporting Person*
DREW JOHN

(Last) (First) (Middle)
C/O TECHNOLOGY CROSSOVER VENTURES
528 RAMONA STREET

(Street)
PALO ALTO CA 94301

(City) (State) (Zip)
1. Name and Address of Reporting Person*
REYNOLDS JON Q JR

(Last) (First) (Middle)
C/O TECHNOLOGY CROSSOVER VENTURES
528 RAMONA STREET

(Street)
PALO ALTO CA 94301

(City) (State) (Zip)
1. Name and Address of Reporting Person*
GRIFFITH WILLIAM

(Last) (First) (Middle)
C/O TECHNOLOGY CROSSOVER VENTURES
528 RAMONA STREET

(Street)
PALO ALTO CA 94301

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Trudeau Robert

(Last) (First) (Middle)
C/O TECHNOLOGY CROSSOVER VENTURES
528 RAMONA STREET

(Street)
PALO ALTO CA 94301

(City) (State) (Zip)
1. Name and Address of Reporting Person*
TECHNOLOGY CROSSOVER MANAGEMENT IV LLC

(Last) (First) (Middle)
C/O TECHNOLOGY CROSSOVER VENTURES
528 RAMONA STREET

(Street)
PALO ALTO CA 94301

(City) (State) (Zip)
1. Name and Address of Reporting Person*
TCV IV LP

(Last) (First) (Middle)
C/O TECHNOLOGY CROSSOVER VENTURES
528 RAMONA STREET

(Street)
PALO ALTO CA 94301

(City) (State) (Zip)
1. Name and Address of Reporting Person*
TCV IV STRATEGIC PARTNERS LP

(Last) (First) (Middle)
C/O TECHNOLOGY CROSSOVER VENTURES
528 RAMONA STREET

(Street)
PALO ALTO CA 94301

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Technology Crossover Management VI, L.L.C.

