raw/financebench/text_cache/NETFLIX_2017_10K.txt

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 _____________________________________________________________________

 FORM 10-K
 _____________________________________________________________________
(Mark One)

x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the fiscal year ended December 31, 2017
 OR

o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the transition period from to

 Commission File Number: 001-35727
 _____________________________________________________________________

 Netflix, Inc.
 (Exact name of Registrant as specified in its charter)
 _____________________________________________________________________

 Delaware 77-0467272
 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification Number)
 100 Winchester Circle Los Gatos, California 95032
 (Address and zip code of principal executive offices)
 (408) 540-3700
 (Registrant’s telephone number, including area code)
 _____________________________________________________________________
 Securities registered pursuant to Section 12(b) of the Act:

 Title of each class Name of Exchange on which registered
 Common stock, $0.001 par value NASDAQ Stock Market LLC
 (NASDAQ Global Select Market)
 Securities registered pursuant to Section 12(g) of the Act: None
 _____________________________________________________________________

 Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes x No o
 Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes o No x
 Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or
for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o
 Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted
pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes
x No o
 Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in
definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. x
 Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See
definition of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer x Accelerated filer o
Non-accelerated filer o (Do not check if a smaller reporting company) Smaller reporting company o
 Emerging growth company o
 If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act. o
 Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes o No x
 As of June 30, 2017 , the aggregate market value of voting stock held by non-affiliates of the registrant, based upon the closing sales price for the registrant’s common stock, as reported in the
NASDAQ Global Select Market System, was $54,917,149,461 . Shares of common stock beneficially owned by each executive officer and director of the Registrant and by each person known
by the Registrant to beneficially own 10% or more of the outstanding common stock have been excluded in that such persons may be deemed to be affiliates. This determination of affiliate
status is not necessarily a conclusive determination for any other purpose.
 As of January 25, 2018 , there were 433,948,461 shares of the registrant’s common stock, par value $0.001, outstanding.
 DOCUMENTS INCORPORATED BY REFERENCE
 Parts of the registrant’s Proxy Statement for Registrant’s 2018 Annual Meeting of Stockholders are incorporated by reference into Part III of this Annual Report on Form 10-K.
Table of Contents

 NETFLIX, INC.
 TABLE OF CONTENTS

 Page
PART I

Item 1. Business 1
Item 1A. Risk Factors 3
Item 1B. Unresolved Staff Comments 13
Item 2. Properties 14
Item 3. Legal Proceedings 14
Item 4. Mine Safety Disclosures 14

PART II

Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 15
Item 6. Selected Financial Data 17
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations 19
Item 7A. Quantitative and Qualitative Disclosures About Market Risk 31
Item 8. Financial Statements and Supplementary Data 31
Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 31
Item 9A. Controls and Procedures 32
Item 9B. Other Information 34

PART III

Item 10. Directors, Executive Officers and Corporate Governance 35
Item 11. Executive Compensation 35
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 35
Item 13. Certain Relationships and Related Transactions, and Director Independence 35
Item 14. Principal Accounting Fees and Services 35

PART IV

Item 15. Exhibits, Financial Statement Schedules 36
Table of Contents

 PART I

Forward-Looking Statements

 This Annual Report on Form 10-K contains forward-looking statements within the meaning of the federal securities laws. These forward-looking statements
include, but are not limited to, statements regarding: our core strategy; operating income and margin; the decline in our DVD memberships and the resources
allocated to our DVD segment; seasonality; contribution margins; contribution profits (losses); liquidity, including cash flows from operations, available funds
and access to financing sources; free cash flows; revenues; net income; profitability; stock price volatility; pricing changes; the impact of, and the company's
response to new accounting standards; action by competitors; membership growth; partnerships; nature of our content agreements; member viewing patterns;
payment of future dividends; obtaining additional capital, including use of the debt market; future obligations; our content and marketing investments, including
investments in original programming; amortization; significance and timing of contractual obligations; tax expense; impact of the Tax Cuts and Jobs Act of 2017,
including impact on deferred tax assets and the one-time transition tax on unremitted foreign earnings; recognition of unrecognized tax benefits; and realization of
deferred tax assets. These forward-looking statements are subject to risks and uncertainties that could cause actual results and events to differ. A detailed
discussion of these and other risks and uncertainties that could cause actual results and events to differ materially from such forward-looking statements is
included throughout this filing and particularly in Item 1A: "Risk Factors" section set forth in this Annual Report on Form 10-K. All forward-looking statements
included in this document are based on information available to us on the date hereof, and we assume no obligation to revise or publicly release any revision to
any such forward-looking statement, except as may otherwise be required by law.

Item 1. Business
 ABOUT US
 Netflix, Inc. (“Netflix”, “the Company”, “we”, or “us”) is the world’s leading internet television network with over 117 million streaming memberships in
over 190 countries enjoying more than 140 million hours of TV shows and movies per day, including original series, documentaries and feature films. Our
members can watch as much as they want, anytime, anywhere, on nearly any internet-connected screen. Members can play, pause and resume watching, all without
commercials or commitments. Additionally, in the United States ("U.S."), our members can receive DVDs delivered quickly to their homes.
 We are a pioneer in the internet delivery of TV shows and movies, launching our streaming service in 2007. Since this launch, we have developed an
ecosystem for internet-connected screens and have added increasing amounts of content that enable consumers to enjoy TV shows and movies directly on their
internet-connected screens. As a result of these efforts, we have experienced growing consumer acceptance of, and interest in, the delivery of TV shows and
movies directly over the internet.
 Our core strategy is to grow our streaming membership business globally within the parameters of our profit margin targets. We are continuously improving
our members' experience by expanding our streaming content with a focus on a programming mix of content that delights our members. In addition, we are
continuously enhancing our user interface and extending our streaming service to more internet-connected screens. Our members can download a selection of titles
for offline viewing.
 We continue to grow our streaming service both domestically and internationally. We began our international expansion with Canada in 2010 and have since
launched our service globally, with the exception of The People's Republic of China and territories where U.S. companies are not allowed to operate. We have also
expanded our streaming content offering to include more exclusive and original programming, including several Emmy, Golden Globe and Academy Award
winning original series and documentaries. Our original programming increasingly includes content that we produce.

 BUSINESS SEGMENTS
 The Company has three reportable segments: Domestic streaming, International streaming and Domestic DVD. The Domestic streaming segment derives
revenues from monthly membership fees for services consisting solely of streaming content to our members in the United States. The International streaming
segment derives revenues from monthly membership fees for services consisting solely of streaming content to our members outside the United States. The
Domestic DVD segment derives revenues from monthly membership fees for services consisting solely of DVD-by-mail. For additional information regarding our
segments, including information about our financial results by geography, see Note 11 Segment Information in the accompanying notes to our consolidated
financial statements included in Part II, Item 8, "Financial Statements and Supplementary Data" of this Annual Report on Form 10-K.

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 COMPETITION
 The market for entertainment video is intensely competitive and subject to rapid change. We compete against other entertainment video providers, such as
multichannel video programming distributors ("MVPDs"), internet-based content providers (including those that provide pirated content), video gaming providers
and DVD retailers and more broadly against other sources of entertainment that our members could choose in their moments of free time. We also compete against
entertainment video providers and content producers in obtaining content for our service, both for licensed streaming content and for original content projects.
 While consumers may maintain simultaneous relationships with multiple entertainment sources, we strive for consumers to choose us in their moments of
free time. We have often referred to this choice as our objective of "winning moments of truth." In attempting to win these moments of truth with our members, we
are continually improving our service, including both our technology and our content, which is increasingly exclusive and curated, and includes our own original
programming.

 SEASONALITY
 Our membership growth exhibits a seasonal pattern that reflects variations when consumers buy internet-connected screens and when they tend to increase
their viewing. Historically, the first and fourth quarters (October through March) represent our greatest membership growth across our Domestic and International
streaming segments. Increasingly, our membership growth is impacted by the release of certain high-profile original content. Internationally, we expect each
market to demonstrate more predictable seasonal patterns as our service offering in each market becomes more established and we have a longer history to assess
such patterns.

 INTELLECTUAL PROPERTY
 We regard our trademarks, service marks, copyrights, patents, domain names, trade dress, trade secrets, proprietary technologies and similar intellectual
property as important to our success. We use a combination of patent, trademark, copyright and trade secret laws and confidentiality agreements to protect our
proprietary intellectual property. Our ability to protect and enforce our intellectual property rights is subject to certain risks and from time to time we encounter
disputes over rights and obligations concerning intellectual property. We cannot provide assurance that we will prevail in any intellectual property disputes.

 EMPLOYEES
 As of December 31, 2017 , we had approximately 5,500 total employees. Of these employees, approximately 5,400 were full-time, including approximately
600 categorized as temporary.

 OTHER INFORMATION
 We were incorporated in Delaware in August 1997 and completed our initial public offering in May 2002. Our principal executive offices are located at 100
Winchester Circle, Los Gatos, California 95032, and our telephone number is (408) 540-3700.
 We maintain a Web site at www.netflix.com. The contents of our Web site are not incorporated in, or otherwise to be regarded as part of, this Annual Report
on Form 10-K. In this Annual Report on Form 10-K, “Netflix,” the “Company,” “we,” “us,” “our” and the “registrant” refer to Netflix, Inc. We make available,
free of charge on our Web site, access to our Annual Report on Form 10-K, our Quarterly Reports on Form 10-Q, our Current Reports on Form 8-K and
amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), as
soon as reasonably practicable after we file or furnish them electronically with the Securities and Exchange Commission ("SEC").
 Investors and others should note that we announce material financial information to our investors using our investor relations Web site ( http://ir.netflix.com
), SEC filings, press releases, public conference calls and webcasts. We use these channels as well as social media to communicate with our members and the
public about our company, our services and other issues. It is possible that the information we post on social media could be deemed to be material information.
Therefore, we encourage investors, the media, and others interested in our company to review the information we post on the social media channels listed on our
investor relations Web site.

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Item 1A. Risk Factors

 If any of the following risks actually occur, our business, financial condition and results of operations could be harmed. In that case, the trading price of our
common stock could decline, and you could lose all or part of your investment.

Risks Related to Our Business
If our efforts to attract and retain members are not successful, our business will be adversely affected.

 We have experienced significant membership growth over the past several years. Our ability to continue to attract members will depend in part on our ability
to consistently provide our members with compelling content choices, as well as a quality experience for selecting and viewing TV shows and movies.
Furthermore, the relative service levels, content offerings, pricing and related features of competitors to our service may adversely impact our ability to attract and
retain memberships. Competitors include other entertainment video providers, such as MVPDs, internet-based movie and TV content providers (including those
that provide pirated content) and DVD retailers. If consumers do not perceive our service offering to be of value, including if we introduce new or adjust existing
features, adjust pricing or service offerings, or change the mix of content in a manner that is not favorably received by them, we may not be able to attract and
retain members. In addition, many of our members rejoin our service or originate from word-of-mouth advertising from existing members. If our efforts to satisfy
our existing members are not successful, we may not be able to attract members, and as a result, our ability to maintain and/or grow our business will be adversely
affected. Members cancel our service for many reasons, including a perception that they do not use the service sufficiently, the need to cut household expenses,
availability of content is unsatisfactory, competitive services provide a better value or experience and customer service issues are not satisfactorily resolved. We
must continually add new memberships both to replace canceled memberships and to grow our business beyond our current membership base. If we do not grow as
expected, given, in particular that our content costs are largely fixed in nature and contracted over several years, we may not be able to adjust our expenditures or
increase our (per membership) revenues commensurate with the lowered growth rate such that our margins, liquidity and results of operation may be adversely
impacted. If we are unable to successfully compete with current and new competitors in both retaining our existing memberships and attracting new memberships,
our business will be adversely affected. Further, if excessive numbers of members cancel our service, we may be required to incur significantly higher marketing
expenditures than we currently anticipate to replace these members with new members.

Changes in competitive offerings for entertainment video, including the potential rapid adoption of piracy-based video offerings, could adversely impact
our business.

 The market for entertainment video is intensely competitive and subject to rapid change. Through new and existing distribution channels, consumers have
increasing options to access entertainment video. The various economic models underlying these channels include subscription, transactional, ad-supported and
piracy-based models. All of these have the potential to capture meaningful segments of the entertainment video market. Piracy, in particular, threatens to damage
our business, as its fundamental proposition to consumers is so compelling and difficult to compete against: virtually all content for free. Furthermore, in light of
the compelling consumer proposition, piracy services are subject to rapid global growth. Traditional providers of entertainment video, including broadcasters and
cable network operators, as well as internet based e-commerce or entertainment video providers are increasing their internet-based video offerings. Several of these
competitors have long operating histories, large customer bases, strong brand recognition and significant financial, marketing and other resources. They may secure
better terms from suppliers, adopt more aggressive pricing and devote more resources to product development, technology, infrastructure, content acquisitions and
marketing. New entrants may enter the market or existing providers may adjust their services with unique offerings or approaches to providing entertainment
video. Companies also may enter into business combinations or alliances that strengthen their competitive positions. If we are unable to successfully or profitably
compete with current and new competitors, our business will be adversely affected, and we may not be able to increase or maintain market share, revenues or
profitability.

The long-term and fixed cost nature of our content commitments may limit our operating flexibility and could adversely affect our liquidity and results of
operations.

 In connection with licensing streaming content, we typically enter into multi-year commitments with studios and other content providers. We also enter into
multi-year commitments for content that we produce, either directly or through third parties, including elements associated with these production such as non-
cancelable commitments under talent agreements. The payment terms of these agreements are not tied to member usage or the size of our membership base (“fixed
cost”) but may be determined by costs of production or tied to such factors as titles licensed and/or theatrical exhibition receipts. Such commitments, to the extent
estimable under accounting standards, are included in the Contractual Obligations section of Part II,

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Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations" and Note 5, Commitments and Contingencies in the
accompanying notes to our consolidated financial statements included in Part II, Item 8, "Financial Statements and Supplementary Data" of this Annual Report on
Form 10-K. Given the multiple-year duration and largely fixed cost nature of content commitments, if membership acquisition and retention do not meet our
expectations, our margins may be adversely impacted. Payment terms for certain content commitments, such as content we directly produce, will typically require
more up-front cash payments than other content licenses or arrangements whereby we do not cashflow the production of such content. To the extent membership
and/or revenue growth do not meet our expectations, our liquidity and results of operations could be adversely affected as a result of content commitments and
accelerated payment requirements of certain agreements. In addition, the long-term and fixed cost nature of our content commitments may limit our flexibility in
planning for, or reacting to changes in our business and the market segments in which we operate. If we license and/or produce content that is not favorably
received by consumers in a territory, or is unable to be shown in a territory, acquisition and retention may be adversely impacted and given the long-term and fixed
cost nature of our content commitments, we may not be able to adjust our content offering quickly and our results of operation may be adversely impacted.

We face risks, such as unforeseen costs and potential liability in connection with content we acquire, produce, license and/or distribute through our
service.

 As a producer and distributor of content, we face potential liability for negligence, copyright and trademark infringement, or other claims based on the nature
and content of materials that we acquire, produce, license and/or distribute. We also may face potential liability for content used in promoting our service,
including marketing materials. We are devoting more resources toward the development, production, marketing and distribution of original programming,
including TV series and movies. We believe that original programming can help differentiate our service from other offerings, enhance our brand and otherwise
attract and retain members. To the extent our original programming does not meet our expectations, in particular, in terms of costs, viewing and popularity, our
business, including our brand and results of operations may be adversely impacted. As we expand our original programming, we have become responsible for
production costs and other expenses, such as ongoing guild payments. We also take on risks associated with production, such as completion and key talent risk.
Negotiations or renewals related to entertainment industry collective bargaining agreements could negatively impact timing and costs associated with our
productions. To the extent we create and sell physical or digital merchandise relating to our original programming, and/or license such rights to third parties, we
could become subject to product liability, intellectual property or other claims related to such merchandise. We may decide to remove content from our service, not
to place licensed or produced content on our service or discontinue or alter production of original content if we believe such content might not be well received by
our members or could be damaging to our brand.

 To the extent we do not accurately anticipate costs or mitigate risks, including for content that we obtain but ultimately does not appear on or is removed
from our service, or if we become liable for content we acquire, produce, license and/or distribute, our business may suffer. Litigation to defend these claims could
be costly and the expenses and damages arising from any liability or unforeseen production risks could harm our results of operations. We may not be indemnified
against claims or costs of these types and we may not have insurance coverage for these types of claims.

If studios, content providers or other rights holders refuse to license streaming content or other rights upon terms acceptable to us, our business could be
adversely affected.

 Our ability to provide our members with content they can watch depends on studios, content providers and other rights holders licensing rights to distribute
such content and certain related elements thereof, such as the public performance of music contained within the content we distribute. The license periods and the
terms and conditions of such licenses vary. If the studios, content providers and other rights holders are not or are no longer willing or able to license us content
upon terms acceptable to us, our ability to stream content to our members will be adversely affected and/or our costs could increase. Certain licenses for content
provide for the studios or other content providers to withdraw content from our service relatively quickly. Because of these provisions as well as other actions we
may take, content available through our service can be withdrawn on short notice. As competition increases, we may see the cost of programming increase. As we
seek to differentiate our service, we are increasingly focused on securing certain exclusive rights when obtaining content, including original content. We are also
focused on programming an overall mix of content that delights our members in a cost efficient manner. Within this context, we are selective about the titles we
add and renew to our service. If we do not maintain a compelling mix of content, our membership acquisition and retention may be adversely affected.

 Music and certain authors' performances contained within content we distribute may require us to obtain licenses for such distribution. In this regard, we
engage in negotiations with collection management organizations (“CMOs”) that hold certain rights to music and/or other interests in connection with streaming
content into various territories. If we are unable to reach

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mutually acceptable terms with these organizations, we could become involved in litigation and/or could be enjoined from distributing certain content, which could
adversely impact our business. Additionally, pending and ongoing litigation as well as negotiations between certain CMOs and other third parties in various
territories could adversely impact our negotiations with CMOs, or result in music publishers represented by certain CMOs unilaterally withdrawing rights, and
thereby adversely impact our ability to reach licensing agreements reasonably acceptable to us. Failure to reach such licensing agreements could expose us to
potential liability for copyright infringement or otherwise increase our costs.

If we are not able to manage change and growth, our business could be adversely affected.
 We are expanding our operations internationally, scaling our streaming service to effectively and reliably handle anticipated growth in both members and
features related to our service, ramping up our ability to produce original content, as well as continuing to operate our DVD service within the U.S. As our
international offering evolves, we are managing and adjusting our business to address varied content offerings, consumer customs and practices, in particular those
dealing with e-commerce and internet video, as well as differing legal and regulatory environments. As we scale our streaming service, we are developing
technology and utilizing third-party “cloud” computing services. As we ramp up our original content production, we are building out expertise in a number of
disciplines, including creative, marketing, legal, finance, licensing, merchandising and other resources related to the development and physical production of
content. If we are not able to manage the growing complexity of our business, including improving, refining or revising our systems and operational practices
related to our streaming operations and original content, our business may be adversely affected.

We could be subject to economic, political, regulatory and other risks arising from our international operations.
 Operating in international markets requires significant resources and management attention and will subject us to regulatory, economic and political risks
that may be different from or incremental to those in the U.S. In addition to the risks that we face in the U.S., our international operations involve risks that could
adversely affect our business, including:
 • the need to adapt our content and user interfaces for specific cultural and language differences, including licensing a certain portion of our content assets
 before we have developed a full appreciation for its performance within a given territory;
 • difficulties and costs associated with staffing and managing foreign operations;
 • management distraction;
 • political or social unrest and economic instability;
 • compliance with U.S. laws such as the Foreign Corrupt Practices Act, export controls and economic sanctions, and local laws prohibiting corrupt
 payments to government officials;
 • difficulties in understanding and complying with local laws, regulations and customs in foreign jurisdictions;
 • regulatory requirements or government action against our service, whether in response to enforcement of actual or purported legal and regulatory
 requirements or otherwise, that results in disruption or non-availability of our service or particular content in the applicable jurisdiction;
 • less favorable foreign intellectual property laws;
 • adverse tax consequences such as those related to changes in tax laws or tax rates or their interpretations, and the related application of judgment in
 determining our global provision for income taxes, deferred tax assets or liabilities or other tax liabilities given the ultimate tax determination is
 uncertain;
 • fluctuations in currency exchange rates, which we do not use foreign exchange contracts or derivatives to hedge against and which could impact
 revenues and expenses of our international operations and expose us to foreign currency exchange rate risk;
 • profit repatriation and other restrictions on the transfer of funds;
 • differing payment processing systems as well as consumer use and acceptance of electronic payment methods, such as payment cards;
 • new and different sources of competition;
 • censorship requirements that cause us to remove or edit popular content, leading to consumer disappointment or dissatisfaction with our service;
 • low usage and/or penetration of internet-connected consumer electronic devices;

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 • different and more stringent user protection, data protection, privacy and other laws, including data localization requirements;
 • availability of reliable broadband connectivity and wide area networks in targeted areas for expansion;
 • integration and operational challenges as well as potential unknown liabilities in connection with companies we may acquire or control; and
 • differing, and often more lenient, laws and consumer understanding/attitudes regarding the illegality of piracy.

