NETFLIX INC — Director's Dealing 2011

May 4, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NETFLIX INC (NFLX)
CIK: 0001065280
Period of Report: 2011-05-02

Reporting Person: HOAG JAY C (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-02-24	Common Stock	G	10361	—	Disposed	56936	Indirect
2011-03-29	Common Stock	G	4670	—	Disposed	52266	Indirect
2011-04-01	Common Stock	G	1870	—	Disposed	50396	Indirect
2011-05-02	Common Stock	J	891683	—	Disposed	0	Indirect
2011-05-02	Common Stock	J	35714	—	Acquired	35714	Indirect
2011-05-02	Common Stock	J	33250	—	Disposed	0	Indirect
2011-05-02	Common Stock	J	56	—	Acquired	35770	Indirect
2011-05-02	Common Stock	J	3431	—	Acquired	53827	Indirect
2011-05-02	Common Stock	J	35770	—	Disposed	0	Indirect
2011-05-02	Common Stock	J	9426	—	Acquired	63253	Indirect
2011-05-02	Common Stock	J	2067	—	Acquired	12195	Indirect
2011-05-02	Common Stock	J	481583	—	Disposed	0	Indirect
2011-05-02	Common Stock	J	3798	—	Disposed	0	Indirect
2011-05-02	Common Stock	J	517	—	Acquired	517	Indirect
2011-05-02	Common Stock	J	517	—	Disposed	0	Indirect
2011-05-02	Common Stock	J	76	—	Acquired	63329	Indirect
2011-05-02	Common Stock	J	26	—	Acquired	12221	Indirect
2011-05-02	Common Stock	J	525	—	Acquired	63854	Indirect
2011-05-02	Common Stock	J	175	—	Acquired	12396	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-05-02	Non-Qualified Stock Option (right to buy)	$237.19	A	211	Acquired	2021-05-02	Common Stock (211)	Direct

Footnotes

F1: Jay C. Hoag ("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.

F2: In kind pro-rata distribution from TCV IV, L.P. ("TCV IV") to its partners, without consideration.

F3: These shares are held directly by TCV IV. Hoag is a managing member of Technology Crossover Management IV, L.L.C. ("TCM IV") which is the sole general partner of TCV IV. Hoag may be deemed to beneficially own the shares held by TCV IV, but Hoag disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.

F4: Acquisition by TCM IV pursuant to an in kind pro-rata distribution by TCV IV to its partners, without consideration.

F5: These shares are directly held by TCM IV. Hoag is a managing member of TCM IV which is the general partner of TCV IV and TCV IV Strategic Partners, L.P. ("TCV IV SP"). The number of shares reported by TCM IV does not include the shares held by TCV IV and TCV IV SP. Hoag may be deemed to own the shares held by TCM IV, but Hoag disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.

F6: In kind pro-rata distribution from TCV IV SP to its partners, without consideration.

F7: These shares are held directly by TCV IV SP. Hoag is a limited partner and a managing member of TCM IV which is the sole general partner of TCV IV SP. Hoag may be deemed to beneficially own the shares held by TCV IV SP, but Hoag disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.

F8: Acquisition by TCM IV pursuant to an in kind pro-rata distribution by TCV IV SP to its partners, without consideration.

F9: Acquisition by The Hoag Family Trust U/A Dtd 8/2/94 pursuant to an in kind pro-rata distribution by TCV IV SP to its partners, without consideration.

F10: In kind pro-rata distribution from TCM IV to its members, without consideration.

F11: 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.

F12: Acquisition by Hamilton Investments Limited Partnership pursuant to an in kind pro-rata distribution by TCM IV to its members, without consideration.

F13: 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.

F14: In kind pro-rata distribution from TCV VI, L.P. ("TCV VI") to its partners, without consideration.

F15: These shares are held directly by TCV VI. Hoag is a Class A Member of Technology Crossover Management VI, L.L.C. ("TCM VI") which is the sole general partner of TCV VI. Hoag may be deemed to beneficially own the shares held by TCV VI, but Hoag disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.

F16: In kind pro-rata distribution from TCV Member Fund, L.P. ("TCV MF") to its partners, without consideration.

F17: These shares are held directly by TCV MF. Hoag is a Class A Member of TCM VI which is a general partner of TCV MF and a limited partner of TCV MF. Hoag may be deemed to beneficially own the shares held by TCV MF, but Hoag disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.

F18: Acquisition by TCM VI pursuant to an in kind pro-rata distribution by TCV VI to its partners, without consideration.

F19: These shares are directly held by TCM VI. Hoag is a Class A Member of TCM VI which is the sole general partner of TCV VI and a general partner of TCV MF. The number of shares reported by TCM VI does not include the shares held by TCV VI and TCV MF. Hoag may be deemed to own the shares held by TCM VI, but Hoag disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.

F20: In kind pro-rata distribution from TCM VI to its members, without consideration.

F21: Acquisition by The Hoag Family Trust U/A Dtd 8/2/94 pursuant to an in kind pro-rata distribution by TCM VI to its partners, without consideration.

F22: Acquisition by Hamilton Investments Limited Partnership pursuant to an in kind pro-rata distribution by TCM VI to its partners, without consideration.

F23: Acquisition by The Hoag Family Trust U/A Dtd 8/2/94 pursuant to an in kind pro-rata distribution by TCV MF to its partners, without consideration.

F24: Acquisition by Hamilton Investments Limited Partnership pursuant to an in kind pro-rata distribution by TCV MF to its partners, without consideration.

F25: These options are 100% vested.

F26: Hoag has the sole voting and dispositive power over the options he holds directly; however, TCMI, Inc. has a right to 100% of the pecuniary interest in such options. Hoag is a stockholder and director of TCMI, Inc. Hoag disclaims beneficial ownership of such options or the shares he receives upon exercise of such options except to the extent of his pecuniary interest therein.