(Last) (First) (Middle)
C/O TECHNOLOGY CROSSOVER VENTURES
528 RAMONA STREET

(Street)
PALO ALTO CA 94301

(City) (State) (Zip)
Explanation of Responses:
1. In kind pro-rata distribution from TCV IV, L.P. to its Partners, without consideration.
2. This Form 4 is filed by more than one Reporting Person and is a joint filing with the Form 4 filed by TCV VI, L.P., TCV Member Fund, L.P., Technology Crossover Management II, L.L.C. ("TCM II"), TCV II, V.O.F., Technology Crossover Ventures II, C.V., Technology Crossover Ventures II, L.P., TCV II (Q), L.P. and TCV II Strateic Partners, L.P. on August 4, 2008.
3. These shares are held directly by TCV IV, L.P. Jay C. Hoag ("Hoag") and Richard H. Kimball ("Kimball") are managing members of Technology Crossover Management IV, L.L.C. ("TCM IV") which is the sole general partner of TCV IV, L.P. Hoag, Kimball, and TCM IV may be deemed to beneficially own the shares held by TCV IV, L.P. but Hoag, Kimball and TCM IV disclaim beneficial ownership of such shares except to the extent of their pecuniary interest therein.
4. Acquisition by TCM IV pursuant to an in kind pro-rata distribution by TCV IV, L.P. to its partners, without consideration.
5. These shares are directly held by TCM IV. Hoag and Kimball are managing members of TCM IV which is the general partner of TCV IV, L.P. and TCV IV Strategic Partners, L.P. ("TCV IV, S.P."). The number of shares reported by TCM IV does not include the shares indirectly held by TCV IV, L.P. and TCV IV,S.P. Hoag and Kimball may be deemed to own the shares held by TCM IV but Hoag and Kimball disclaim beneficial ownership of such shares except to the extent of their pecuniary interest therein.
6. In kind pro-rata distribution from TCV IV Strategic Partners, L.P. ("TCV IV, S.P.") to its partners, without consideration.
7. These shares are held directly by TCV IV, S.P. Hoag and Kimball are limited partners and managing members of TCM IV which is the sole general partner of TCV IV, S.P. Hoag, Kimball and TCM IV may be deemed to beneficially own the shares held by TCV IV, S.P. but Hoag, Kimball and TCM IV disclaim beneficial ownership of such shares except to the extent of their pecuniary interest therein.
8. Acquisition by TCM IV pursuant to an in kind pro-rata distribution by TCV IV, S.P. to its partners, without consideration.
9. Acquisition by The Hoag Family Trust U/A Dtd 8/2/94 pursuant to an in kind pro-rata distribution by TCV IV, S.P. to is partners, without consideration.
10. Hoag is a trustee of The Hoag Family Trust U/A Dtd 8/2/94. Hoag disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
11. Acquisition by The Kimball Family Trust Uta Dtd 2/23/94 pursuant to an in kind pro-rata distribution by TCV IV, S.P. to is partners, without consideration.
12. Kimball is a trustee of The Kimball Family Trust Uta Dtd 2/23/94. Kimball disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
13. Acquisition by The Hoag Family Trust U/A Dtd 8/2/94 pursuant to an in kind pro-rata distribution by TCM II to its members without, consideration.
14. Acquisition by The Kimball Family Trust Uta Dtd 2/23/94 pursuant to an in kind pro-rata distribution by TCM II to its members, without consideration.
15. Acquisition by The Reynolds Family Trust pursuant to an in kind pro-rata distribution by TCM II to its members without consideration.
16. Jon Q Reynolds, Jr. ("Reynolds") is a trustee of The Reynolds Family Trust. Reynolds disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
17. In kind pro-rata distribution from TCM IV to its members, without consideration.
18. Acquisition by The Hoag Family Trust U/A Dtd 8/2/94 pursuant to an in kind pro-rata distribution by TCM IV to its members, without consideration.
19. Acquisition by Hamilton Investments Limited Partnership pursuant to an in kind pro-rata distribution by TCM IV to its members,
20. Hoag is the sole general partner and a limited partner of Hamilton Investments Limited Partnership. Hoag disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
21. Acquisition by The Kimball Family Trust Uta Dtd 2/23/94 pursuant to an in kind pro-rata distribution by TCM IV to its members, without consideration.
22. Acquisition by The Drew Family Trust dated 10/5/04 pursuant to an in kind pro-rata distribution by TCM IV to its members, without consideration.
23. John L. Drew ("Drew") is a trustee of The Drew Family Trust dated 10/5/04. Drew disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
24. Acquisition by The Reynolds Family Trust pursuant to an in kind pro-rata distribution by TCM IV to its members, without consideration.
25. Acquisition by The Griffith Family 2004 Trust pursuant to an in kind pro-rata distribution by TCM IV to its members, without consideration.
26. William J. G. Griffith IV ("Griffith ") is a trustee of The Griffith Family 2004 Trust. Griffith disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
27. Drew is an officer and a director of the Drew Family Foundation. Drew disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
28. These shares are held directly by TCV VI, L.P. Each of Hoag, Kimball, Drew, Reynolds, Griffith and Robert W. Trudeau (collectively the "TCM Members") are Class A Members of Technology Crossover Management VI, L.L.C. ("TCM VI") which is the sole general partner of TCV VI, L.P. The TCM Members and TCM VI may be deemed to beneficially own the shares held by TCV VI, L.P. but the TCM Members and TCM VI disclaim beneficial ownership of such shares except to the extent of their pecuniary interest therein.
Remarks:
Carla S. Newell Authorized signatory for Jay C. Hoag 08/04/2008
Carla S. Newell Authorized signatory for Richard H. Kimball 08/04/2008
Carla S. Newell Authorized signatory for John L. Drew 08/04/2008
Carla S. Newell Authorized signatory for Jon Q. Reynolds, Jr. 08/04/2008
Carla S. Newell Authorized signatory for William J.G. Griffith IV 08/04/2008
Carla S. Newell Authorized signatory for Robert W. Trudeau 08/04/2008
Carla S. Newell Authorized signatory for Technology Crossover Management IV, L.L.C. 08/04/2008
Carla S. Newell Authorized signatory for TCV IV, L.P. 08/04/2008
Carla S. Newell Authorized signatory for TCV IV Strategic Partners, L.P. 08/04/2008
Carla S. Newell Authorized signatory for Technology Crossover Management VI, L.L.C. 08/04/2008
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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