 Our failure to manage any of these risks successfully could harm our international operations and our overall business, and results of our operations.

We are subject to taxation related risks in multiple jurisdictions.

 We are a U.S.-based multinational company subject to tax in multiple U.S. and foreign tax jurisdictions. Significant judgment is required in determining our
global provision for income taxes, deferred tax assets or liabilities and in evaluating our tax positions on a worldwide basis. While we believe our tax positions are
consistent with the tax laws in the jurisdictions in which we conduct our business, it is possible that these positions may be overturned by jurisdictional tax
authorities, which may have a significant impact on our global provision for income taxes.

 Tax laws are dynamic and subject to change as new laws are passed and new interpretations of the law are issued or applied. The U.S. recently enacted
significant tax reform, and certain provisions of the new law may adversely affect us. In addition, governmental tax authorities are increasingly scrutinizing the tax
positions of companies. Many countries in the European Union, as well as a number of other countries and organizations such as the Organization for Economic
Cooperation and Development, are actively considering changes to existing tax laws that, if enacted, could increase our tax obligations in countries where we do
business. If U.S. or other foreign tax authorities change applicable tax laws, our overall taxes could increase, and our business, financial condition or results of
operations may be adversely impacted.

If we fail to maintain or, in newer markets establish, a positive reputation with consumers concerning our service, including the content we offer, we may
not be able to attract or retain members, and our operating results may be adversely affected.

 We believe that a positive reputation with consumers concerning our service is important in attracting and retaining members who have a number of choices
from which to obtain entertainment video. To the extent our content, in particular, our original programming, is perceived as low quality, offensive or otherwise
not compelling to consumers, our ability to establish and maintain a positive reputation may be adversely impacted. To the extent our content is deemed
controversial or offensive by government regulators, we may face direct or indirect retaliatory action or behavior, including being required to remove such content
from our service, our entire service could be banned and/or become subject to heightened regulatory scrutiny across our business and operations. Furthermore, to
the extent our marketing, customer service and public relations efforts are not effective or result in negative consumer reaction, our ability to establish and maintain
a positive reputation may likewise be adversely impacted. With newer markets, we also need to establish our reputation with consumers and to the extent we are
not successful in creating positive impressions, our business in these newer markets may be adversely impacted.

Changes in how we market our service could adversely affect our marketing expenses and membership levels may be adversely affected.

 We utilize a broad mix of marketing and public relations programs, including social media sites, to promote our service to potential new members. We may
limit or discontinue use or support of certain marketing sources or activities if advertising rates increase or if we become concerned that members or potential
members deem certain marketing practices intrusive or damaging to our brand. If the available marketing channels are curtailed, our ability to attract new members
may be adversely affected.

 Companies that promote our service may decide that we negatively impact their business or may make business decisions that in turn negatively impact us.
For example, if they decide that they want to compete more directly with us, enter a similar business or exclusively support our competitors, we may no longer
have access to their marketing channels. We also acquire a number of members who rejoin our service having previously cancelled their membership. If we are
unable to maintain or replace our sources of members with similarly effective sources, or if the cost of our existing sources increases, our member levels and
marketing expenses may be adversely affected.

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 We utilize marketing to promote our content and drive viewing by our members. To the extent we promote our content inefficiently or ineffectively, we may
not obtain the expected acquisition and retention benefits and our business may be adversely affected.

We rely upon a number of partners to make our service available on their devices.

 We currently offer members the ability to receive streaming content through a host of internet-connected screens, including TVs, digital video players,
television set-top boxes and mobile devices. We have agreements with various cable, satellite and telecommunications operators to make our service available
through the television set-top boxes of these service providers. In many instances, our agreements also including provisions by which the partner bills consumers
directly for the Netflix service or otherwise offers services or products in connection with offering our service. We intend to continue to broaden our relationships
with existing partners and to increase our capability to stream TV shows and movies to other platforms and partners over time. If we are not successful in
maintaining existing and creating new relationships, or if we encounter technological, content licensing, regulatory, business or other impediments to delivering
our streaming content to our members via these devices, our ability to retain members and grow our business could be adversely impacted.

 Our agreements with our partners are typically between one and three years in duration and our business could be adversely affected if, upon expiration, a
number of our partners do not continue to provide access to our service or are unwilling to do so on terms acceptable to us, which terms may include the degree of
accessibility and prominence of our service. Furthermore, devices are manufactured and sold by entities other than Netflix and while these entities should be
responsible for the devices' performance, the connection between these devices and Netflix may nonetheless result in consumer dissatisfaction toward Netflix and
such dissatisfaction could result in claims against us or otherwise adversely impact our business. In addition, technology changes to our streaming functionality
may require that partners update their devices. If partners do not update or otherwise modify their devices, our service and our members' use and enjoyment could
be negatively impacted.

Any significant disruption in or unauthorized access to our computer systems or those of third parties that we utilize in our operations, including those
relating to cybersecurity or arising from cyber-attacks, could result in a loss or degradation of service, unauthorized disclosure of data, including member
and corporate information, or theft of intellectual property, including digital content assets, which could adversely impact our business.

 Our reputation and ability to attract, retain and serve our members is dependent upon the reliable performance and security of our computer systems and
those of third parties that we utilize in our operations. These systems may be subject to damage or interruption from earthquakes, adverse weather conditions, other
natural disasters, terrorist attacks, power loss, telecommunications failures, and cybersecurity risks. Interruptions in these systems, or with the internet in general,
could make our service unavailable or degraded or otherwise hinder our ability to deliver streaming content or fulfill DVD selections. Service interruptions, errors
in our software or the unavailability of computer systems used in our operations could diminish the overall attractiveness of our membership service to existing and
potential members.

 Our computer systems and those of third parties we use in our operations are vulnerable to cybersecurity risks, including cyber-attacks, both from state-
sponsored and individual activity, such as computer viruses, denial of service attacks, physical or electronic break-ins and similar disruptions. These systems
periodically experience directed attacks intended to lead to interruptions and delays in our service and operations as well as loss, misuse or theft of data or
intellectual property. Any attempt by hackers to obtain our data (including member and corporate information) or intellectual property (including digital content
assets), disrupt our service, or otherwise access our systems, or those of third parties we use, if successful, could harm our business, be expensive to remedy and
damage our reputation. We have implemented certain systems and processes to thwart hackers and protect our data and systems. From time to time, we have
experienced an unauthorized release of certain digital content assets, however, to date these unauthorized releases have not had a material impact on our service or
systems. There is no assurance that hackers may not have a material impact on our service or systems in the future. Our insurance does not cover expenses related
to such disruptions or unauthorized access. Efforts to prevent hackers from disrupting our service or otherwise accessing our systems are expensive to implement
and may limit the functionality of or otherwise negatively impact our service offering and systems. Any significant disruption to our service or access to our
systems could result in a loss of memberships and adversely affect our business and results of operation.

 We utilize our own communications and computer hardware systems located either in our facilities or in that of a third-party Web hosting provider. In
addition, we utilize third-party “cloud” computing services in connection with our business operations. We also utilize our own and third-party content delivery
networks to help us stream TV shows and movies in high volume to Netflix members over the internet. Problems faced by us or our third-party Web hosting,
“cloud” computing, or other network providers, including technological or business-related disruptions, as well as cybersecurity threats, could adversely impact the
experience of our members.

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We rely upon Amazon Web Services to operate certain aspects of our service and any disruption of or interference with our use of the Amazon Web
Services operation would impact our operations and our business would be adversely impacted.

 Amazon Web Services (“AWS”) provides a distributed computing infrastructure platform for business operations, or what is commonly referred to as a
"cloud" computing service. We have architected our software and computer systems so as to utilize data processing, storage capabilities and other services
provided by AWS. Currently, we run the vast majority of our computing on AWS. Given this, along with the fact that we cannot easily switch our AWS operations
to another cloud provider, any disruption of or interference with our use of AWS would impact our operations and our business would be adversely impacted.
While the retail side of Amazon competes with us, we do not believe that Amazon will use the AWS operation in such a manner as to gain competitive advantage
against our service.

If the technology we use in operating our business fails, is unavailable, or does not operate to expectations, our business and results of operation could be
adversely impacted.

 We utilize a combination of proprietary and third party technology to operate our business. This includes the technology that we have developed to
recommend and merchandise content to our consumers as well as enable fast and efficient delivery of content to our members and their various consumer
electronic devices. For example, we have built and deployed our own content-delivery network (“CDN”). To the extent Internet Service Providers (“ISPs”) do not
interconnect with our CDN, or if we experience difficulties in its operation, our ability to efficiently and effectively deliver our streaming content to our members
could be adversely impacted and our business and results of operation could be adversely affected. Likewise, if our recommendation and merchandising
technology does not enable us to predict and recommend titles that our members will enjoy, our ability to attract and retain members may be adversely affected.
We also utilize third party technology to help market our service, process payments, and otherwise manage the daily operations of our business. If our technology
or that of third parties we utilize in our operations fails or otherwise operates improperly, including as a result of “bugs” in our development and deployment of
software, our ability to operate our service, retain existing members and add new members may be impaired. Any harm to our members' personal computers or
other devices caused by software used in our operations could have an adverse effect on our business, results of operations and financial condition.

If government regulations relating to the internet or other areas of our business change, we may need to alter the manner in which we conduct our
business, or incur greater operating expenses.

 The adoption or modification of laws or regulations relating to the internet or other areas of our business could limit or otherwise adversely affect the manner
in which we currently conduct our business. As our service and others like us gain traction in international markets, governments are increasingly looking to
introduce new or extend legacy regulations to these services, in particular those related to broadcast media and tax. In addition, the continued growth and
development of the market for online commerce may lead to more stringent consumer protection laws, which may impose additional burdens on us. If we are
required to comply with new regulations or legislation or new interpretations of existing regulations or legislation, this compliance could cause us to incur
additional expenses or alter our business model.

 Changes in laws or regulations that adversely affect the growth, popularity or use of the internet, including laws impacting net neutrality, could decrease the
demand for our service and increase our cost of doing business. Certain laws intended to prevent network operators from discriminating against the legal traffic
that traverse their networks have been implemented in many countries, including across the European Union. In others, the laws may be nascent or non-existent.
Furthermore, favorable laws may change, including for example, in the United States where net neutrality regulations were recently repealed. Given uncertainty
around these rules, including changing interpretations, amendments or repeal, coupled with potentially significant political and economic power of local network
operators, we could experience discriminatory or anti-competitive practices that could impede our growth, cause us to incur additional expense or otherwise
negatively affect our business.

Changes in how network operators handle and charge for access to data that travel across their networks could adversely impact our business.

 We rely upon the ability of consumers to access our service through the internet. If network operators block, restrict or otherwise impair access to our service
over their networks, our service and business could be negatively affected. To the extent that network operators implement usage based pricing, including
meaningful bandwidth caps, or otherwise try to monetize access to their networks by data providers, we could incur greater operating expenses and our
membership acquisition and retention could be negatively impacted. Furthermore, to the extent network operators create tiers of internet access service and either
charge us for or prohibit us from being available through these tiers, our business could be negatively impacted.

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 Most network operators that provide consumers with access to the internet also provide these consumers with multichannel video programming. As such,
many network operators have an incentive to use their network infrastructure in a manner adverse to our continued growth and success. While we believe that
consumer demand, regulatory oversight and competition will help check these incentives, to the extent that network operators are able to provide preferential
treatment to their data as opposed to ours or otherwise implement discriminatory network management practices, our business could be negatively impacted. The
extent to which these incentives limit operator behavior differ across markets.

Privacy concerns could limit our ability to collect and leverage our membership data and disclosure of membership data could adversely impact our
business and reputation.

 In the ordinary course of business and in particular in connection with content acquisition and merchandising our service to our members, we collect and
utilize data supplied by our members. We currently face certain legal obligations regarding the manner in which we treat such information. Other businesses have
been criticized by privacy groups and governmental bodies for attempts to link personal identities and other information to data collected on the internet regarding
users' browsing and other habits. Increased regulation of data utilization practices, including self-regulation or findings under existing laws that limit our ability to
collect, transfer and use data, could have an adverse effect on our business. In addition, if we were to disclose data about our members in a manner that was
objectionable to them, our business reputation could be adversely affected, and we could face potential legal claims that could impact our operating results.
Internationally, we may become subject to additional and/or more stringent legal obligations concerning our treatment of customer and other personal information,
such as laws regarding data localization and/or restrictions on data export. Failure to comply with these obligations could subject us to liability, and to the extent
that we need to alter our business model or practices to adapt to these obligations, we could incur additional expenses.

Our reputation and relationships with members would be harmed if our membership data, particularly billing data, were to be accessed by unauthorized
persons.
 We maintain personal data regarding our members, including names and billing data. This data is maintained on our own systems as well as that of third
parties we use in our operations. With respect to billing data, such as credit card numbers, we rely on encryption and authentication technology to secure such
information. We take measures to protect against unauthorized intrusion into our members' data. Despite these measures we, our payment processing services or
other third party services we use such as AWS, could experience an unauthorized intrusion into our members' data. In the event of such a breach, current and
potential members may become unwilling to provide the information to us necessary for them to become members. Additionally, we could face legal claims or
regulatory fines or penalties for such a breach. The costs relating to any data breach could be material, and we currently do not carry insurance against the risk of a
data breach. We also maintain employment and personal information concerning our employees, including those on our own productions. Should an unauthorized
intrusion into our members' or employees' data occur, our business could be adversely affected and our larger reputation with respect to data protection could be
negatively impacted.

We are subject to payment processing risk.

 Our members pay for our service using a variety of different payment methods, including credit and debit cards, gift cards, direct debit and online wallets.
We rely on internal systems as well as those of third parties to process payment. Acceptance and processing of these payment methods are subject to certain rules
and regulations and require payment of interchange and other fees. To the extent there are disruptions in our payment processing systems, increases in payment
processing fees, material changes in the payment ecosystem, such as large re-issuances of payment cards, delays in receiving payments from payment processors
and/or changes to rules or regulations concerning payment processing, our revenue, operating expenses and results of operation could be adversely impacted. In
certain instances, we leverage third parties such as our cable and other partners to bill subscribers on our behalf. If these third parties become unwilling or unable to
continue processing payments on our behalf, we would have to find alternative methods of collecting payments, which could adversely impact member acquisition
and retention. In addition, from time to time, we encounter fraudulent use of payment methods, which could impact our results of operation and if not adequately
controlled and managed could create negative consumer perceptions of our service.

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If our trademarks and other proprietary rights are not adequately protected to prevent use or appropriation by our competitors, the value of our brand
and other intangible assets may be diminished, and our business may be adversely affected.

 We rely and expect to continue to rely on a combination of confidentiality and license agreements with our employees, consultants and third parties with
whom we have relationships, as well as trademark, copyright, patent and trade secret protection laws, to protect our proprietary rights. We may also seek to enforce
our proprietary rights through court proceedings or other legal actions. We have filed and we expect to file from time to time for trademark and patent applications.
Nevertheless, these applications may not be approved, third parties may challenge any copyrights, patents or trademarks issued to or held by us, third parties may
knowingly or unknowingly infringe our intellectual property rights, and we may not be able to prevent infringement or misappropriation without substantial
expense to us. If the protection of our intellectual property rights is inadequate to prevent use or misappropriation by third parties, the value of our brand and other
intangible assets may be diminished, competitors may be able to more effectively mimic our service and methods of operations, the perception of our business and
service to members and potential members may become confused in the marketplace, and our ability to attract members may be adversely affected.

 We currently hold various domain names relating to our brand, including Netflix.com. Failure to protect our domain names could adversely affect our
reputation and brand and make it more difficult for users to find our Web site and our service. We may be unable, without significant cost or at all, to prevent third
parties from acquiring domain names that are similar to, infringe upon or otherwise decrease the value of our trademarks and other proprietary rights.

Intellectual property claims against us could be costly and result in the loss of significant rights related to, among other things, our Web site, streaming
technology, our recommendation and merchandising technology, title selection processes and marketing activities.

 Trademark, copyright, patent and other intellectual property rights are important to us and other companies. Our intellectual property rights extend to our
technology, business processes and the content we produce and distribute through our our Web site. We use the intellectual property of third parties in creating
some of our content, merchandising our products and marketing our service through contractual and other rights. From time to time, third parties allege that we
have violated their intellectual property rights. If we are unable to obtain sufficient rights, successfully defend our use, or develop non-infringing technology or
otherwise alter our business practices on a timely basis in response to claims against us for infringement, misappropriation, misuse or other violation of third-party
intellectual property rights, our business and competitive position may be adversely affected. Many companies are devoting significant resources to developing
patents that could potentially affect many aspects of our business. There are numerous patents that broadly claim means and methods of conducting business on the
internet. We have not searched patents relative to our technology. Defending ourselves against intellectual property claims, whether they are with or without merit
or are determined in our favor, results in costly litigation and diversion of technical and management personnel. It also may result in our inability to use our current
Web site, streaming technology, our recommendation and merchandising technology or inability to market our service or merchandise our products. We may also
have to remove content from our service. As a result of a dispute, we may have to develop non-infringing technology, enter into royalty or licensing agreements,
adjust our content, merchandising or marketing activities or take other actions to resolve the claims. These actions, if required, may be costly or unavailable on
terms acceptable to us.

We are engaged in legal proceedings that could cause us to incur unforeseen expenses and could occupy a significant amount of our management's time
and attention.

 From time to time, we are subject to litigation or claims that could negatively affect our business operations and financial position. As we have grown, we
have seen a rise in the number of litigation matters against us. These matters have included copyright and other claims related to our content, patent infringements
as well as consumer and securities class actions, each of which are typically expensive to defend. Litigation disputes could cause us to incur unforeseen expenses,
result in content unavailability, service disruptions and otherwise occupy a significant amount of our management's time and attention, any of which could
negatively affect our business operations and financial position.

We may seek additional capital that may result in stockholder dilution or that may have rights senior to those of our common stockholders.

 From time to time, we may seek to obtain additional capital, either through equity, equity-linked or debt securities. Our cash flows provided by our operating
activities have been negative in each of the last three years, primarily as a result of our decision to increase the amount of original streaming content available on
our service. To the extent our cash flows from

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operations continue to be negative, we anticipate seeking additional capital. The decision to obtain additional capital will depend on, among other things, our
business plans, operating performance and condition of the capital markets. If we raise additional funds through the issuance of equity, equity-linked or debt
securities, those securities may have rights, preferences or privileges senior to the rights of our common stock, and our stockholders may experience dilution. Any
large equity or equity-linked offering could also negatively impact our stock price.
We have a substantial amount of indebtedness and other obligations, including streaming content obligations, which could adversely affect our financial
position.
 We have a substantial amount of indebtedness and other obligations, including streaming content obligations. Moreover, we expect to incur substantial
additional indebtedness in the future and to incur other obligations, including additional streaming content obligations. As of December 31, 2017 , we had $6.5
billion aggregate principal amount of senior notes outstanding (“Notes”). In addition, we have entered into a revolving credit agreement that provides for a $500.0
million unsecured revolving credit facility. As of December 31, 2017 , we have not borrowed any amount under this revolving credit facility. As of December 31,
2017 , we had approximately $7.5 billion of total content liabilities as reflected on our consolidated balance sheet. Such amount does not include streaming content
commitments that do not meet the criteria for liability recognition, the amounts of which are significant. For more information on our streaming content
obligations, including those not on our consolidated balance sheet, see Note 5, Commitments and Contingencies in the accompanying notes to our consolidated
financial statements included in Part II, Item 8, "Financial Statements and Supplementary Data" of this Annual Report on Form 10-K. Our substantial indebtedness
and other obligations, including streaming content obligations, may:
 • make it difficult for us to satisfy our financial obligations, including making scheduled principal and interest payments on our Notes and our other
 obligations;
 • limit our ability to borrow additional funds for working capital, capital expenditures, acquisitions or other general business purposes;
 • limit our ability to use our cash flow or obtain additional financing for future working capital, capital expenditures, acquisitions or other general business
 purposes;
 • require us to use a substantial portion of our cash flow from operations to make debt service payments and pay our other obligations when due;
 • limit our flexibility to plan for, or react to, changes in our business and industry;
 • place us at a competitive disadvantage compared to our less leveraged competitors; and
 • increase our vulnerability to the impact of adverse economic and industry conditions.

