NETFLIX INC — Director's Dealing 2013

May 2, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NETFLIX INC (NFLX)
CIK: 0001065280
Period of Report: 2013-05-01

Reporting Person: HOAG JAY C (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-05-01	Common Stock	M	894	$55.93	Acquired	894	Direct
2013-05-01	Common Stock	M	892	$56.05	Acquired	1786	Direct
2013-05-01	Common Stock	S	1786	$212.752	Disposed	0	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-05-01	Non-Qualified Stock Option (right to buy)	$55.93	M	894	Disposed	2022-09-04	Common Stock (894)	Direct
2013-05-01	Non-Qualified Stock Option (right to buy)	$56.05	M	892	Disposed	2022-10-01	Common Stock (892)	Direct
2013-05-01	Non-Qualified Stock Option (right to buy)	$212.91	A	235	Acquired	2023-05-01	Common Stock (235)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	63854	Indirect
Common Stock	12396	Indirect

Footnotes

F1: Jay C. Hoag has sole voting and dispositive power over the options he holds directly. However, TCV VII Management, L.L.C. has a right to 100% of the pecuniary interest in such options. Mr. Hoag is a Member of TCV VII Management, L.L.C. Mr. Hoag disclaims beneficial ownership of such options and the shares to be received upon the exercise of such options except to the extent of his pecuniary interest therein.

F2: The price reported reflects the weighted average sale price. This transaction was executed in multiple trades at prices ranging from $212.7510 to $212.7535. The Reporting Persons hereby undertake 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 sold at each separate price.

F3: These share are held by The Hoag Family Trust U/A Dtd 9/2/94. 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.

F4: These shares are held by Hamilton Investments Limited Partnership. 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.

F5: Not applicable.

F6: These options are 100% vested.