 Our streaming obligations include large multi-year commitments. As a result, we may be unable to react to any downturn in the economy or reduction in our
cash flows from operations by reducing our streaming content obligations in the near-term. This could result in our needing to access the capital markets at an
unfavorable time, which may negatively impact our stock price
We may not be able to generate sufficient cash to service our debt and other obligations.

 Our ability to make payments on our debt, including our Notes, and our other obligations will depend on our financial and operating performance, which is
subject to prevailing economic and competitive conditions and to certain financial, business and other factors beyond our control. In each of the last three years,
our cash flows from operating activities have been negative. We may be unable to attain a level of cash flows from operating activities sufficient to permit us to
pay the principal, premium, if any, and interest on our debt, including the Notes, and other obligations, including amounts due under our streaming content
obligations.

 If we are unable to service our debt and other obligations from cash flows, we may need to refinance or restructure all or a portion of such obligations prior to
maturity. Our ability to refinance or restructure our debt and other obligations will depend upon the condition of the capital markets and our financial condition at
such time. Any refinancing or restructuring could be at higher interest rates and may require us to comply with more onerous covenants, which could further
restrict our business operations. If our cash flows are insufficient to service our debt and other obligations, we may not be able to refinance or restructure any of
these obligations on commercially reasonable terms or at all and any refinancing or restructuring could have a material adverse effect on our business, results of
operations, or financial condition.

 If our cash flows are insufficient to fund our debt and other obligations and we are unable to refinance or restructure these obligations, we could face
substantial liquidity problems and may be forced to reduce or delay investments and capital expenditures, or to sell material assets or operations to meet our debt
and other obligations. We cannot assure you that we would be able to implement any of these alternative measures on satisfactory terms or at all or that the
proceeds from such

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alternatives would be adequate to meet any debt or other obligations then due. If it becomes necessary to implement any of these alternative measures, our
business, results of operations, or financial condition could be materially and adversely affected.

We may lose key employees or may be unable to hire qualified employees.
 We rely on the continued service of our senior management, including our Chief Executive Officer and co-founder Reed Hastings, members of our executive
team and other key employees and the hiring of new qualified employees. In our industry, there is substantial and continuous competition for highly-skilled
business, product development, technical and other personnel. We may not be successful in recruiting new personnel and in retaining and motivating existing
personnel, which may be disruptive to our operations.

If our Domestic DVD segment declines faster than anticipated, our business could be adversely affected.
 The number of memberships to our DVD-by-mail offering is declining, and we anticipate that this decline will continue. We believe, however, that the
domestic DVD business will continue to generate significant contribution profit for our business. The contribution profit generated by our domestic DVD business
will help provide capital resources to fund growth or our streaming service. To the extent that the rate of decline in our DVD-by-mail business is greater than we
anticipate, our business could be adversely affected. We do not anticipate increasing resources to our DVD operations and the technology used in its operations
will not be meaningfully improved. To the extent that we experience service interruptions or other degradations in our DVD-by-mail service, members' satisfaction
could be negatively impacted and we could experience an increase in DVD-by-mail member cancellations, which could adversely impact our business.
 If the U.S. Postal Service were to increase postal delivery rates or implement other changes to improve its financial position, such as closing mail processing
facilities or service reductions, such changes could lead to a decrease in customer satisfaction and our Domestic DVD segment's contribution profit could be
adversely affected.

Risks Related to Our Stock Ownership
Provisions in our charter documents and under Delaware law could discourage a takeover that stockholders may consider favorable.
 Our charter documents may discourage, delay or prevent a merger or acquisition that a stockholder may consider favorable because they:
 • authorize our board of directors, without stockholder approval, to issue up to 10,000,000 shares of undesignated preferred stock;
 • provide for a classified board of directors;
 • prohibit our stockholders from acting by written consent;
 • establish advance notice requirements for proposing matters to be approved by stockholders at stockholder meetings; and
 • prohibit stockholders from calling a special meeting of stockholders.

 As a Delaware corporation, we are also subject to certain Delaware anti-takeover provisions. Under Delaware law, a corporation may not engage in a
business combination with any holder of 15% or more of its capital stock unless the holder has held the stock for three years or, among other things, the board of
directors has approved the transaction. Our board of directors could rely on Delaware law to prevent or delay an acquisition of us.

 In addition, a merger or acquisition may trigger retention payments to certain executive employees under the terms of our Amended and Restated Executive
Severance and Retention Incentive Plan, thereby increasing the cost of such a transaction.

Our stock price is volatile.
 The price at which our common stock has traded has fluctuated significantly. The price may continue to be volatile due to a number of factors including the
following, some of which are beyond our control:
 • variations in our operating results, including our membership acquisition and retention, revenues, contribution profits, net income and free cash flow;
 • variations between our actual operating results and the expectations of securities analysts, investors and the financial community;
 • announcements of developments affecting our business, systems or expansion plans by us or others;

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 • competition, including the introduction of new competitors, their pricing strategies and services;
 • market volatility in general;
 • the level of demand for our stock, including the amount of short interest in our stock; and
 • the operating results of our competitors.

 As a result of these and other factors, investors in our common stock may not be able to resell their shares at or above their original purchase price.

 Following certain periods of volatility in the market price of our securities, we became the subject of securities litigation. We may experience more such
litigation following future periods of volatility. This type of litigation may result in substantial costs and a diversion of management’s attention and resources.

Preparing and forecasting our financial results requires us to make judgments and estimates which may differ materially from actual results.

 Given the dynamic nature of our business, and the inherent limitations in predicting the future, forecasts of our revenues, operating margins, net income and
number of total and paid membership additions and other financial and operating data may differ materially from actual results. Such discrepancies could cause a
decline in the trading price of our common stock. In addition, the preparation of consolidated financial statements in conformity with accounting principles
generally accepted in the United States of America also requires management to make estimates and assumptions that affect the reported amounts of assets and
liabilities, disclosures of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the
reported periods. We base such estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances, but
actual results may differ from these estimates. For example, we estimate the period of use, beginning with the month of first availability, of any particular licensed
or produced television series or movie based upon factors including historical and estimated viewing patterns in order to amortize these content assets. If we revise
such estimates it could reduce the amortization period or result in impairment charges for the relevant content assets resulting in greater in-period expenses, which
could cause us to miss our earnings guidance or negatively impact the results we report which could negatively impact our stock price.

Item 1B. Unresolved Staff Comments
 None.

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Item 2. Properties

 Our corporate headquarters are located in Los Gatos, California and consist of leased space aggregating approximately 600,000 square feet.

 In the United States, we lease other offices in various locations, including approximately 400,000 square feet in Los Angeles, California for content
acquisition, marketing and general and administrative operations and Fremont, California for our DVD operations. We also lease office space in other countries to
support international streaming operations.

 We believe that our existing facilities are adequate to meet current requirements, and that suitable additional or substitute space will be available as needed to
accommodate any further physical expansion of operations and for any additional offices.

Item 3. Legal Proceedings
 Information with respect to this item may be found in Note 5 Commitments and Contingencies in the accompanying notes to our consolidated financial
statements included in Part II, Item 8, "Financial Statements and Supplementary Data" of this Annual Report on Form 10-K, under the caption "Legal Proceedings"
which information is incorporated herein by reference.

Item 4. Mine Safety Disclosures
 Not applicable.

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 PART II

Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
Market Information
 Our common stock is traded on the NASDAQ Global Select Market under the symbol “NFLX”. The following table sets forth the intraday high and low
sales prices per share of our common stock for the periods indicated, as reported by the NASDAQ Global Select Market.

 2017 2016
 High Low High Low
First quarter $ 148.29 $ 124.31 $ 122.18 $ 79.95
Second quarter 166.87 138.66 111.85 84.81
Third quarter 191.50 144.25 101.27 84.50
Fourth quarter 204.38 176.58 129.29 97.63

Holders

 As of January 25, 2018 , there were approximately 327 stockholders of record of our common stock, although there is a significantly larger number of
beneficial owners of our common stock.

Dividends

 We have not declared or paid any cash dividends, and we have no present intention of paying any cash dividends in the foreseeable future.

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Stock Performance Graph
 Notwithstanding any statement to the contrary in any of our previous or future filings with the Securities and Exchange Commission, the following
information relating to the price performance of our common stock shall not be deemed “filed” with the Commission or “soliciting material” under the Securities
Exchange Act of 1934 and shall not be incorporated by reference into any such filings.

 The following graph compares, for the five year period ended December 31, 2017 , the total cumulative stockholder return on the Company’s common stock,
as adjusted for the seven-for-one stock split that occurred in July 2015, with the total cumulative return of the NASDAQ Composite Index, the S&P 500 Index and
the RDG Internet Composite Index. Measurement points are the last trading day of each of the Company’s fiscal years ended December 31, 2012 , December 31,
2013 , December 31, 2014 , December 31, 2015 , December 31, 2016 and December 31, 2017 . Total cumulative stockholder return assumes $100 invested at the
beginning of the period in the Company’s common stock, the stocks represented in the NASDAQ Composite Index, the stocks represented in the S&P 500 Index
and the stocks represented in the RDG Internet Composite Index, respectively, and reinvestment of any dividends. Historical stock price performance should not be
relied upon as an indication of future stock price performance. Further information on the stock split can be found in Note 7 Stockholder's Equity in the
accompanying notes to our consolidated financial statements included in Part II, Item 8, "Financial Statements and Supplementary Data" of this Annual Report on
Form 10-K .

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Item 6. Selected Financial Data
 The following selected consolidated financial data is not necessarily indicative of results of future operations and should be read in conjunction with Item 7,
"Management’s Discussion and Analysis of Financial Condition and Results of Operations" and Item 8, "Financial Statements and Supplementary Data." The
following amounts related to earnings per share and shares outstanding have been adjusted for the Company's seven-for-one stock split that occurred in July 2015.
See Note 7 Stockholder's Equity in the accompanying notes to our consolidated financial statements included in Part II, Item 8, "Financial Statements and
Supplementary Data" of this Annual Report on Form 10-K for further detail on the stock split.

Consolidated Statements of Operations:

 Year ended December 31,
 2017 2016 2015 2014 2013
 (in thousands, except per share data)
Revenues $ 11,692,713 $ 8,830,669 $ 6,779,511 $ 5,504,656 $ 4,374,562
Operating income 838,679 379,793 305,826 402,648 228,347
Net income 558,929 186,678 122,641 266,799 112,403
Earnings per share:
 Basic $ 1.29 $ 0.44 $ 0.29 $ 0.63 $ 0.28
 Diluted $ 1.25 $ 0.43 $ 0.28 $ 0.62 $ 0.26
Weighted-average common shares outstanding:
 Basic 431,885 428,822 425,889 420,544 407,385
 Diluted 446,814 438,652 436,456 431,894 425,327

Consolidated Statements of Cash Flows:

 Year Ended December 31,
 2017 2016 2015 2014 2013
 (in thousands)
Net cash (used in) provided by operating activities $ (1,785,948) $ (1,473,984) $ (749,439) $ 16,483 $ 97,831
Free cash flow (1) (2,019,659) (1,659,755) (920,557) (126,699) (16,300)

(1) Free cash flow is defined as net cash (used in) provided by operating and investing activities, excluding the non-operational cash flows from purchases,
 maturities and sales of short-term investments. See Liquidity and Capital Resources for a reconciliation of "free cash flow" to "net cash (used in) provided by
 operating activities."

Consolidated Balance Sheets:

 As of December 31,
 2017 2016 2015 2014 2013
 (in thousands)
Cash, cash equivalents and short-term investments $ 2,822,795 $ 1,733,782 $ 2,310,715 $ 1,608,496 $ 1,200,405
Total content assets, net 14,681,989 11,000,808 7,218,815 4,939,460 3,838,364
Working capital 2,203,662 1,133,634 1,902,216 1,263,899 883,049
Total assets 19,012,742 13,586,610 10,202,871 7,042,500 5,404,025
Long-term debt 6,499,432 3,364,311 2,371,362 885,849 491,462
Non-current content liabilities 3,329,796 2,894,654 2,026,360 1,575,832 1,345,590
Total content liabilities 7,502,837 6,527,365 4,815,383 3,693,073 3,121,573
Total stockholders’ equity 3,581,956 2,679,800 2,223,426 1,857,708 1,333,561

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Other Data:

 As of / Year Ended December 31,
 2017 2016 2015 2014 2013
 (in thousands)
Net global streaming membership additions during period (1) 23,786 19,034 17,371 13,041 11,083
Global streaming memberships (1) 117,582 93,796 74,762 57,391 44,350

(1) A membership (also referred to as a subscription) is defined as the right to receive Netflix service following sign-up and a method of payment being
 provided. Memberships are assigned to territories based on the geographic location used at time of sign-up as determined by our internal systems, which
 utilize industry standard geo-location technology. We offer free-trial memberships to certain new and rejoining members. Total members include those who
 are on a free-trial as long as a method of payment has been provided. A membership is canceled and ceases to be reflected in the above metrics as of the
 effective cancellation date. Voluntary cancellations become effective at the end of the prepaid membership period, while involuntary cancellation of the
 service, as a result of a failed method of payment, becomes effective immediately.

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Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Overview and Results of Operations

 The following represents our consolidated performance highlights:

 As of/ Year Ended December 31, Change
 2017 2016 2015 2017 vs. 2016 2016 vs. 2015
 (in thousands, except revenue per membership and percentages)
Global streaming memberships at end of period 117,582 93,796 74,762 25% 25 %
Global streaming average monthly revenue per paying
membership $ 9.43 $ 8.61 $ 8.15 10% 6%
Revenues $ 11,692,713 $ 8,830,669 $ 6,779,511 32% 30 %
Operating income $ 838,679 $ 379,793 $ 305,826 121% 24 %
Operating margin 7% 4% 5% 75% (20)%
Net income $ 558,929 $ 186,678 $ 122,641 199% 52 %
 Consolidated revenues for the year ended December 31, 2017 increased 32% , including an increase of 21% and 58% in revenues in the Domestic streaming
and International streaming segments, respectively, as compared to the year ended December 31, 2016 . International revenues as of the end of December 31, 2017
accounted for 44% of consolidated revenue for the year ended December 31, 2017 as compared to 36% of consolidated revenues for the year ended December 31,
2016. The increase in consolidated revenues was primarily driven by the growth in the average number of paid streaming memberships globally, the majority of
which was growth in our international memberships. Average paid international streaming memberships accounted for 49% of total average paid streaming
memberships as of December 31, 2017 , as compared to 43% of total average paid streaming memberships as of December 31, 2016 . The impact from
membership growth was coupled with an increase in global streaming average monthly revenue per paying membership resulting from price changes and plan mix.
 The increase in operating income is due primarily to increased revenues partially offset by increased content expenses as we continue to acquire, license and
produce content, including more Netflix originals. This increase in content expenses includes a $39.1 million expense related to unreleased content that we have
abandoned. Headcount costs to support continued improvements in our streaming service, our international expansion and increased content production activities
also increased. The increase in net income was comprised of an increase in operating income and an increase in the tax benefit primarily due to the adoption of
ASU 2016-09 in the first quarter of 2017, partially offset by an increase in interest expense primarily due to the higher principal of notes outstanding and an
increase in foreign exchange losses primarily due to the remeasurement of our euro denominated senior notes.
 We offer three types of streaming membership plans. Our "basic" plan includes access to standard definition quality streaming on a single screen at a time.
Our "standard" plan is our most popular streaming plan and includes access to high definition quality streaming on two screens concurrently. Our "premium" plan
includes access to high definition and ultra-high definition quality content on four screens concurrently. As of December 31, 2017 , pricing on our plans ranged in
the U.S. from $7.99 to $13.99 per month and internationally from the U.S. dollar equivalent of approximately $4 to $20 per month. We expect that from time to
time the prices of our membership plans in each country may increase.

 The following represents the key elements to our segment results of operations:

 • We define contribution profit (loss) as revenues less cost of revenues and marketing expenses incurred by the segment. We believe this is an important
 measure of our operating segment performance as it represents each segment's performance before global corporate costs. As markets within our
 International streaming segment become profitable, we increasingly focus on our global operating margin as a measure of profitability.

 • For the Domestic and International streaming segments, amortization of the streaming content assets makes up the vast majority of cost of revenues.
 Increasingly, we obtain multi-territory or global rights for our streaming content and allocate these rights between Domestic and International streaming
 segments based on estimated fair market value. Expenses associated with the acquisition, licensing and production of streaming content, streaming
 delivery costs and other operations costs make up the remainder of cost of revenues. We have built our own global content delivery network ("Open
 Connect") to help us efficiently stream a high volume of content to our members over the internet. Streaming delivery expenses, therefore, include
 equipment costs related to Open Connect and all third-party costs, such

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 as cloud computing costs, associated with delivering streaming content over the internet. Other operations costs include customer service and payment
 processing fees, including those we pay to our integrated payment partners, as well as other costs incurred in making our content available to members.

 • For the Domestic and International streaming segments, marketing expenses consist primarily of advertising expenses and certain payments made to our
 marketing partners, including consumer electronics manufacturers, MVPD's, mobile operators and ISP's. Advertising expenses include promotional
 activities such as digital and television advertising. Marketing expenses are incurred by our Domestic and International streaming segments given our
 focus on building consumer awareness of the streaming offerings, and in particular our original content.

Segment Results

Domestic Streaming Segment

 As of/ Year Ended December 31, Change
 2017 2016 2015 2017 vs. 2016 2016 vs. 2015
 (in thousands, except revenue per membership and percentages)
Memberships:
 Net additions 5,319 4,693 5,624 626 13% (931) (17)%
 Memberships at end of period 54,750 49,431 44,738 5,319 11% 4,693 10 %
 Paid memberships at end of period 52,810 47,905 43,401 4,905 10% 4,504 10 %
 Average monthly revenue per paying
 membership $ 10.18 $ 9.21 $ 8.50 $ 0.97 11% $ 0.71 8%

Contribution profit:
 Revenues $ 6,153,025 $ 5,077,307 $ 4,180,339 $ 1,075,718 21% $ 896,968 21 %
 Cost of revenues 3,319,230 2,855,789 2,487,193 463,441 16% 368,596 15 %
 Marketing 553,331 382,832 317,646 170,499 45% 65,186 21 %
 Contribution profit 2,280,464 1,838,686 1,375,500 441,778 24% 463,186 34 %
 Contribution margin 37% 36% 33%

 Year ended December 31, 2017 as compared to the year ended December 31, 2016
 In the Domestic streaming segment, we derive revenues from monthly membership fees for services consisting solely of streaming content to our members in
the United States. The increase in our domestic streaming revenues was due to a 10% growth in the average number of paid memberships and an 11% increase in
average monthly revenue per paying membership. The increase in average monthly revenue per paying membership resulted from our price changes and plan mix.
Our standard plan continues to be the most popular plan choice for new memberships.
 The increase in domestic streaming cost of revenues was primarily due to a $419.0 million increase in content amortization relating to our existing and new
streaming content, including more exclusive and original programming. In addition, we had a $44.4 million increase in other costs, such as payment processing
fees and customer service call centers, due to our growing member base.
 Domestic marketing expenses increased primarily due to an increase in advertising and public relations spending as well as increased payments to our
partners. In 2018, we expect marketing spending growth to outpace revenue growth.
 Our Domestic streaming segment had a contribution margin of 37% for the year ended December 31, 2017 , which increased as compared to the contribution
margin of 36% for the year ended December 31, 2016 due to growth in paid memberships and revenue, which continued to outpace content spending.

Year ended December 31, 2016 as compared to the year ended December 31, 2015
 The increase in our domestic streaming revenues was due to a 12% growth in the average number of paid memberships and a 8% increase in average monthly
revenue per paying membership resulting from our price changes and plan mix. The increase in average monthly revenue per paying membership resulted from our
price changes and plan mix. In 2016, we phased out grandfathered pricing and cancellations by members whose grandfathered pricing expired were not material.
 The increase in domestic streaming cost of revenues was primarily due to a $335.4 million increase in content expenses relating to our existing and new
streaming content, including more exclusive and original programming. In addition, we had a

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$33.2 million increase in other costs, such as payment processing fees and customer service call centers, due to our growing member base.
 Domestic marketing expenses increased primarily due to an increase in advertising and public relations spending as well as increased payments to our
partners.
 Our Domestic streaming segment had a contribution margin of 36% for the year ended December 31, 2016 , which increased as compared to the contribution
margin of 33% for the year ended December 31, 2015 due to growth in paid memberships and revenue, which continued to outpace content and marketing
spending.

International Streaming Segment

 As of /Year Ended December 31, Change
 2017 2016 2015 2017 vs. 2016 2016 vs. 2015
 (in thousands, except revenue per membership and percentages)
Memberships:
 Net additions 18,467 14,341 11,747 4,126 29% 2,594 22%
 Memberships at end of period 62,832 44,365 30,024 18,467 42% 14,341 48%
 Paid memberships at end of period 57,834 41,185 27,438 16,649 40% 13,747 50%
 Average monthly revenue per paying
 membership $ 8.66 $ 7.81 $ 7.48 $ 0.85 11% $ 0.33 4%

Contribution profit (loss):
 Revenues $ 5,089,191 $ 3,211,095 $ 1,953,435 $ 1,878,096 58% $ 1,257,660 64%
 Cost of revenues 4,137,911 2,911,370 1,780,375 1,226,541 42% 1,130,995 64%
 Marketing 724,691 608,246 506,446 116,445 19% 101,800 20%
 Contribution profit (loss) 226,589 (308,521) (333,386) 535,110 173% 24,865 7%
 Contribution margin 4% (10)% (17)%

Year ended December 31, 2017 as compared to the year ended December 31, 2016

 In the International streaming segment, we derive revenues from monthly membership fees for services consisting solely of streaming content to our
members outside the United States. We launched our streaming service in Canada in September 2010 and have expanded our services internationally as shown
below.

 The increase in our international revenues was due to the 43% growth in the average number of paid international memberships and an 11% increase in
average monthly revenue per paying membership. The increase in average monthly revenue per paying membership resulted from our price changes and plan mix,
coupled with favorable fluctuations in foreign exchange rates. We estimate that international revenues would have been approximately $21.9 million lower in the
year ended December 31, 2017 if foreign exchange rates had remained consistent with those for the year ended December 31, 2016 . If

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foreign currency exchange rates fluctuate more than expected, revenues and average revenue per paying membership may differ from our expectations.
 The increase in international cost of revenues was primarily due to a $990.3 million increase in content amortization relating to our existing and new
streaming content, including more exclusive and original programming. Other costs increased $236.2 million primarily due to increases in our streaming delivery
expenses, costs associated with our customer service call centers and payment processing fees, all driven by our growing member base, partially offset by
decreases resulting from exchange rate fluctuations.
 International marketing expenses increased mainly due to increased advertising and public relations as well as increased payments to our partners.
 International contribution profit increased $535.1 million year over year as profit growth in our more mature markets offset investments in newer markets.

Year ended December 31, 2016 as compared to the year ended December 31, 2015

 The increase in our international revenues was due to the 57% growth in the average number of paid international memberships and a 4% increase in
average monthly revenue per paying membership. The increase in average monthly revenue per paying membership resulted from our price changes and plan mix,
offset partially by unfavorable fluctuations in foreign exchange rates. We estimate that international revenues would have been approximately $174.0 million
higher in the year ended December 31, 2016 if foreign exchange rates had remained consistent with those for the year ended December 31, 2015 . If foreign
currency exchange rates fluctuate more than expected, revenues and average revenue per paying membership may differ from our expectations.

 The increase in international cost of revenues was primarily due to a $998.5 million increase in content expenses relating to our existing and new streaming
content, including more exclusive and original programming. Other costs increased $132.5 million primarily due to increases in our streaming delivery expenses,
costs associated with our customer service call centers and payment processing fees, all driven by our growing member base, partially offset by decreases resulting
from exchange rate
fluctuations.

 International marketing expenses increased mainly due to expenses for territories launched in the last eighteen months.

 International contribution losses decreased $24.9 million year over year due to growth in paid memberships and revenue, which outpaced the growth in
marketing spending.

Domestic DVD Segment

 As of/ Year Ended December 31, Change
 2017 2016 2015 2017 vs. 2016 2016 vs. 2015
 (in thousands, except revenue per membership and percentages)
Memberships:
 Net losses (731) (790) (863) (59) (7)% (73) (8)%
 Memberships at end of period 3,383 4,114 4,904 (731) (18)% (790) (16)%
 Paid memberships at end of period 3,330 4,029 4,787 (699) (17)% (758) (16)%
 Average monthly revenue per paying
 membership $10.17 $10.22 $10.30 $(0.05) —% $(0.08) (1)%

Contribution profit:
 Revenues $ 450,497 $ 542,267 $ 645,737 $ (91,770) (17)% $ (103,470) (16)%
 Cost of revenues 202,525 262,742 323,908 (60,217) (23)% (61,166) (19)%
 Contribution profit 247,972 279,525 321,829 (31,553) (11)% (42,304) (13)%
 Contribution margin 55% 52% 50%

Year ended December 31, 2017 as compared to the year ended December 31, 2016

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 In the Domestic DVD segment, we derive revenues from our DVD-by-mail membership services. The price per plan for DVD-by-mail varies from $4.99 to
$14.99 per month according to the plan chosen by the member. DVD-by-mail plans differ by the number of DVDs that a member may have out at any given point.
Members electing access to high definition Blu-ray discs, in addition to standard definition DVDs, pay a surcharge ranging from $2 to $3 per month for our most
popular plans. Cost of revenues in the Domestic DVD segment consist primarily of delivery expenses such as packaging and postage costs, content expenses, and
other expenses associated with our DVD processing and customer service centers. The number of memberships to our DVD-by-mail offering is declining, and we
anticipate that this decline will continue.
 Our Domestic DVD segment had a contribution margin of 55% for the year ended December 31, 2017 , up from 52% for the year ended December 31, 2016
due to the decrease in DVD usage by paying members and decreased DVD content expenses.

Year ended December 31, 2016 as compared to the year ended December 31, 2015

 Our Domestic DVD segment had a contribution margin of 52% for the year ended December 31, 2016 , up from 50% for the year ended December 31,
2015 due to the decrease in DVD usage by paying members and decreased DVD content expenses.

Consolidated Operating Expenses

Technology and Development
 Technology and development expenses consist of payroll and related expenses for all technology personnel, as well as other costs incurred in making
improvements to our service offerings, including testing, maintaining and modifying our user interface, our recommendation, merchandising and streaming
delivery technology and infrastructure. Technology and development expenses also include costs associated with computer hardware and software.

 Year Ended December 31, Change
 2017 2016 2015 2017 vs. 2016 2016 vs. 2015
 (in thousands, except percentages)
Technology and development $ 1,052,778 $ 852,098 $ 650,788 $ 200,680 24% $ 201,310 31%
As a percentage of revenues 9% 10% 10%
Year ended December 31, 2017 as compared to the year ended December 31, 2016
 The increase in technology and development expenses was primarily due to a $131.1 million increase in personnel-related costs, including stock-based
compensation expense, resulting from an increase in compensation for existing employees and a 3% growth in average headcount supporting continued
improvements in our streaming service and our international expansion. In addition, third-party expenses, including costs associated with cloud computing,
increased $39.1 million and facilities-related costs increased $30.1 million , primarily driven by costs for our expanded Los Gatos, California headquarters.
Year ended December 31, 2016 as compared to the year ended December 31, 2015
 The increase in technology and development expenses was primarily due to a $162.3 million increase in personnel-related costs, including stock-based
compensation expense, resulting from an increase in compensation for existing employees and a 20% growth in average headcount supporting continued
improvements in our streaming service and our international expansion. In addition, third-party expenses, including costs associated with cloud computing,
increased $27.3 million .

General and Administrative
 General and administrative expenses consist of payroll and related expenses for corporate personnel, as well as for personnel that support global functions
related to content, marketing, public relations and operations other than customer service. General and administrative expenses also includes professional fees and
other general corporate expenses.

 Year Ended December 31, Change
 2017 2016 2015 2017 vs. 2016 2016 vs. 2015
 (in thousands, except percentages)
General and administrative $ 863,568 $ 577,799 $ 407,329 $ 285,769 49% $ 170,470 42%
As a percentage of revenues 7% 7% 6%

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Year ended December 31, 2017 as compared to the year ended December 31, 2016
 General and administrative expenses increased primarily due to a $184.7 million increase in personnel-related costs, including stock-based compensation
expense, resulting from a 56% increase in average headcount primarily to support our international expansion and increased production of original content, and an
increase in compensation for existing employees. In addition, facilities-related costs increased $49.9 million , primarily driven by costs for our expanded Los
Gatos, California headquarters and new Los Angeles, California facility, both of which were placed into operation in the first quarter of 2017. In addition, third-
party expenses, including costs for contractors and consultants, increased $49.4 million .
Year ended December 31, 2016 as compared to the year ended December 31, 2015
 General and administrative expenses increased primarily due to a $148.9 million increase in personnel-related costs, including stock-based compensation
expense, resulting from a 39% increase in average headcount primarily to support our international expansion and increased production of original content, and an
increase in compensation for existing employees. In addition, facilities-related costs increased $16.2 million due to the growth in average headcount.

Interest Expense
 Interest expense consists primarily of the interest associated with our outstanding long-term debt obligations, including the amortization of debt issuance
costs, as well as interest on our lease financing obligations. See Note 4 Long-term Debt in the accompanying notes to our consolidated financial statements
included in Part II, Item 8, "Financial Statements and Supplementary Data" of this Annual Report on Form 10-K for further detail of our long-term debt
obligations.

 Year Ended December 31, Change
 2017 2016 2015 2017 vs. 2016 2016 vs. 2015
 (in thousands, except percentages)
Interest expense $ (238,204) $ (150,114) $ (132,716) $ 88,090 59% $ 17,398 13%
As a percentage of revenues 2% 2% 2%
Year ended December 31, 2017 as compared to the year ended December 31, 2016
 Interest expense for the year ended December 31, 2017 consists primarily of $229.2 million of interest on our notes. The increase in interest expense for the
year ended December 31, 2017 as compared to the year ended December 31, 2016 is due to the increase of long-term debt.
Year ended December 31, 2016 as compared to the year ended December 31, 2015
 Interest expense for the year ended December 31, 2016 consists primarily of $143.3 million of interest on our notes. The increase in interest expense for the
year ended December 31, 2016 as compared to the year ended December 31, 2015 is due to the increase of long-term debt.

Interest and Other Income (Expense)
 Interest and other income (expense) consists primarily of foreign exchange gains and losses on foreign currency denominated balances and interest earned on
cash, cash equivalents and short-term investments.

 Year Ended December 31, Change
 2017 2016 2015 2017 vs. 2016 2016 vs. 2015
 (in thousands, except percentages)
Interest and other income (expense) $ (115,154) $ 30,828 $ (31,225) $ (145,982) (474)% $ 62,053 199%
Year ended December 31, 2017 as compared to the year ended December 31, 2016
 Interest and other income (expense) decreased primarily due to foreign exchange losses. In the year ended December 31, 2017 , the foreign exchange loss of
$127.9 million was primarily driven by the $140.8 million loss from remeasurement of our €1,300 million Senior Notes partially offset by the remeasurement of
cash and content liability positions in currencies other than functional currencies of our European and U.S. entities.

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Year ended December 31, 2016 as compared to the year ended December 31, 2015
 Interest and other income (expense) increased primarily due to foreign exchange. In the year ended December 31, 2016 , the foreign exchange gain of $22.8
million was primarily driven by the remeasurement of significant content liabilities denominated in currencies other than functional currencies.

Provision for Income Taxes

 Year Ended December 31, Change
 2017 2016 2015 2017 vs. 2016 2016 vs. 2015
 (in thousands, except percentages)
Provision for (benefit from) income $ (73,608) $ 73,829 $ 19,244 $ (147,437) (200)% 54,585 284%
taxes
Effective tax rate (15)% 28% 14%
Year ended December 31, 2017 as compared to the year ended December 31, 2016

 At the beginning of 2017, we underwent a corporate restructuring that better aligns our corporate structure with how our business operates. As a result of this
restructuring and our increasing international income, there is now significantly more income being taxed at rates lower than the U.S. tax rate.
 The decrease in our effective tax rate is mainly due to the recognition of excess tax benefits attributable to the adoption of ASU 2016-09 and an increase in
foreign income taxed at rates lower than the U.S. statutory rate. In 2017, the difference between our (15)% effective tax rate and the Federal statutory rate of 35%
was $(243.5) million primarily due to the recognition of excess tax benefits as a component of the provision for income taxes, an increase in foreign income taxed
at rates lower than the U.S. statutory rate and Federal and California research and development credits (“R&D”), partially offset by state taxes and non-deductible
expenses as well as the provisional impact of changes to tax law.
 On December 22, 2017, the Tax Cuts and Jobs Act of 2017 (the “Act”) was signed into law making significant changes to the Internal Revenue Code.
Changes include, but are not limited to, a corporate tax rate decrease from 35% to 21% effective for tax years beginning after December 31, 2017 , the transition of
U.S international taxation from a worldwide tax system to a territorial system, and a one-time transition tax on the mandatory deemed repatriation of cumulative
foreign earnings as of December 31, 2017. We have calculated our best estimate of the impact of the Act in our year end income tax provision in accordance with
our understanding of the Act and guidance available as of the date of this filing and as a result have recorded $79.1 million as additional income tax expense in the
fourth quarter of 2017 , the period in which the legislation was enacted. The provisional amount related to the remeasurement of certain deferred tax assets and
liabilities, based on the rates at which they are expected to reverse in the future, was $46.9 million . The provisional amount related to the one-time transition tax
on the mandatory deemed repatriation of foreign earnings was $32.2 million based on cumulative foreign earnings of $484.9 million . We also recorded a $66.5
million benefit related to foreign taxes expensed in prior years that may now be claimed as a Foreign Tax Credit. We have determined there is sufficient foreign
source income projected to utilize these credits.
Year ended December 31, 2016 as compared to the year ended December 31, 2015
 The increase in our effective tax rate is mainly due to a $13.4 million release of tax reserves in 2015 and an increase in foreign taxes. In 2016, the difference
between our 28% effective tax rate and the Federal statutory rate of 35 % was $17.3 million primarily due to the 2016 Federal and California R&D credits partially
offset by state income taxes, foreign taxes, and nondeductible expenses.

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Liquidity and Capital Resources

 Year Ended December 31,
 2017 2016
 (in thousands)
Cash and cash equivalents and short-term investments $ 2,822,795 $ 1,733,782
Long-term debt 6,499,432 3,364,311

Cash, cash equivalents and short-term investments increased $1,089.0 million in the year ended December 31, 2017 primarily due to cash received from the
issuance of debt partially offset by an increase in cash used in operations. As of December 31, 2017 , cash and cash equivalents held by our foreign subsidiaries
amounted to $611.3 million . The Tax Cut and Jobs Act of 2017 included a one-time transition tax on unremitted foreign earnings, and accordingly, we recorded
tax expense of $32.2 million related to the transition tax on the one-time mandatory deemed repatriation of all our foreign earnings as of December 31, 2017 . See
Note 9 Income Taxes in the accompanying notes to our consolidated financial statements included in Part II, Item 8, "Financial Statements and Supplementary
Data" of this Annual Report on Form 10-K for additional information on income taxes.
 Long-term debt, net of debt issuance costs, increased $3,135.1 million due to long-term note issuances of €1,300.0 million in May 2017 and $1,600.0 million
in October 2017. The earliest maturity date for our outstanding long-term debt is February 2021. In July 2017, we entered into a $500.0 million unsecured
revolving credit facility (“Revolving Credit Agreement”), with an uncommitted incremental facility to increase the amount of the revolving credit facility by up to
an additional $250.0 million subject to certain terms and conditions. As of December 31, 2017 , no amounts had been borrowed under the Revolving Credit
Agreement. See Note 4 Long-term Debt in the accompanying notes to our consolidated financial statements included in Part II, Item 8, "Financial Statements and
Supplementary Data" of this Annual Report on Form 10-K for additional information about long-term debt. We anticipate financing our capital needs in the debt
market, as we believe our after-tax cost of debt is lower than our cost of equity. Our ability to obtain any additional financing that we may choose to, or need to,
obtain will depend on, among other things, our development efforts, business plans, operating performance and the condition of the capital markets at the time we
seek financing. We may not be able to obtain such financing on terms acceptable to us or at all. If we raise additional funds through the issuance of equity or debt
securities, those securities may have rights, preferences or privileges senior to the rights of our common stock, and our stockholders may experience dilution.
 Our primary uses of cash include the acquisition, licensing and production of content, streaming delivery, marketing programs and personnel-related costs.
For licensed content, cash payment terms have historically been in line with the amortization period. Investments in original content, and in particular content that
we produce and own, require more cash upfront relative to licensed content. For example, production costs are paid as the content is created, well in advance of
when the content is available on the service and amortized. We expect to significantly increase our investments in global streaming content, particularly in original
content, which will impact our liquidity and result in future negative free cash flows for many years. We currently anticipate that cash flows from operations,
available funds and access to financing sources, including our revolving credit facility, will continue to be sufficient to meet our cash needs for at least the next
twelve months.

 Free Cash Flow
 We define free cash flow as cash provided by (used in) operating and investing activities excluding the non-operational cash flows from purchases, maturities
and sales of short-term investments. We believe free cash flow is an important liquidity metric because it measures, during a given period, the amount of cash
generated that is available to repay debt obligations, make investments and for certain other activities or the amount of cash used in operations, including
investments in global streaming content. Free cash flow is considered a non-GAAP financial measure and should not be considered in isolation of, or as a
substitute for, net income, operating income, cash flow used in operating activities, or any other measure of financial performance or liquidity presented in
accordance with GAAP.
 In assessing liquidity in relation to our results of operations, we compare free cash flow to net income, noting that the three major recurring differences are
excess content payments over amortization, non-cash stock-based compensation expense and other working capital differences. Working capital differences
include deferred revenue, taxes and semi-annual interest payments on our outstanding debt. Our receivables from members generally settle quickly and deferred
revenue is a source of cash flow.

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 Year Ended December 31,
 2017 2016 2015
 (in thousands)
Net cash used in operating activities $ (1,785,948) $ (1,473,984) $ (749,439)
Net cash provided by (used in) investing activities 34,329 49,765 (179,192)
Net cash provided by financing activities 3,076,990 1,091,630 1,640,277

Non-GAAP free cash flow reconciliation:
Net cash used in operating activities (1,785,948) (1,473,984) (749,439)
Acquisition of DVD content assets (53,720) (77,177) (77,958)
Purchases of property and equipment (173,302) (107,653) (91,248)
Other assets (6,689) (941) (1,912)
Non-GAAP free cash flow $ (2,019,659) $ (1,659,755) $ (920,557)

Year ended December 31, 2017 as compared to the year ended December 31, 2016

 Cash used in operating activities increased $312.0 million resulting in net cash used in operating activities of $1,785.9 million for the year ended
December 31, 2017 . The significant net cash used in operations is due primarily to the increase in investments in streaming content that require more upfront
payments. The payments for streaming content assets increased $2,025.1 million , from $6,880.6 million to $8,905.8 million , or 29% , as compared to an increase
in the amortization of streaming content assets of $1,409.3 million , from $4,788.5 million to $6,197.8 million , or 29% . In addition, we had increased payments
associated with higher operating expenses, primarily related to increased headcount costs to support our continued improvements in our streaming service, our
international expansion and increased content production activities. The increased use of cash was partially offset by a $2,862.0 million or 32% increase in
revenues.
 Cash provided by investing activities decreased by $15.4 million , primarily due to a $65.6 million increase in the purchases of property and equipment,
largely due to the expansion of our Los Gatos, California headquarters, as well as our new office space in Los Angeles, California. This increase in cash used was
partially offset by an increase of $32.5 million in the proceeds from sales and maturities of short-term investments, net of purchases due to the sale of our short-
term investments in July 2017 as well as a decline in DVD purchases of $23.5 million .
 Cash provided by financing activities increased $1,985.4 million primarily due to the $2,988.4 million net proceeds from the issuance of the 3.625% Notes
and 4.875% Notes in the year ended December 31, 2017 as compared to the $989.3 million net proceeds from the issuance of the 4.375% Notes in the year ended
December 31, 2016 .
 Free cash flow was $2,578.6 million lower than net income for the year ended December 31, 2017 primarily due to $2,707.9 million of cash payments for
streaming content assets over streaming amortization expense and $52.9 million of unfavorable other working capital differences partially offset by $182.2 million
of non-cash stock-based compensation expense.

Year ended December 31, 2016 as compared to the year ended December 31, 2015

 Cash used in operating activities increased $724.5 million resulting in net cash used in operating activities of $1,474.0 million for the year ended
December 31, 2016 . The significant net cash used in operations is due primarily to the increase in investments in streaming content that require more upfront
payments. The payments for streaming content assets increased $2,271.4 million , from $4,609.2 million to $6,880.6 million , or 49% . In addition, we had
increased payments associated with higher operating expenses. The increased use of cash was partially offset by a $2,051.2 million or 30% increase in revenues.

 Cash provided by investing activities increased $229.0 million , primarily due to an increase of $243.6 million in the proceeds from sales and maturities of
short-term investments, net of purchases, partially offset by a $16.4 million increase in the purchases of property and equipment, primarily driven by the expansion
of our Los Gatos, California headquarters, as well as our new office space in Los Angeles, California.

 Cash provided by financing activities decreased $548.6 million primarily due to the $1,482.4 million net proceeds from the issuance of the 5.50% Notes and
the 5.875% Notes in the year ended December 31, 2015 as compared to the $989.3 million net proceeds from the issuance of the 4.375% Notes in the year ended
December 31, 2016 .

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 Free cash flow was $1,846.4 million lower than net income for the year ended December 31, 2016 primarily due to $2,092.1 million of cash payments for
streaming content assets over streaming amortization expense partially offset by $173.7 million of non-cash stock-based compensation expense and $72.0 million
of favorable other working capital differences.

Contractual Obligations
 For the purpose of this table, contractual obligations for purchases of goods or services are defined as agreements that are enforceable and legally binding and
that specify all significant terms, including: fixed or minimum quantities to be purchased; fixed, minimum or variable price provisions; and the approximate timing
of the transaction. The expected timing of the payment of the obligations discussed below is estimated based on information available to us as of December 31,
2017 . Timing of payments and actual amounts paid may be different depending on the time of receipt of goods or services or changes to agreed-upon amounts for
some obligations. The following table summarizes our contractual obligations at December 31, 2017 :

 Payments due by Period
 Less than More than
Contractual obligations (in thousands): Total 1 year 1-3 years 3-5 years 5 years
Streaming content obligations (1) $ 17,694,642 $ 7,446,947 $ 8,210,159 $ 1,894,001 $ 143,535
Debt (2) 9,048,828 311,339 627,444 1,761,465 6,348,580
Lease obligations (3) 737,378 101,987 193,815 162,606 278,970
Other purchase obligations (4) 544,933 253,443 220,181 46,590 24,719
 Total $ 28,025,781 $ 8,113,716 $ 9,251,599 $ 3,864,662 $ 6,795,804

(1) As of December 31, 2017 , streaming content obligations were comprised of $4.2 billion included in "Current content liabilities" and $3.3 billion of "Non-
 current content liabilities" on the Consolidated Balance Sheets and $10.2 billion of obligations that are not reflected on the Consolidated Balance Sheets as
 they did not then meet the criteria for recognition.
 Streaming content obligations increased $3.2 billion from $14.5 billion as of December 31, 2016 to $17.7 billion as of December 31, 2017 primarily due to
 multi-year commitments associated with the continued expansion of our exclusive and original programming.
 Streaming content obligations include amounts related to the acquisition, licensing and production of streaming content. An obligation for the production of
 content includes non-cancelable commitments under creative talent and employment agreements. An obligation for the acquisition and licensing of content
 is incurred at the time we enter into an agreement to obtain future titles. Once a title becomes available, a content liability is recorded on the Consolidated
 Balance Sheets. Certain agreements include the obligation to license rights for unknown future titles, the ultimate quantity and/or fees for which are not yet
 determinable as of the reporting date. Traditional film output deals, or certain TV series license agreements where the number of seasons to be aired is
 unknown, are examples of these types of agreements. The contractual obligations table above does not include any estimated obligation for the unknown
 future titles, payment for which could range from less than one year to more than five years. However, these unknown obligations are expected to be
 significant and we believe could include approximately $3 billion to $5 billion over the next three years, with the payments for the vast majority of such
 amounts expected to occur after the next twelve months. The foregoing range is based on considerable management judgments and the actual amounts may
 differ. Once we know the title that we will receive and the license fees, we include the amount in the contractual obligations table above.

(2) Long-term debt obligations include our Notes consisting of principal and interest payments. See Note 4 Long-term Debt in the accompanying notes to our
 consolidated financial statements included in Part II, Item 8, "Financial Statements and Supplementary Data" of this Annual Report on Form 10-K for
 further details.

(3) Lease obligations include lease financing obligations of $15.6 million related to our current Los Gatos, California headquarters for which we are the
 deemed owner for accounting purposes, commitments of $508.3 million for our headquarters in Los Gatos, California, and our office space in Los Angeles,
 California and other commitments of $213.5 million and for facilities under non-cancelable operating leases. These leases have expiration dates varying
 through approximately 2027 .

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(4) Other purchase obligations include all other non-cancelable contractual obligations. These contracts are primarily related to streaming delivery and DVD
 content acquisition.

 As of December 31, 2017 , we had gross unrecognized tax benefits of $42.9 million which was classified in “Other non-current liabilities” and a reduction to
deferred tax assets which was classified as "Other non-current assets" in the consolidated balance sheets. At this time, an estimate of the range of reasonably
possible adjustments to the balance of unrecognized tax benefits cannot be made.

Off-Balance Sheet Arrangements
 We do not have transactions with unconsolidated entities, such as entities often referred to as structured finance or special purpose entities, whereby we have
financial guarantees, subordinated retained interests, derivative instruments, or other contingent arrangements that expose us to material continuing risks,
contingent liabilities, or any other obligation under a variable interest in an unconsolidated entity that provides financing, liquidity, market risk, or credit risk
support to us.

Indemnifications
 The information set forth under Note 6 Guarantees - Indemnification Obligations in the accompanying notes to our consolidated financial statements
included in Part II, Item 8, "Financial Statements and Supplementary Data" of this Annual Report on Form 10-K is incorporated herein by reference.

Critical Accounting Policies and Estimates
The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires
management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosures of contingent assets and liabilities at the date
of the financial statements, and the reported amounts of revenues and expenses during the reported periods. The Securities and Exchange Commission ("SEC") has
defined a company’s critical accounting policies as the ones that are most important to the portrayal of a company’s financial condition and results of operations,
and which require a company to make its most difficult and subjective judgments. Based on this definition, we have identified the critical accounting policies and
judgments addressed below. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the
circumstances. Actual results may differ from these estimates.

Streaming Content
 We acquire, license and produce content, including original programing, in order to offer our members unlimited viewing of TV shows and films. The content
licenses are for a fixed fee and specific windows of availability. Payment terms for certain content licenses and the production of content require more upfront cash
payments relative to the amortization expense. Payments for content, including additions to streaming assets and the changes in related liabilities, are classified
within "Net cash used in operating activities" on the Consolidated Statements of Cash Flows.
 For licenses, we capitalize the fee per title and record a corresponding liability at the gross amount of the liability when the license period begins, the cost of
the title is known and the title is accepted and available for streaming. The portion available for streaming within one year is recognized as “Current content assets,
net” and the remaining portion as “Non-current content assets, net” on the Consolidated Balance Sheets.
 For productions, we capitalize costs associated with the production, including development cost, direct costs and production overhead. We include these
amounts in "Non-current content assets, net" on the Consolidated Balance Sheets. Participations and residuals are expensed in line with the amortization of
production costs.
 Based on factors including historical and estimated viewing patterns, we amortize the content assets (licensed and produced) in “Cost of revenues” on the
Consolidated Statements of Operations, over the shorter of each title's contractual window of availability or estimated period of use or ten years, beginning with the
month of first availability. The amortization is on an accelerated basis as we typically expect more upfront viewing, for instance due to additional merchandising
and marketing efforts. We review factors that impact the amortization of the content assets on a regular basis. Our estimates related to these factors require
considerable management judgment.
 Our business model is subscription based as opposed to a model generating revenues at a specific title level. Therefore, content assets, both licensed and
produced, are reviewed in aggregate at the operating segment level when an event or change in circumstances indicates a change in the expected usefulness. To
date, we have not identified any such event or changes in circumstances. If such changes are identified in the future, these aggregated content assets will be stated
at the lower of unamortized cost, net realizable value or fair value. In addition, unamortized costs for assets that have been, or are expected to be, abandoned are
written off.

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Income Taxes
 We record a provision for income taxes for the anticipated tax consequences of our reported results of operations using the asset and liability method.
Deferred income taxes are recognized by applying enacted statutory tax rates applicable to future years to differences between the financial statement carrying
amounts of existing assets and liabilities and their respective tax bases as well as net operating loss and tax credit carryforwards. The effect on deferred tax assets
and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The measurement of deferred tax assets is reduced, if
necessary, by a valuation allowance for any tax benefits for which future realization is uncertain.
 Although we believe our assumptions, judgments and estimates are reasonable, changes in tax laws or our interpretation of tax laws and the resolution of any
tax audits could significantly impact the amounts provided for income taxes in our consolidated financial statements.
 In evaluating our ability to recover our deferred tax assets, in full or in part, we consider all available positive and negative evidence, including our past
operating results, and our forecast of future earnings, future taxable income and prudent and feasible tax planning strategies. The assumptions utilized in
determining future taxable income require significant judgment and are consistent with the plans and estimates we are using to manage the underlying businesses.
Actual operating results in future years could differ from our current assumptions, judgments and estimates. However, we believe that it is more likely than not that
most of the deferred tax assets recorded on our Consolidated Balance Sheets will ultimately be realized. We record a valuation allowance to reduce our deferred tax
assets to the net amount that we believe is more likely than not to be realized. At December 31, 2017 the valuation allowance of $49.4 million was related to
foreign tax credits that we are not expected to realize.
 We did not recognize certain tax benefits from uncertain tax positions within the provision for income taxes. We may recognize a tax benefit only if it is
more likely than not the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits
recognized in the financial statements from such positions are then measured based on the largest benefit that has a greater than 50% likelihood of being realized
upon settlement. At December 31, 2017 , our estimated gross unrecognized tax benefits were $42.9 million of which $37.9 million , if recognized, would favorably
impact our future earnings. Due to uncertainties in any tax audit outcome, our estimates of the ultimate settlement of our unrecognized tax positions may change
and the actual tax benefits may differ significantly from the estimates.
 On December 22, 2017 , the Tax Cuts and Jobs Act of 2017 (the “Act”) was signed into law making significant changes to the Internal Revenue Code.
Changes include, but are not limited to, a federal corporate tax rate decrease from 35% to 21% for tax years beginning after December 31, 2017 , the transition of
U.S international taxation from a worldwide tax system to a territorial system, and a one-time transition tax on the mandatory deemed repatriation of foreign
earnings. We have estimated our provision for income taxes in accordance with the Act and guidance available as of the date of this filing and as a result have
recorded $79.1 million as additional income tax expense in the fourth quarter of 2017 , the period in which the legislation was enacted. The provisional amount
related to the remeasurement of certain deferred tax assets and liabilities, based on the rates at which they are expected to reverse in the future, was $46.9 million .
The provisional amount related to the one-time transition tax on the mandatory deemed repatriation of foreign earnings was $32.2 million based on cumulative
foreign earnings of $484.9 million.
 On December 22, 2017, Staff Accounting Bulletin No. 118 ("SAB 118") was issued to address the application of US GAAP in situations when a registrant
does not have the necessary information available, prepared, or analyzed (including computations) in reasonable detail to complete the accounting for certain
income tax effects of the Act. In accordance with SAB 118, we have determined that the $46.9 million of the deferred tax expense recorded in connection with the
remeasurement of certain deferred tax assets and liabilities and the $32.2 million of current tax expense recorded in connection with the transition tax on the
mandatory deemed repatriation of foreign earnings was a provisional amount and a reasonable estimate at December 31, 2017. Additional work is necessary for a
more detailed analysis of our deferred tax assets and liabilities and our historical foreign earnings as well as potential correlative adjustments. Any subsequent
adjustment to these amounts will be recorded to current tax expense in the quarter of 2018 when the analysis is complete.

 See Note 9 to the consolidated financial statements for further information regarding income taxes.

Recent Accounting Pronouncements
 The information set forth under Note 1 to the consolidated financial statements under the caption “Basis of Presentation and Summary of Significant
Accounting Policies” is incorporated herein by reference.

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Item 7A. Quantitative and Qualitative Disclosures about Market Risk
 We are exposed to market risks related to interest rate changes and the corresponding changes in the market values of our debt and foreign currency
fluctuations. In July 2017, we sold all short-term investments.

Interest Rate Risk
 At December 31, 2017 , our cash equivalents were generally invested in money market funds, which are not subject to market risk because the interest paid
on such funds fluctuates with the prevailing interest rate.

 As of December 31, 2017 , we had $6.6 billion of debt, consisting of fixed rate unsecured debt in seven tranches due between 2021 and 2028. Refer to Note 4
to the consolidated financial statements for details about all issuances. The fair value of our debt will fluctuate with movements of interest rates, increasing in
periods of declining rates of interest and declining in periods of increasing rates of interest. The fair value of our debt will also fluctuate based on changes in
foreign currency rates, as discussed below.

Foreign Currency Risk
 International revenues and cost of revenues account for 44% and 54% , respectively, of consolidated amounts for the year ended December 31, 2017 . The
majority of international revenues and a smaller portion of expenses are denominated in currencies other than the U.S. dollar and we therefore have foreign
currency risk related to these currencies, which are primarily the euro, the British pound, the Canadian dollar, the Australian dollar, the Japanese yen and the
Brazilian real.
 Accordingly, changes in exchange rates, and in particular a weakening of foreign currencies relative to the U.S. dollar may negatively affect our revenue and
contribution profit (loss) of our International streaming segment as expressed in U.S. dollars. For the year ended December 31, 2017 , we believe our international
revenues would have been approximately $21.9 million lower had foreign currency exchange rates remained consistent with those for the year ended December 31,
2016 .
 We have also experienced and will continue to experience fluctuations in our net income as a result of gains (losses) on the settlement and the remeasurement
of monetary assets and liabilities denominated in currencies that are not the functional currency. In the year ended December 31, 2017 , we recognized a $127.9
million foreign exchange loss which resulted primarily from the remeasurement of our €1,300.0 million Senior Notes and was partially offset by the
remeasurement of significant content liabilities denominated in currencies other than functional currencies of our European and U.S. entities.
 In addition, the effect of exchange rate changes on cash and cash equivalents in the year ended December 31, 2017 was an increase of $29.8 million .
 We do not use foreign exchange contracts or derivatives to hedge any foreign currency exposures. The volatility of exchange rates depends on many factors
that we cannot forecast with reliable accuracy. Our continued international expansion increases our exposure to exchange rate fluctuations and as a result such
fluctuations could have a significant impact on our future results of operations.

Item 8. Financial Statements and Supplementary Data
 The consolidated financial statements and accompanying notes listed in Part IV, Item 15(a)(1) of this Annual Report on Form 10-K are included immediately
following Part IV hereof and incorporated by reference herein.

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
 None.

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Item 9A. Controls and Procedures

(a) Evaluation of Disclosure Controls and Procedures
 Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of our disclosure controls
and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended) as of the end of the period covered by this
Annual Report on Form 10-K. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and
procedures as of the end of the period covered by this Annual Report on Form 10-K were effective in providing reasonable assurance that information required to
be disclosed by us in reports that we file or submit under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported
within the time periods specified in the Securities and Exchange Commission’s rules and forms, and that such information is accumulated and communicated to
our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosures.

 Our management, including our Chief Executive Officer and Chief Financial Officer, does not expect that our disclosure controls and procedures or our
internal controls will prevent all error and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute,
assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the
benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide
absolute assurance that all control issues and instances of fraud, if any, within Netflix have been detected.

(b) Management’s Annual Report on Internal Control Over Financial Reporting
 Our management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rule 13a-15(f) of the
Securities Exchange Act of 1934 as amended (the Exchange Act)). Our management assessed the effectiveness of our internal control over financial reporting as of
December 31, 2017 . In making this assessment, our management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway
Commission (“COSO”) in Internal Control—Integrated Framework (2013 framework). Based on our assessment under the framework in Internal Control—
Integrated Framework (2013 framework), our management concluded that our internal control over financial reporting was effective as of December 31, 2017 .
The effectiveness of our internal control over financial reporting as of December 31, 2017 has been audited by Ernst & Young LLP, an independent registered
public accounting firm, as stated in their report that is included herein.

(c) Changes in Internal Control Over Financial Reporting
 There was no change in our internal control over financial reporting that occurred during the quarter ended December 31, 2017 that has materially affected,
or is reasonably likely to materially affect, our internal control over financial reporting.

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 Report of Independent Registered Public Accounting Firm

The Board of Directors and Stockholders of Netflix, Inc.

Opinion on Internal Control over Financial Reporting
We have audited Netflix, Inc.’s internal control over financial reporting as of December 31, 2017 , based on criteria established in Internal Control - Integrated
Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria). In our opinion, Netflix,
Inc. (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, 2017 , based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance
sheets of the Company as of December 31, 2017 and 2016 , and the related consolidated statements of operations, comprehensive income, stockholders’ equity and
cash flows for each of the three years in the period ended December 31, 2017 of the Company and our report dated January 29, 2018 expressed an unqualified
opinion thereon.

Basis for Opinion
The Company's management is responsible for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal
control over financial reporting included in the accompanying Management’s Annual Report on Internal Control over Financial Reporting. Our responsibility is to
express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and
are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the
Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance
about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal
control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control
based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable
basis for our opinion.

Definition and Limitations of Internal Control Over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the
preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial
reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the
transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of
financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in
accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of
unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of
effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with
the policies or procedures may deteriorate.

 /s/ Ernst & Young LLP
San Jose, California
January 29, 2018

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Item 9B. Other Information
 None.

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 PART III

Item 10. Directors, Executive Officers and Corporate Governance
 Information regarding our directors and executive officers is incorporated by reference from the information contained under the sections “Proposal One:
Election of Directors,” “Section 16(a) Beneficial Ownership Compliance” and “Code of Ethics” in our Proxy Statement for the Annual Meeting of Stockholders.

Item 11. Executive Compensation
 Information required by this item is incorporated by reference from information contained under the section “Compensation of Executive Officers and Other
Matters” in our Proxy Statement for the Annual Meeting of Stockholders.

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
 Information required by this item is incorporated by reference from information contained under the sections “Security Ownership of Certain Beneficial
Owners and Management” and “Equity Compensation Plan Information” in our Proxy Statement for the Annual Meeting of Stockholders.

Item 13. Certain Relationships and Related Transactions, and Director Independence
 Information required by this item is incorporated by reference from information contained under the section “Certain Relationships and Related
Transactions” and “Director Independence” in our Proxy Statement for the Annual Meeting of Stockholders.

Item 14. Principal Accounting Fees and Services
 Information with respect to principal independent registered public accounting firm fees and services is incorporated by reference from the information under
the caption “Proposal Two: Ratification of Appointment of Independent Registered Public Accounting Firm” in our Proxy Statement for the Annual Meeting of
Stockholders.

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 PART IV

Item 15. Exhibits, Financial Statement Schedules

(a) The following documents are filed as part of this Annual Report on Form 10-K:
 (1) Financial Statements:
 The financial statements are filed as part of this Annual Report on Form 10-K under “Item 8. Financial Statements and Supplementary Data.”
 (2) Financial Statement Schedules:
 The financial statement schedules are omitted as they are either not applicable or the information required is presented in the financial statements and
 notes thereto under “Item 8. Financial Statements and Supplementary Data.”
 (3) Exhibits:
 See Exhibit Index immediately following the signature page of this Annual Report on Form 10-K.

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Item 16. Form 10-K Summary

None.

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 NETFLIX, INC.
 INDEX TO FINANCIAL STATEMENTS

 Page
Report of Independent Registered Public Accounting Firm 39
Consolidated Statements of Operations 40
Consolidated Statements of Comprehensive Income 41
Consolidated Statements of Cash Flows 42
Consolidated Balance Sheets 43
Consolidated Statements of Stockholders’ Equity 44
Notes to Consolidated Financial Statements 45

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 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The Board of Directors and Stockholders of Netflix, Inc.

Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of Netflix, Inc. (the Company) as of December 31, 2017 and 2016 , and the related consolidated
statements of operations, comprehensive income, stockholders’ equity and cash flows for each of the three years in the period ended December 31, 2017 . In our
opinion, the financial statements present fairly, in all material respects, the consolidated financial position of the Company at December 31, 2017 and 2016 , and
the consolidated results of its operations and its cash flows for each of the three years in the period ended December 31, 2017 , in conformity with U.S. generally
accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal
control over financial reporting as of December 31, 2017 , based on criteria established in Internal Control - Integrated Framework issued by the Committee of
Sponsoring Organizations of the Treadway Commission (2013 Framework) and our report dated January 29, 2018 expressed an unqualified opinion thereon.

Basis for Opinion
These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on
our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the
U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to
assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such
procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the
accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe
that our audits provide a reasonable basis for our opinion.

 /s/ Ernst & Young LLP
We have served as the Company's auditor since 2012.
San Jose, California
January 29, 2018

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 NETFLIX, INC.

 CONSOLIDATED STATEMENTS OF OPERATIONS
 (in thousands, except per share data)

 Year ended December 31,
 2017 2016 2015
Revenues $ 11,692,713 $ 8,830,669 $ 6,779,511
 Cost of revenues 7,659,666 6,029,901 4,591,476
 Marketing 1,278,022 991,078 824,092
 Technology and development 1,052,778 852,098 650,788
 General and administrative 863,568 577,799 407,329
Operating income 838,679 379,793 305,826
Other income (expense):
 Interest expense (238,204) (150,114) (132,716)
 Interest and other income (expense) (115,154) 30,828 (31,225)
Income before income taxes 485,321 260,507 141,885
Provision for (benefit from) income taxes (73,608) 73,829 19,244
Net income $ 558,929 $ 186,678 $ 122,641
Earnings per share:
 Basic $ 1.29 $ 0.44 $ 0.29
 Diluted $ 1.25 $ 0.43 $ 0.28
Weighted-average common shares outstanding:
 Basic 431,885 428,822 425,889
 Diluted 446,814 438,652 436,456

 See accompanying notes to consolidated financial statements.

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 NETFLIX, INC.

 CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
 (in thousands)

 Year ended December 31,
 2017 2016 2015
Net income $ 558,929 $ 186,678 $ 122,641
Other comprehensive income (loss):
 Foreign currency translation adjustments 27,409 (5,464) (37,887)
 Change in unrealized gains (losses) on available-for-sale securities, net of tax of $378, $126, and 599 207 (975)
 $(598), respectively
 Total other comprehensive income (loss) 28,008 (5,257) (38,862)
Comprehensive income $ 586,937 $ 181,421 $ 83,779

 See accompanying notes to consolidated financial statements.

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 NETFLIX, INC.

 CONSOLIDATED STATEMENTS OF CASH FLOWS
 (in thousands)

 Year Ended December 31,
 2017 2016 2015
Cash flows from operating activities:
Net income $ 558,929 $ 186,678 $ 122,641
Adjustments to reconcile net income to net cash used in operating activities:
 Additions to streaming content assets (9,805,763) (8,653,286) (5,771,652)
 Change in streaming content liabilities 900,006 1,772,650 1,162,413
 Amortization of streaming content assets 6,197,817 4,788,498 3,405,382
 Amortization of DVD content assets 60,657 78,952 79,380
 Depreciation and amortization of property, equipment and intangibles 71,911 57,528 62,283
 Stock-based compensation expense 182,209 173,675 124,725
 Excess tax benefits from stock-based compensation — (65,121) (80,471)
 Other non-cash items 57,207 40,909 31,628
 Foreign currency remeasurement loss on long-term debt 140,790 — —
 Deferred taxes (208,688) (46,847) (58,655)
 Changes in operating assets and liabilities:
 Other current assets (234,090) 46,970 18,693
 Accounts payable 74,559 32,247 51,615
 Accrued expenses 114,337 68,706 48,810
 Deferred revenue 177,974 96,751 72,135
 Other non-current assets and liabilities (73,803) (52,294) (18,366)
 Net cash used in operating activities (1,785,948) (1,473,984) (749,439)
Cash flows from investing activities:
Acquisitions of DVD content assets (53,720) (77,177) (77,958)
Purchases of property and equipment (173,302) (107,653) (91,248)
Other assets (6,689) (941) (1,912)
Purchases of short-term investments (74,819) (187,193) (371,915)
Proceeds from sale of short-term investments 320,154 282,484 259,079
Proceeds from maturities of short-term investments 22,705 140,245 104,762
 Net cash provided by (used in) investing activities 34,329 49,765 (179,192)
Cash flows from financing activities:
Proceeds from issuance of debt 3,020,510 1,000,000 1,500,000
Issuance costs (32,153) (10,700) (17,629)
Proceeds from issuance of common stock 88,378 36,979 77,980
Excess tax benefits from stock-based compensation — 65,121 80,471
Other financing activities 255 230 (545)
 Net cash provided by financing activities 3,076,990 1,091,630 1,640,277
Effect of exchange rate changes on cash and cash equivalents 29,848 (9,165) (15,924)
Net increase (decrease) in cash and cash equivalents 1,355,219 (341,754) 695,722
Cash and cash equivalents, beginning of year 1,467,576 1,809,330 1,113,608
Cash and cash equivalents, end of year $ 2,822,795 $ 1,467,576 $ 1,809,330
Supplemental disclosure:
Income taxes paid $ 113,591 $ 26,806 $ 27,658
Interest paid 213,313 138,566 111,761
Increase (decrease) in investing activities included in liabilities (32,643) 27,504 (4,978)
 See accompanying notes to consolidated financial statements.

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 NETFLIX, INC.

 CONSOLIDATED BALANCE SHEETS
 (in thousands, except share and per share data)

 As of December 31,
 2017 2016
Assets
Current assets:
 Cash and cash equivalents $ 2,822,795 $ 1,467,576
 Short-term investments — 266,206
 Current content assets, net 4,310,934 3,726,307
 Other current assets 536,245 260,202
 Total current assets 7,669,974 5,720,291
Non-current content assets, net 10,371,055 7,274,501
Property and equipment, net 319,404 250,395
Other non-current assets 652,309 341,423
 Total assets $ 19,012,742 $ 13,586,610
Liabilities and Stockholders’ Equity
Current liabilities:
 Current content liabilities $ 4,173,041 $ 3,632,711
 Accounts payable 359,555 312,842
 Accrued expenses 315,094 197,632
 Deferred revenue 618,622 443,472
 Total current liabilities 5,466,312 4,586,657
Non-current content liabilities 3,329,796 2,894,654
Long-term debt 6,499,432 3,364,311
Other non-current liabilities 135,246 61,188
 Total liabilities 15,430,786 10,906,810
Commitments and contingencies (Note 5)
Stockholders’ equity:
 Preferred stock, $0.001 par value; 10,000,000 shares authorized at December 31, 2017 and 2016; no shares
 issued and outstanding at December 31, 2017 and 2016 — —
 Common stock, $0.001 par value; 4,990,000,000 shares authorized at December 31, 2017 and December 31,
 2016, respectively; 433,392,686 and 430,054,212 issued and outstanding at December 31, 2017 and
 December 31, 2016, respectively 1,871,396 1,599,762
 Accumulated other comprehensive loss (20,557) (48,565)
 Retained earnings 1,731,117 1,128,603
 Total stockholders’ equity 3,581,956 2,679,800
 Total liabilities and stockholders’ equity $ 19,012,742 $ 13,586,610

 See accompanying notes to consolidated financial statements.

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 NETFLIX, INC.

 CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
 (in thousands, except share data)

 Accumulated
 Other Total
 Common Stock and Additional Comprehensive Retained Stockholders’
 Paid-in Capital Income (Loss) Earnings Equity
 Shares Amount
Balances as of December 31, 2014 422,910,887 $ 1,042,870 $ (4,446) $ 819,284 $1,857,708
 Net income — — — 122,641 122,641
 Other comprehensive loss — — (38,862) — (38,862)
 Issuance of common stock upon exercise of options 5,029,553 77,334 — — 77,334
 Stock-based compensation expense — 124,725 — — 124,725
 Excess stock option income tax benefits — 79,880 — — 79,880
Balances as of December 31, 2015 427,940,440 $ 1,324,809 $ (43,308) $ 941,925 $2,223,426
 Net income — — — 186,678 186,678
 Other comprehensive loss — — (5,257) — (5,257)
 Issuance of common stock upon exercise of options 2,113,772 36,979 — — 36,979
 Stock-based compensation expense — 173,675 — — 173,675
 Excess stock option income tax benefits — 64,299 — — 64,299
Balances as of December 31, 2016 430,054,212 $ 1,599,762 $ (48,565) $1,128,603 $2,679,800
 Net income — — — 558,929 558,929
 Other comprehensive income — — 28,008 — 28,008
 Issuance of common stock upon exercise of options 3,338,474 89,425 — — 89,425
 Stock-based compensation expense — 182,209 — — 182,209
 Cumulative Effect Adjustment of ASU 2016-09 (Note 1) — — — 43,585 43,585
Balances as of December 31, 2017 433,392,686 $ 1,871,396 $ (20,557) $1,731,117 $3,581,956

 See accompanying notes to consolidated financial statements.

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 NETFLIX, INC.
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1. Organization and Summary of Significant Accounting Policies
Description of Business
 Netflix, Inc. (the “Company”) was incorporated on August 29, 1997 and began operations on April 14, 1998. The Company is the world’s leading internet
television network with over 117 million streaming memberships in over 190 countries enjoying more than 140 million hours of TV shows and movies per day,
including original series, documentaries and feature films. Members can watch as much as they want, anytime, anywhere, on nearly any internet-connected screen.
Members can play, pause and resume watching, all without commercials or commitments. Additionally, in the United States ("U.S."), members can receive DVDs.
 The Company has three reportable segments: Domestic streaming, International streaming and Domestic DVD, all of which derive revenue from monthly
membership fees. See Note 11 to the consolidated financial statements for further detail on the Company's segments.

Basis of Presentation
 The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. Intercompany balances and transactions have
been eliminated.

Use of Estimates
 The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires
management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of
the financial statements, and the reported amounts of revenues and expenses during the reporting periods. Significant items subject to such estimates and
assumptions include the streaming content asset amortization policy and the recognition and measurement of income tax assets and liabilities. The Company bases
its estimates on historical experience and on various other assumptions that the Company believes to be reasonable under the circumstances. On an ongoing basis,
the Company evaluates these assumptions, judgments and estimates. Actual results may differ from these estimates.

Recently adopted accounting pronouncements
 In March 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2016-09, Improvements to Employee
Share-Based Payment Accounting , which amends Accounting Standards Codification ("ASC") Topic 718, Compensation – Stock Compensation . ASU 2016-09
simplifies several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity
or liabilities, and classification on the statement of cash flows. Under the new standard, all excess tax benefits and tax deficiencies are recorded as a component of
the provision for income taxes in the reporting period in which they occur. Additionally, ASU 2016-09 requires that the Company present excess tax benefits on
the Statement of Cash Flows as an operating activity. ASU 2016-09 is effective for fiscal years beginning after December 15, 2016, and interim periods within
those fiscal years. The Company adopted ASU 2016-09 in fiscal year 2017 and elected to apply this adoption prospectively. Prior periods have not been adjusted.
See Note 9 to the consolidated financial statements for information regarding the impact on the Company’s financial statements.
 In January 2017, the FASB issued ASU 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business . The standard provides
guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. If substantially all of
the fair value of the gross assets acquired (or disposed of) is concentrated in a single asset or a group of similar assets, the assets acquired (or disposed of) are not
considered a business. ASU 2017-01 is effective for fiscal periods beginning after December 15, 2017 (including interim periods within those periods) with early
adoption permitted. The Company early adopted the standard in the third quarter of 2017 on a prospective basis and the impact on its consolidated financial
statements was not material.

Recently issued accounting pronouncements not yet adopted
 In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606) which amended the existing accounting standards for
revenue recognition. ASU 2014-09 establishes principles for recognizing revenue upon the transfer of promised goods or services to customers, in an amount that
reflects the expected consideration received in exchange for those goods or services. In July 2015, the FASB deferred the effective date for annual reporting
periods beginning after December 15, 2017 (including interim reporting periods within those periods). The amendments may be applied

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retrospectively to each prior period (full retrospective) or retrospectively with the cumulative effect recognized as of the date of initial application (modified
retrospective). The Company will adopt ASU 2014-09 in the first quarter of 2018 and apply the modified retrospective approach. Because the Company's primary
source of revenues is from monthly membership fees which are recognized ratably over each monthly membership period, the Company does not expect the impact
on its consolidated financial statements to be material.
 In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) in order to increase transparency and comparability among organizations by
recognizing lease assets and lease liabilities on the balance sheet for those leases classified as operating leases under previous GAAP. ASU 2016-02 requires that a
lessee should recognize a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease
term on the balance sheet. ASU 2016-02 is effective for fiscal years beginning after December 15, 2018 (including interim periods within those periods) using a
modified retrospective approach and early adoption is permitted. The Company will adopt ASU 2016-02 in the first quarter of 2019. Although the Company is in
the process of evaluating the impact of adoption of the ASU on its consolidated financial statements, the Company currently believes the most significant changes
will be related to the recognition of new right-of-use assets and lease liabilities on the Company's balance sheet for real estate operating leases.
 In November 2016, the FASB issued ASU 2016-18, Restricted Cash , which requires amounts generally described as restricted cash and restricted cash
equivalents be included with cash and cash equivalents when reconciling the total beginning and ending amounts for the periods shown on the statement of cash
flows. ASU 2016-08 is effective for fiscal years beginning after December 15, 2017 (including interim periods within those periods) using a retrospective transition
method to each period presented. The Company will adopt ASU 2016-18 in the first quarter of 2018 and does not expect the impact on its consolidated financial
statements to be material.
 In January 2018, the FASB released guidance on the accounting for tax on the global intangible low-taxed income ("GILTI") provisions of the Tax Cuts and
Jobs Act (the "Act"). The GILTI provisions impose a tax on foreign income in excess of a deemed return on tangible assets of foreign corporations. The guidance
indicates that either accounting for deferred taxes related to GILTI inclusions or to treat any taxes on GILTI inclusions as period cost are both acceptable methods
subject to an accounting policy election. Effective the first quarter of 2018, the Company will elect to treat any potential GILTI inclusions as a period cost as we
are not projecting any material impact from GILTI inclusions and any deferred taxes related to any inclusion would be immaterial.

Cash Equivalents and Short-term Investments
 The Company considers investments in instruments purchased with an original maturity of 90 days or less to be cash equivalents. The Company also
classifies amounts in transit from payment processors for customer credit card and debit card transactions as cash equivalents.
 In July 2017, the Company sold all short-term investments. The Company classified short-term investments, which consisted of marketable securities with
original maturities in excess of 90 days as available-for-sale. Short-term investments were reported at fair value with unrealized gains and losses included in
“Accumulated other comprehensive loss” within Stockholders’ equity in the Consolidated Balance Sheets. The amortization of premiums and discounts on the
investments, realized gains and losses, and declines in value judged to be other-than-temporary on available-for-sale securities are included in “Interest and other
income (expense)” in the Consolidated Statements of Operations. The Company used the specific identification method to determine cost in calculating realized
gains and losses upon the sale of short-term investments.
 Short-term investments were reviewed periodically to identify possible other-than-temporary impairment. When evaluating the investments, the Company
reviewed factors such as the length of time and extent to which fair value has been below cost basis, the financial condition of the issuer, the Company’s intent to
sell, or whether it would be more likely than not that the Company would be required to sell the investments before the recovery of their amortized cost basis.

Streaming Content
 The Company acquires, licenses and produces content, including original programming, in order to offer members unlimited viewing of TV shows and films.
The content licenses are for a fixed fee and specific windows of availability. Payment terms for certain content licenses and the production of content require more
upfront cash payments relative to the amortization expense. Payments for content, including additions to streaming assets and the changes in related liabilities, are
classified within "Net cash used in operating activities" on the Consolidated Statements of Cash Flows.
 For licenses, the Company capitalizes the fee per title and records a corresponding liability at the gross amount of the liability when the license period begins,
the cost of the title is known and the title is accepted and available for streaming. The portion available for streaming within one year is recognized as “Current
content assets, net” and the remaining portion as “Non-current content assets, net” on the Consolidated Balance Sheets.

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 For productions, the Company capitalizes costs associated with the production, including development costs, direct costs and production overhead. These
amounts are included in "Non-current content assets, net" on the Consolidated Balance Sheets. Participations and residuals are expensed in line with the
amortization of production costs.
 Based on factors including historical and estimated viewing patterns, the Company amortizes the content assets (licensed and produced) in “Cost of revenues”
on the Consolidated Statements of Operations over the shorter of each title's contractual window of availability or estimated period of use or 10 years, beginning
with the month of first availability. The amortization is on an accelerated basis, as the Company typically expects more upfront viewing, for instance due to
additional merchandising and marketing efforts. The Company reviews factors impacting the amortization of the content assets on an ongoing basis. The
Company's estimates related to these factors require considerable management judgment.
 The Company's business model is subscription based as opposed to a model generating revenues at a specific title level. Therefore, content assets, both
licensed and produced, are reviewed in aggregate at the operating segment level when an event or change in circumstances indicates a change in the expected
usefulness of the content or that the net realizable value or fair value may be less than amortized cost. To date, the Company has not identified any such event or
changes in circumstances. If such changes are identified in the future, these aggregated content assets will be stated at the lower of unamortized cost, net realizable
value or fair value. In addition, unamortized costs for assets that have been, or are expected to be, abandoned are written off.

Property and Equipment
 Property and equipment are carried at cost less accumulated depreciation. Depreciation is calculated using the straight-line method over the shorter of the
estimated useful lives of the respective assets, generally up to 30 years , or the lease term for leasehold improvements, if applicable. Leased buildings are
capitalized and included in property and equipment when the Company was involved in the construction funding and did not meet the “sale-leaseback” criteria.

Revenue Recognition
 The Company's primary source of revenues are from monthly membership fees. Members are billed in advance of the start of their monthly membership and
revenues are recognized ratably over each monthly membership period. Revenues are presented net of the taxes that are collected from members and remitted to
governmental authorities. Deferred revenue consists of membership fees billed that have not been recognized and gift and other prepaid memberships that have not
been redeemed.

Marketing
 Marketing expenses consist primarily of advertising expenses and certain payments made to the Company’s partners, including consumer electronics (“CE”)
manufacturers, multichannel video programming distributors (“MVPDs”), mobile operators and internet service providers (“ISPs”). Advertising expenses include
promotional activities such as digital and television advertising. Advertising costs are expensed as incurred. Advertising expenses were $1,091.1 million , $842.4
million and $714.3 million for the years ended December 31, 2017 , 2016 and 2015 , respectively.

Research and Development
 Research and development expenses are included within "Technology and Development" on the Company's Consolidated Statements of Operations and
primarily consist of payroll and related costs incurred in making improvements to our service offerings. Research and development expenses were $981.3 million ,
$768.3 million and $570.0 million for the years ended December 31, 2017 , 2016 and 2015 , respectively.

Income Taxes
 The Company records a provision for income taxes for the anticipated tax consequences of the reported results of operations using the asset and liability
method. Deferred income taxes are recognized by applying enacted statutory tax rates applicable to future years to differences between the financial statement
carrying amounts of existing assets and liabilities and their respective tax bases as well as net operating loss and tax credit carryforwards. The effect on deferred
tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The measurement of deferred tax assets is
reduced, if necessary, by a valuation allowance for any tax benefits for which future realization is uncertain.

 The Company did not recognize certain tax benefits from uncertain tax positions within the provision for income taxes. The Company may recognize a tax
benefit only if it is more likely than not the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position.
The tax benefits recognized in the financial statements from such positions are then measured based on the largest benefit that has a greater than 50% likelihood of
being realized upon

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settlement. The Company recognizes interest and penalties related to uncertain tax positions in income tax expense. See Note 9 to the consolidated financial
statements for further information regarding income taxes.

Foreign Currency
 The functional currency for the Company's subsidiaries is determined based on the primary economic environment in which the subsidiary operates. The
Company translates the assets and liabilities of its non-U.S. dollar functional currency subsidiaries into U.S. dollars using exchange rates in effect at the end of
each period. Revenues and expenses for these subsidiaries are translated using rates that approximate those in effect during the period. Gains and losses from these
translations are recognized in cumulative translation adjustment included in "Accumulated other comprehensive loss" in Stockholders’ equity on the Consolidated
Balance Sheets.
 Prior to January 1, 2015, the functional currency of certain of the Company's European entities was the British pound. The Company changed the functional
currency of these entities to the euro effective January 1, 2015 following the redomiciliation of the European headquarters and the launch of the Netflix service in
several significant European countries. The change in functional currency was applied prospectively from January 1, 2015. Monetary assets and liabilities have
been remeasured to the euro at current exchange rates. Non-monetary assets and liabilities have been remeasured to the euro using the exchange rate effective for
the period in which the balance arose. As a result of this change of functional currency, the Company recorded a $21.8 million cumulative translation adjustment
included in other comprehensive loss for year ended December 31, 2015 .
 The Company remeasures monetary assets and liabilities that are not denominated in the functional currency at exchange rates in effect at the end of each
period. Gains and losses from these remeasurements are recognized in interest and other income (expense). Foreign currency transactions resulted in a loss of
$127.9 million for the year ended December 31, 2017 and a gain of $22.8 million and a loss of $37.3 million for the years ended December 31, 2016 and 2015
respectively.

Earnings Per Share
 In June 2015, the Company's Board of Directors declared a seven -for-one stock split in the form of a stock dividend that was paid on July 14, 2015 to all
shareholders of record as of July 2, 2015 ("Stock Split"). Outstanding share and per-share amounts disclosed for all periods provided have been retroactively
adjusted to reflect the effects of the Stock Split.
 Basic earnings per share is computed using the weighted-average number of outstanding shares of common stock during the period. Diluted earnings per
share is computed using the weighted-average number of outstanding shares of common stock and, when dilutive, potential common shares outstanding during the
period. Potential common shares consist of incremental shares issuable upon the assumed exercise of stock options. The computation of earnings per share is as
follows:

 Year ended December 31,
 2017 2016 2015
 (in thousands, except per share data)
Basic earnings per share:
 Net income $ 558,929 $ 186,678 $ 122,641
 Shares used in computation:
 Weighted-average common shares outstanding 431,885 428,822 425,889
 Basic earnings per share $ 1.29 $ 0.44 $ 0.29
Diluted earnings per share:
 Net income $ 558,929 $ 186,678 $ 122,641
 Shares used in computation:
 Weighted-average common shares outstanding 431,885 428,822 425,889
 Employee stock options 14,929 9,830 10,567
 Weighted-average number of shares 446,814 438,652 436,456
 Diluted earnings per share $ 1.25 $ 0.43 $ 0.28

 Employee stock options with exercise prices greater than the average market price of the common stock were excluded from the diluted calculation as their
inclusion would have been anti-dilutive. The following table summarizes the potential common shares excluded from the diluted calculation:

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 Year ended December 31,
 2017 2016 2015
 (in thousands)
Employee stock options 189 1,545 517

Stock-Based Compensation
 The Company grants fully vested non-qualified stock options to its employees on a monthly basis. As a result of immediate vesting, stock-based
compensation expense is fully recognized on the grant date, and no estimate is required for post-vesting option forfeitures. See Note 7 to the consolidated financial
statements for further information regarding stock-based compensation.

2. Short-term Investments

 In July 2017, the Company sold all short-term investments. As of December 31, 2017 , $449.7 million and $1.3 million of money market funds, classified
as Level 1 securities, were included in Cash and cash equivalents and Non-current assets, respectively, on the Company's Consolidated Balance Sheet. Foreign
time deposits of $300.8 million , classified as Level 2 securities, were included in Cash and cash equivalents on the Company's Consolidated Balance Sheet.
Additionally, $4.4 million of restricted cash is included in Non-current assets on the Company's Consolidated Balance Sheet. Amounts included in Non-current
assets are primarily related to workers compensation deposits and letter of credit agreements.

 The following table summarizes, by major security type, the Company’s assets that were measured at fair value on a recurring basis and were categorized
using the fair value hierarchy and where they are classified on the Consolidated Balance Sheets as of December 31, 2016.
 Gross Gross
 Amortized Unrealized Unrealized Estimated Cash and cash Short-term Non-current
 Cost Gains Losses Fair Value equivalents investments assets (1)
 (in thousands)
Cash $ 1,267,523 $ — $ — $ 1,267,523 $ 1,264,126 $ — $ 3,397
Level 1 securities:
 Money market funds 204,967 — — 204,967 203,450 — 1,517
Level 2 securities:
Corporate debt securities 199,843 110 (731) 199,222 — 199,222 —
Government securities 35,944 — (128) 35,816 — 35,816 —
 Certificate of deposit 9,833 — — 9,833 — 9,833 —
 Agency securities 21,563 — (228) 21,335 — 21,335 —
Total $ 1,739,673 $ 110 $ (1,087) $ 1,738,696 $ 1,467,576 $ 266,206 $ 4,914

(1) Primarily restricted cash that is related to workers compensation deposits and letter of credit agreements.

 Fair value is a market-based measurement that should be determined based on the assumptions that market participants would use in pricing an asset or
liability. The hierarchy level assigned to each security in the Company’s available-for-sale portfolio and cash equivalents is based on its assessment of the
transparency and reliability of the inputs used in the valuation of such instrument at the measurement date. The fair value of available-for-sale securities and cash
equivalents included in the Level 1 category is based on quoted prices that are readily and regularly available in an active market. The fair value of available-for-
sale securities included in the Level 2 category is based on observable inputs, such as quoted prices for similar assets at the measurement date; quoted prices in
markets that are not active; or other inputs that are observable, either directly or indirectly. These values were obtained from an independent pricing service and
were evaluated using pricing models that vary by asset class and may incorporate available trade, bid and other market information and price quotes from well-
established independent pricing vendors and broker-dealers. The Company’s procedures include controls to ensure that appropriate fair values are recorded, such as
comparing prices obtained from multiple independent sources. See Note 4 to the consolidated financial statements for further information regarding the fair value
of the Company’s senior notes.

 There were no material other-than-temporary impairments or credit losses related to available-for-sale securities in the years ended December 31, 2017 ,
2016 or 2015 .

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 There were no material gross realized gains or losses from the sale of available-for-sale investments in the years ended December 31, 2017 , 2016 and 2015 .
Realized gains and losses and interest income are included in "Interest and other income (expense)" on the Consolidated Statements of Operations.

3. Balance Sheet Components
Content Assets
 Content assets consisted of the following:

 As of December 31,
 2017 2016
 (in thousands)

Licensed content, net $ 11,771,778 $ 9,595,315
Produced content, net
Released, less amortization 1,427,256 335,400
In production 1,311,137 1,010,463
In development and pre-production 158,517 34,215
 2,896,910 1,380,078
DVD, net 13,301 25,415
 Total $ 14,681,989 $ 11,000,808

Current content assets, net $ 4,310,934 $ 3,726,307
Non-current content assets, net $ 10,371,055 $ 7,274,501

 On average, over 90% of a licensed or produced streaming content asset is expected to be amortized within four years after its month of first availability.
 As of December 31, 2017, over 30% of the $14.7 billion unamortized cost is expected to be amortized within one year and 29% , 78% and over 80% of the
$1.4 billion unamortized cost of the produced content that has been released is expected to be amortized within one year, three years and four years, respectively.
 As of December 31, 2017, the amount of accrued participations and residuals was not material.

 Property and Equipment, Net
 Property and equipment and accumulated depreciation consisted of the following:

 As of December 31,
 Estimated Useful Lives
 2017 2016 (in Years)
 (in thousands)
Information technology assets $ 223,850 $ 185,345 3 years
Furniture and fixtures 49,217 32,185 3 years
Buildings 40,681 40,681 30 years
Leasehold improvements 229,848 107,945 Over life of lease
DVD operations equipment 59,316 70,152 5 years
Corporate aircraft 30,039 — 8 years
Capital work-in-progress 8,267 108,296
Property and equipment, gross 641,218 544,604
Less: Accumulated depreciation (321,814) (294,209)
Property and equipment, net $ 319,404 $ 250,395

The decrease in capital work-in-progress from December 31, 2016 is primarily due to leasehold improvements for the Company's expanded Los Gatos, California
headquarters and the Company's new Los Angeles, California facility, both of which were placed into operation in the first quarter of 2017 .

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4. Long-term Debt

 As of December 31, 2017 , the Company had aggregate outstanding long-term notes of $6,499.4 million , net of $61.9 million of issuance costs, with varying
maturities (the "Notes"). Each of the Notes were issued at par and are senior unsecured obligations of the Company. Interest is payable semi-annually at fixed rates.

 The following table provides a summary of the Company's outstanding long-term debt and the fair values based on quoted market prices in less active
markets as of December 31, 2017 and December 31, 2016 :

 Level 2 Fair Value as of
 Principal December 31, December 31,
 Amount at Par Issuance Date Maturity Interest Due Dates 2017 2016
 (in millions) (in millions)
4.875% Senior Notes $ 1,600 October 2017 April 2028 April 15 and October 15 $ 1,571 $ —
3.625% Senior Notes (1) 1,561 May 2017 May 2027 May 15 and November 15 1,575 —
4.375% Senior Notes 1,000 October 2016 November 2026 May 15 and November 15 983 975
5.50% Senior Notes 700 February 2015 February 2022 April 15 and October 15 739 758
5.875% Senior Notes 800 February 2015 February 2025 April 15 and October 15 856 868
5.750% Senior Notes 400 February 2014 March 2024 March 1 and September 1 427 431
5.375% Senior Notes 500 February 2013 February 2021 February 1 and August 1 530 539

(1) Debt is denominated in euro with a €1,300 million aggregate principal amount and is remeasured into U.S. dollars at each balance sheet date. Total proceeds
were $1,420.5 million and remeasurement loss on long-term debt was $140.8 million for the year ended December 31, 2017 .

 Each of the Notes are repayable in whole or in part upon the occurrence of a change of control, at the option of the holders, at a purchase price in cash equal
to 101% of the principal plus accrued interest. The Company may redeem the Notes prior to maturity in whole or in part at an amount equal to the principal amount
thereof plus accrued and unpaid interest and an applicable premium. The Notes include, among other terms and conditions, limitations on the Company's ability to
create, incur or allow certain liens; enter into sale and lease-back transactions; create, assume, incur or guarantee additional indebtedness of certain of the
Company's subsidiaries; and consolidate or merge with, or convey, transfer or lease all or substantially all of the Company's and its subsidiaries assets, to another
person. As of December 31, 2017 and December 31, 2016 , the Company was in compliance with all related covenants.

Revolving Credit Facility

 In July 2017 , the Company entered into a $500.0 million unsecured revolving credit facility (“Revolving Credit Agreement”), with an uncommitted
incremental facility to increase the amount of the revolving credit facility by up to an additional $250.0 million , subject to certain terms and conditions. Revolving
loans may be borrowed, repaid and reborrowed until July 27, 2022, at which time all amounts borrowed must be repaid. The Company may use the proceeds of
future borrowings under the Revolving Credit Agreement for working capital and general corporate purposes. As of December 31, 2017 , no amounts have been
borrowed under the Revolving Credit Agreement.

 The borrowings under the Revolving Credit Agreement bear interest, at the Company’s option, of either a floating rate equal to a base rate (the “Alternate
Base Rate”) or (ii) a rate equal to an adjusted London interbank offered rate (the “Adjusted LIBO Rate”), plus a margin of 0.75% . The Alternate Base Rate is
defined as the greatest of (A) the rate of interest published by the Wall Street Journal, from time to time, as the prime rate, (B) the federal funds rate, plus 0.500%
 and (C) the Adjusted LIBO Rate for a one-month interest period, plus 1.00% . The Adjusted LIBO Rate is defined as the London interbank offered rate for
deposits in U.S. dollars, for the relevant interest period, adjusted for statutory reserve requirements, but in no event shall the Adjusted LIBO Rate be less than
0.00% per annum.

 The Company is also obligated to pay a commitment fee on the undrawn amounts of the Revolving Credit Agreement at a rate of 0.10% . The Revolving
Credit Agreement requires the Company to comply with certain covenants, including covenants that limit or restrict the ability of the Company’s subsidiaries to
incur debt and limit or restrict the ability of the Company and its subsidiaries to grant liens and enter into sale and leaseback transactions; and, in the case of the
Company or a guarantor, merge, consolidate, liquidate, dissolve or sell, transfer, lease or otherwise dispose of all or substantially all of the assets of the

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Company and its subsidiaries, taken as a whole. As of December 31, 2017 , the Company was in compliance with all related covenants.

5. Commitments and Contingencies

Streaming Content
 At December 31, 2017 , the Company had $17.7 billion of obligations comprised of $4.2 billion included in "Current content liabilities" and $3.3 billion of
"Non-current content liabilities" on the Consolidated Balance Sheets and $10.2 billion of obligations that are not reflected on the Consolidated Balance Sheets as
they did not yet meet the criteria for asset recognition.
 At December 31, 2016 , the Company had $14.5 billion of obligations comprised of $3.6 billion included in "Current content liabilities" and $2.9 billion of
"Non-current content liabilities" on the Consolidated Balance Sheets and $8.0 billion of obligations that are not reflected on the Consolidated Balance Sheets as
they did not yet meet the criteria for asset recognition.
 The expected timing of payments for these streaming content obligations is as follows:

 As of December 31,
 2017 2016
 (in thousands)
Less than one year $ 7,446,947 $ 6,200,611
Due after one year and through 3 years 8,210,159 6,731,336
Due after 3 years and through 5 years 1,894,001 1,386,934
Due after 5 years 143,535 160,606
Total streaming content obligations $ 17,694,642 $ 14,479,487

 Streaming content obligations include amounts related to the acquisition, licensing and production of streaming content. Obligations that are in non-U.S.
dollar currencies are translated to U.S. dollar at period end rates. An obligation for the production of content includes non-cancelable commitments under creative
talent and employment agreements. An obligation for the acquisition and licensing of content is incurred at the time the Company enters into an agreement to
obtain future titles. Once a title becomes available, a content liability is generally recorded on the Consolidated Balance Sheets. Certain agreements include the
obligation to license rights for unknown future titles, the ultimate quantity and/or fees for which are not yet determinable as of the reporting date. Traditional film
output deals, or certain TV series license agreements where the number of seasons to be aired is unknown, are examples of such license agreements. The Company
does not include any estimated obligation for these future titles beyond the known minimum amount. However, the unknown obligations are expected to be
significant.
Lease obligations
 The Company leases facilities under non-cancelable operating leases with various expiration dates through 2027 . Several lease agreements contain rent
escalation clauses or rent holidays. For purposes of recognizing minimum rental expenses on a straight-line basis over the terms of the leases, the Company uses
the date of initial possession to begin amortization, which is generally when the Company enters the space and begins to make improvements in preparation for
intended use. For scheduled rent escalation clauses during the lease terms or for rental payments commencing at a date other than the date of initial occupancy, the
Company records minimum rental expenses on a straight-line basis over the terms of the leases in the Consolidated Statements of Operations. The Company has
the option to extend or renew most of its leases which may increase the future minimum lease commitments.

 Because the terms of the Company’s facilities lease agreements for its original Los Gatos, California headquarters site required the Company’s involvement
in the construction funding of the buildings, the Company is the “deemed owner” (for accounting purposes only) of these buildings. Accordingly, the Company
recorded an asset of $40.7 million , representing the total costs of the buildings and improvements, including the costs paid by the lessor (the legal owner of the
buildings), with corresponding liabilities. Upon completion of construction of each building, the Company did not meet the sale-leaseback criteria for de-
recognition of the building assets and liabilities. Therefore the leases are accounted for as financing obligations. At December 31, 2017 , the lease financing
obligation balance was $29.5 million , the majority of which is recorded in “Other non-current liabilities,” on the Consolidated Balance Sheets. The remaining
future minimum payments under the lease financing obligation are $15.6 million . The lease financing obligation balance at the end of the lease term will be
approximately $21.8 million which approximates the net book value of the buildings to be relinquished to the lessor.

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 In addition to the lease financing obligation, future minimum lease payments include $508.3 million as of December 31, 2017 related to non-cancelable
operating leases for the expanded headquarters in Los Gatos, California and the new office space in Los Angeles, California.

 Future minimum payments under lease financing obligations and non-cancelable operating leases as of December 31, 2017 are as follows:

 Future
 Minimum
Year Ending December 31, Payments
 (in thousands)
2018 $ 101,987
2019 97,560
2020 96,255
2021 85,188
2022 77,418
Thereafter 278,970
Total minimum payments $ 737,378

 Rent expense associated with the operating leases was $75.3 million , $53.1 million and $34.7 million for the years ended December 31, 2017 , 2016 and
2015 , respectively.

Legal Proceedings
 From time to time, in the normal course of its operations, the Company is subject to litigation matters and claims, including claims relating to employee
relations, business practices and patent infringement. Litigation can be expensive and disruptive to normal business operations. Moreover, the results of complex
legal proceedings are difficult to predict and the Company's view of these matters may change in the future as the litigation and events related thereto unfold. The
Company expenses legal fees as incurred. The Company records a provision for contingent losses when it is both probable that a liability has been incurred and the
amount of the loss can be reasonably estimated. An unfavorable outcome to any legal matter, if material, could have an adverse effect on the Company's operations
or its financial position, liquidity or results of operations.

 The Company is involved in litigation matters not listed herein but does not consider the matters to be material either individually or in the aggregate at this
time. The Company's view of the matters not listed may change in the future as the litigation and events related thereto unfold.

6. Guarantees—Indemnification Obligations
 In the ordinary course of business, the Company has entered into contractual arrangements under which it has agreed to provide indemnification of varying
scope and terms to business partners and other parties with respect to certain matters, including, but not limited to, losses arising out of the Company’s breach of
such agreements and out of intellectual property infringement claims made by third parties. In these circumstances, payment may be conditional on the other party
making a claim pursuant to the procedures specified in the particular contract.

 The Company’s obligations under these agreements may be limited in terms of time or amount, and in some instances, the Company may have recourse
against third parties for certain payments. In addition, the Company has entered into indemnification agreements with its directors and certain of its officers that
will require it, among other things, to indemnify them against certain liabilities that may arise by reason of their status or service as directors or officers. The terms
of such obligations vary.

 It is not possible to make a reasonable estimate of the maximum potential amount of future payments under these or similar agreements due to the
conditional nature of the Company’s obligations and the unique facts and circumstances involved in each particular agreement. No amount has been accrued in the
accompanying financial statements with respect to these indemnification guarantees.

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7. Stockholders’ Equity
Stock Split
 In March 2015, the Company's Board of Directors adopted an amendment to the Company's Certificate of Incorporation, to increase the number of shares of
capital stock the Company is authorized to issue from 170,000,000 ( 160,000,000 shares of common stock and 10,000,000 shares of preferred stock), par value
$0.001 to 5,000,000,000 ( 4,990,000,000 shares of common stock and 10,000,000 shares of preferred stock), par value $0.001 . This amendment to the Company's
certificate of incorporation was approved by the Company's stockholders at the 2015 Annual Meeting held on June 9, 2015.
 On June 23, 2015, the Company's Board of Directors declared a seven -for-one stock split in the form of a stock dividend that was paid on July 14, 2015 to all
shareholders of record as of July 2, 2015. Outstanding share and per-share amounts disclosed for all periods presented have been retroactively adjusted to reflect
the effects of the Stock Split.

Preferred Stock
 The Company has authorized 10,000,000 shares of undesignated preferred stock with a par value of $0.001 per share. None of the preferred shares were
issued and outstanding at December 31, 2017 and 2016 .

Voting Rights
 The holders of each share of common stock shall be entitled to one vote per share on all matters to be voted upon by the Company’s stockholders.

Stock Option Plans
 In June 2011, the Company adopted the 2011 Stock Plan. The 2011 Stock Plan provides for the grant of incentive stock options to employees and for the
grant of non-statutory stock options, stock appreciation rights, restricted stock and restricted stock units to employees, directors and consultants. As of
December 31, 2017 , 10.7 million shares were reserved for future grants under the 2011 Stock Plan.

 A summary of the activities related to the Company’s stock option plans, as adjusted for the Stock Split, is as follows:

 Options Outstanding Weighted- Average
 Weighted- Average Remaining Aggregate
 Shares Available Number of Exercise Price Contractual Term Intrinsic Value
 for Grant Shares (per Share) (in Years) (in Thousands)
Balances as of December 31, 2014 20,025,208 22,845,417 $ 21.65
 Granted (3,179,892) 3,179,892 82.67
 Exercised — (5,029,553) 15.38
Balances as of December 31, 2015 16,845,316 20,995,756 $ 32.39
 Granted (3,555,363) 3,555,363 102.03
 Exercised — (2,113,772) 17.48
Balances as of December 31, 2016 13,289,953 22,437,347 $ 44.83
 Granted (2,550,038) 2,550,038 159.56
 Exercised — (3,338,474) 26.79
 Expired — (1,561) 3.25
Balances as of December 31, 2017 10,739,915 21,647,350 $ 61.13 5.97 $ 2,833,198
Vested and exercisable at
December 31, 2017 21,647,350 $ 61.13 5.97 $ 2,833,198

 The aggregate intrinsic value in the table above represents the total pretax intrinsic value (the difference between the Company’s closing stock price on the
last trading day of 2017 and the exercise price, multiplied by the number of in-the-money options) that would have been received by the option holders had all
option holders exercised their options on the last trading day of 2017 . This amount changes based on the fair market value of the Company’s common stock. Total
intrinsic value of options exercised for the years ended December 31, 2017 , 2016 and 2015 was $464.0 million , $189.2 million and $368.4 million , respectively.

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 Cash received from option exercises for the years ended December 31, 2017 , 2016 and 2015 was $88.4 million , $37.0 million and $78.0 million ,
respectively.

Stock-Based Compensation
 Stock options granted are exercisable for the full ten year contractual term regardless of employment status. The following table summarizes the assumptions
used to value option grants using the lattice-binomial model and the valuation data:

 Year Ended December 31,
 2017 2016 2015
Dividend yield —% —% —%
Expected volatility 34% - 37% 40% - 50% 36% - 53%
Risk-free interest rate 2.24% - 2.45% 1.57% - 2.04% 2.03% - 2.29%
Suboptimal exercise factor 2.48 - 2.63 2.48 2.47 - 2.48
Valuation data:
Weighted-average fair value (per share) $ 71.45 $ 48.85 $ 39.22
Total stock-based compensation expense (in thousands) 182,209 173,675 124,725
Total income tax impact on provision (in thousands) 61,842 65,173 47,125

 The Company considers several factors in determining the suboptimal exercise factor, including the historical and estimated option exercise behavior.

 The Company calculates expected volatility based solely on implied volatility. The Company believes that implied volatility of publicly traded options in its
common stock is more reflective of market conditions, and given consistently high trade volumes of the options, can reasonably be expected to be a better indicator
of expected volatility than historical volatility of its common stock.
 In valuing shares issued under the Company’s employee stock option plans, the Company bases the risk-free interest rate on U.S. Treasury zero-coupon
issues with terms similar to the contractual term of the options. The Company does not anticipate paying any cash dividends in the foreseeable future and therefore
uses an expected dividend yield of zero in the option valuation model. The Company does not use a post-vesting termination rate as options are fully vested upon
grant date.

8. Accumulated Other Comprehensive Loss

 The following table summarizes the changes in accumulated balances of other comprehensive loss, net of tax:
 Change in unrealized
 gains on available-for-
 Foreign currency sale securities Total
 (in thousands)
Balances as of December 31, 2015 $ (42,502) $ (806) $ (43,308)
 Other comprehensive income (loss) before reclassifications (5,464) 310 (5,154)
 Amounts reclassified from accumulated other comprehensive (loss) income — (103) (103)
 Net (increase) decrease in other comprehensive loss (5,464) 207 (5,257)
Balances as of December 31, 2016 $ (47,966) $ (599) $ (48,565)
 Other comprehensive income before reclassifications 27,409 728 28,137
 Amounts reclassified from accumulated other comprehensive (loss) income — (129) (129)
 Net decrease in other comprehensive loss 27,409 599 28,008
Balances as of December 31, 2017 $ (20,557) $ — $ (20,557)

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 The amounts reclassified from accumulated other comprehensive loss were immaterial for the years ended December 31, 2017 and 2016.

9. Income Taxes

 Income before provision for income taxes was as follows:
 Year Ended December 31,
 2017 2016 2015
 (in thousands)
United States $ 144,100 $ 188,078 $ 95,644
Foreign 341,221 72,429 46,241
 Income before income taxes $ 485,321 $ 260,507 $ 141,885

 The components of provision for income taxes for all periods presented were as follows:

 Year Ended December 31,
 2017 2016 2015
 (in thousands)
Current tax provision:
 Federal $ 54,245 $ 54,315 $ 52,557
 State (7,601) 5,790 (1,576)
 Foreign 88,436 60,571 26,918
 Total current 135,080 120,676 77,899
Deferred tax provision:
 Federal (153,963) (24,383) (37,669)
 State (52,695) (14,080) (17,635)
 Foreign (2,030) (8,384) (3,351)
 Total deferred (208,688) (46,847) (58,655)
Provision for income taxes $ (73,608) $ 73,829 $ 19,244

 At the beginning of 2017, the Company underwent a corporate restructuring that better aligns its corporate structure with how its business operates. As a
result of this restructuring and the Company's increasing international income, there is now significantly more income being taxed at rates lower than the U.S. tax
rate.

 On December 22, 2017, the Tax Cuts and Jobs Act of 2017 (the “Act”) was signed into law making significant changes to the Internal Revenue Code.
Changes include, but are not limited to, a corporate tax rate decrease from 35% to 21% effective for tax years beginning after December 31, 2017, the transition of
U.S international taxation from a worldwide tax system to a territorial system, and a one-time transition tax on the mandatory deemed repatriation of cumulative
foreign earnings as of December 31, 2017. The Company has calculated its best estimate of the impact of the Act in its year end income tax provision in
accordance with its understanding of the Act and guidance available as of the date of this filing and as a result has recorded $79.1 million as an additional income
tax expense in the fourth quarter of 2017, the period in which the legislation was enacted. The provisional amount related to the remeasurement of certain deferred
tax assets and liabilities based on the rates at which they are expected to reverse in the future was $46.9 million . The provisional amount related to the one-time
transition tax on the mandatory deemed repatriation of foreign earnings was $32.2 million based on cumulative foreign earnings of $484.9 million .

 On December 22, 2017, Staff Accounting Bulletin No. 118 ("SAB 118") was issued to address the application of US GAAP in situations when a registrant
does not have the necessary information available, prepared, or analyzed (including computations) in reasonable detail to complete the accounting for certain
income tax effects of the Act. In accordance with SAB 118, the Company has determined that the $46.9 million of the deferred tax expense recorded in connection
with the remeasurement of certain deferred tax assets and liabilities and the $32.2 million of current tax expense recorded in connection with the transition tax on
the mandatory deemed repatriation of foreign earnings was a provisional amount and a reasonable estimate at December 31, 2017. Additional work is necessary to
do a more detailed analysis of historical foreign earnings as

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well as potential correlative adjustments. Any subsequent adjustment to these amounts will be recorded to current tax expense in the quarter of 2018 when the
analysis is complete.

 The Company recorded a $66.5 million benefit related to foreign taxes expensed in prior years that may now be claimed as a Foreign Tax Credit. The
Company has determined there is sufficient foreign source income projected to utilize these credits.

 Due to the adoption of ASU 2016-09 in 2017, all excess tax benefits and deficiencies are recognized as income tax expense in the Company’s Consolidated
Statement of Operations. This will result in increased volatility in the Company’s effective tax rate.

 A reconciliation of the provision for income taxes, with the amount computed by applying the statutory Federal income tax rate to income before income
taxes is as follows:

 Year Ended December 31,
 2017 2016 2015
 (in thousands)
Expected tax expense at U.S. Federal statutory rate of 35% $ 169,860 $ 91,179 $ 49,658
State income taxes, net of Federal income tax effect 6,404 7,261 4,783
Foreign earnings at other than U.S. rates (87,514) 14,639 5,310
Federal and California R&D tax credits (79,868) (41,144) (29,363)
Excess tax benefits on stock-based compensation (157,888) — —
Tax Cuts and Jobs Act of 2017 79,077 — —
Release of tax reserves on previously unrecognized tax benefits — — (13,438)
Other (3,679) 1,894 2,294
Provision for income taxes $ (73,608) $ 73,829 $ 19,244
Effective Tax Rate (15)% 28% 14%

 The components of deferred tax assets and liabilities were as follows:

 As of December 31,
 2017 2016
 (in thousands)
Deferred tax assets:
 Stock-based compensation $ 149,367 $ 188,458
 Accruals and reserves 34,170 29,231
 Depreciation and amortization (70,382) (93,760)
 Federal and California tax R&D credits 260,686 107,283
 Federal foreign tax credits 102,242 —
 Other 51,614 (2,363)
 Gross deferred tax assets 527,697 228,849
 Valuation allowance (49,431) (1,601)
Net deferred tax assets $ 478,266 $ 227,248

 All deferred tax assets are classified as “Other non-current assets” on the Consolidated Balance Sheets as of December 31, 2017 and December 31, 2016 . In
evaluating its ability to realize the net deferred tax assets, the Company considered all available positive and negative evidence, including its past operating results
and the forecast of future market growth, forecasted earnings, future taxable income, and prudent and feasible tax planning strategies. As of December 31, 2017,
the valuation allowance of $49.4 million related to certain foreign tax credits that are not likely to be realized. The Company remeasured these non-current assets
and liabilities at the applicable tax rate of 21% in accordance with the Tax Cuts and Jobs Act of 2017. The remeasurement resulted in a total decrease in these
assets of $46.9 million .

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 As of December 31, 2017 , the Company's Federal R&D tax credit and state tax credit carryforwards for tax return purposes were $133.4 million , and
$119.2 million , respectively. The Federal R&D tax credit carryforwards expire through 2037 . State tax credit carryforwards can be carried forward indefinitely.

 As of December 31, 2017, the Company's Federal foreign tax credit carryforwards for tax return purposes were $102.2 million . The Federal foreign tax
credit carryovers expire through 2026.

 As of December 31, 2017 , the Company’s net operating loss carryforwards for state tax return purposes was $80.9 million which expire in 2035 . As a result
of the adoption of ASU 2016-09 in fiscal 2017, the Company recorded a cumulative effect adjustment to increase retained earnings by $43.6 million with a
corresponding increase to deferred tax assets from stock-based compensation which had not been previously recognized.

 The unrecognized tax benefits that are not expected to result in payment or receipt of cash within one year are classified as “Other non-current liabilities” and
a reduction of deferred tax assets which is classified as "Other non-current assets" in the Consolidated Balance Sheets. As of December 31, 2017 , the total amount
of gross unrecognized tax benefits was $42.9 million , of which $37.9 million , if recognized, would favorably impact the Company’s effective tax rate. As of
December 31, 2016 , the total amount of gross unrecognized tax benefits was $19.7 million , of which $17.0 million , if recognized, would favorably impact the
Company’s effective tax rate. The aggregate changes in the Company’s total gross amount of unrecognized tax benefits are summarized as follows (in thousands):

Balances as of December 31, 2015 $ 17,117
 Increases related to tax positions taken during prior periods 1,047
 Decreases related to tax positions taken during prior periods (7,105)
 Increases related to tax positions taken during the current period 8,713
 Decreases related to settlements with taxing authorities (33)
Balances as of December 31, 2016 19,739
 Increases related to tax positions taken during prior periods —
 Decreases related to tax positions taken during prior periods (3,226)
 Increases related to tax positions taken during the current period 26,389
 Decreases related to expiration of statute of limitations —
Balances as of December 31, 2017 $ 42,902

 The Company includes interest and penalties related to unrecognized tax benefits within the provision for income taxes and in “Other non-current liabilities”
in the Consolidated Balance Sheets. Interest and penalties included in the Company's provision for income taxes were not material in all the periods presented.

 The Company files U.S. Federal, state and foreign tax returns. The Company is currently under examination by the IRS and the state of California for the
years 2014 and 2015. The 2016 Federal tax return remains subject to examination by the IRS. The years 2010 through 2013 and 2016 remain subject to
examination by the state of California. The Company has no significant foreign jurisdiction audits underway. The years 2012 through 2016 remain subject to
examination by foreign jurisdictions.
 Given the potential outcome of the current examinations as well as the impact of the current examinations on the potential expiration of the statute of
limitations, it is reasonably possible that the balance of unrecognized tax benefits could significantly change within the next twelve months. However, an estimate
of the range of reasonably possible adjustments cannot be made.

10. Employee Benefit Plan
 The Company maintains a 401(k) savings plan covering substantially all of its employees. Eligible employees may contribute up to 60% of their annual
salary through payroll deductions, but not more than the statutory limits set by the Internal Revenue Service. The Company matches employee contributions at the
discretion of the Board. During 2017 , 2016 and 2015 , the Company’s matching contributions totaled $20.2 million , $15.7 million and $11.2 million ,
respectively.

11. Segment Information
 The Company has three reportable segments: Domestic streaming, International streaming and Domestic DVD. Segment information is presented in the
same manner that the Company’s chief operating decision maker (“CODM”) reviews the operating results in assessing performance and allocating resources. The
Company’s CODM reviews revenue and contribution

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profit (loss) for each of the reportable segments. Contribution profit (loss) is defined as revenues less cost of revenues and marketing expenses incurred by the
segment. The Company has aggregated the results of the International operating segments into one reportable segment because these operating segments share
similar long-term economic and other qualitative characteristics.
 The Domestic streaming segment derives revenues from monthly membership fees for services consisting solely of streaming content to the members in the
United States. The International streaming segment derives revenues from monthly membership fees for services consisting solely of streaming content to
members outside of the United States. The Domestic DVD segment derives revenues from monthly membership fees for services consisting solely of DVD-by-
mail. Revenues and the related payment card fees are attributed to the operating segment based on the nature of the underlying membership (streaming or DVD)
and the geographic region from which the membership originates. There are no internal revenue transactions between the Company’s segments.

 Amortization of streaming content assets makes up the vast majority of cost of revenues. The Company obtains multi-territory or global rights for its
streaming content and allocates these rights between Domestic and International streaming segments based on estimated fair market value. Amortization of content
assets and other expenses associated with the acquisition, licensing, and production of streaming content for each streaming segment thus includes both expenses
directly incurred by the segment as well as an allocation of expenses incurred for global or multi-territory rights. Other costs of revenues such as delivery costs are
primarily attributed to the operating segment based on amounts directly incurred by the segment. Marketing expenses consist primarily of advertising expenses and
certain payments made to marketing partners, including CE manufacturers, MVPDs, mobile operators and ISPs, which are generally included in the segment in
which the expenditures are directly incurred.

 The Company's long-lived tangible assets were located as follows:

 As of December 31,
 2017 2016
 (in thousands)
United States $ 289,875 $ 236,977
International 29,529 13,418

 The following tables represent segment information for the year ended December 31, 2017 :

 As of/Year ended December 31, 2017
 Domestic International Domestic
 Streaming Streaming DVD Consolidated
 (in thousands)
Total memberships at end of period (1) 54,750 62,832 3,383
Revenues $ 6,153,025 $ 5,089,191 $ 450,497 $ 11,692,713
Cost of revenues 3,319,230 4,137,911 202,525 7,659,666
Marketing 553,331 724,691 — 1,278,022
 Contribution profit $ 2,280,464 $ 226,589 $ 247,972 2,755,025
Other operating expenses 1,916,346
 Operating income 838,679
Other income (expense) (353,358)
Benefit from income taxes (73,608)
 Net income $ 558,929

 Year ended December 31, 2017
 Domestic International Domestic
 Streaming Streaming DVD Consolidated
 (in thousands)
Amortization of content assets $ 2,756,947 $ 3,440,870 $ 60,657 $ 6,258,474

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 The following tables represent segment information for the year ended December 31, 2016 :

 As of/Year ended December 31, 2016
 Domestic International Domestic
 Streaming Streaming DVD Consolidated
 (in thousands)
Total memberships at end of period (1) 49,431 44,365 4,114 —
Revenues $ 5,077,307 $ 3,211,095 $ 542,267 $ 8,830,669
Cost of revenues 2,855,789 2,911,370 262,742 6,029,901
Marketing 382,832 608,246 — 991,078
 Contribution profit (loss) $ 1,838,686 $ (308,521) $ 279,525 1,809,690
Other operating expenses 1,429,897
 Operating income 379,793
Other income (expense) (119,286)
Provision for income taxes 73,829
 Net income $ 186,678

 Year ended December 31, 2016
 Domestic International Domestic
 Streaming Streaming DVD Consolidated
 (in thousands)
Amortization of content assets $ 2,337,950 $ 2,450,548 $ 78,952 $ 4,867,450

 The following tables represent segment information for the year ended December 31, 2015 :

 As of/Year ended December 31, 2015
 Domestic International Domestic
 Streaming Streaming DVD Consolidated
 (in thousands)
Total memberships at end of period (1) 44,738 30,024 4,904 —
Revenues $ 4,180,339 $ 1,953,435 $ 645,737 $ 6,779,511
Cost of revenues 2,487,193 1,780,375 323,908 4,591,476
Marketing 317,646 506,446 — 824,092
 Contribution profit (loss) $ 1,375,500 $ (333,386) $ 321,829 1,363,943
Other operating expenses 1,058,117
 Operating income 305,826
Other income (expense) (163,941)
Provision for income taxes 19,244
 Net income $ 122,641

 Year ended December 31, 2015
 Domestic International Domestic
 Streaming Streaming DVD Consolidated
 (in thousands)
Amortization of content assets $ 1,905,069 $ 1,500,313 $ 79,380 $ 3,484,762

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(1) A membership (also referred to as a subscription) is defined as the right to receive Netflix service following sign-up and a method of payment being
 provided. Memberships are assigned to territories based on the geographic location used at time of sign-up as determined by the Company's internal
 systems, which utilize industry standard geo-location technology. The Company offers free-trial memberships to certain new and rejoining members. Total
 members include those who are on a free-trial as long as a method of payment has been provided. A membership is canceled and ceases to be reflected in
 the above metrics as of the effective cancellation date. Voluntary cancellations become effective at the end of the prepaid membership period, while
 involuntary cancellation of the service, as a result of a failed method of payment, becomes effective immediately.

12. Selected Quarterly Financial Data (Unaudited)

 December 31 September 30 June 30 March 31
 (in thousands, except for per share data)
2017
Total revenues $ 3,285,755 $ 2,984,859 $ 2,785,464 $ 2,636,635
Gross profit 1,178,401 991,879 883,156 979,611
Net income 185,517 129,590 65,600 178,222
Earnings per share:
 Basic $ 0.43 $ 0.30 $ 0.15 $ 0.41
 Diluted 0.41 0.29 0.15 0.40
2016
Total revenues $ 2,477,541 $ 2,290,188 $ 2,105,204 $ 1,957,736
Gross profit 823,122 757,344 632,106 588,196
Net income 66,748 51,517 40,755 27,658
Earnings per share:
 Basic $ 0.16 $ 0.12 $ 0.10 $ 0.06
 Diluted 0.15 0.12 0.09 0.06

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 EXHIBIT INDEX

 Incorporated by Reference
 Exhibit Filed
 Number Exhibit Description Form File No. Exhibit Filing Date Herewith
 3.1 Restated Certificate of Incorporation 10-Q 001-35727 3.1 July 17, 2015
 3.2 Amended and Restated Bylaws 8-K 000-49802 3.1 March 20, 2009
 3.3 Certificate of Amendment to the Amended and Restated 10-Q 000-49802 3.3 August 2, 2004
 Certificate of Incorporation
 4.1 Form of Common Stock Certificate S-1/A 333-83878 4.1 April 16, 2002
 4.2 Indenture, dated as of February 1, 2013, by and between the 8-K 001-35727 4.1 February 1, 2013
 Company and Wells Fargo Bank, National Association, as
 Trustee.
 4.3 Indenture, dated as of February 19, 2014, by and between the 8-K 001-35727 4.1 February 19, 2014
 Company and Wells Fargo Bank, National Association, as
 Trustee.
 4.4 Indenture, dated as of February 5, 2015, by and between the 8-K 001-35727 4.1 February 5, 2015
 Company and Wells Fargo Bank, National Association, as
 Trustee.
 4.5 Indenture, dated as of February 5, 2015, by and between the 8-K 001-35727 4.2 February 5, 2015
 Company and Wells Fargo Bank, National Association, as
 Trustee.
 4.6 Indenture, dated as of October 27, 2016, by and between the 8-K 001-35727 4.1 October 27, 2016
 Company and Wells Fargo Bank, National Association, as
 Trustee.
 4.7 First Supplemental Indenture, dated as of September 24, 10-Q 001-35727 4.7 April 20, 2017
 2014, by and between the Company and Wells Fargo Bank,
 National Association, as Trustee.
 4.8 Indenture, dated as of May 2, 2017, by and between the 8-K 001-35727 4.1 May 3, 2017
 Company and Wells Fargo Bank, National Association, as
 Trustee.
 4.9 Indenture, dated as of October 26, 2017, by and between the 8-K 001-35727 4.1 October 26, 2017
 Company and Wells Fargo Bank National Association, as
 Trustee
 10.1† Form of Indemnification Agreement entered into by the S-1/A 333-83878 10.1 March 20, 2002
 registrant with each of its executive officers and directors
 10.2† Amended and Restated 2002 Stock Plan Def 14A 000-49802 A March 31, 2006
 10.3† 2011 Stock Plan Def 14A 000-49802 A April 20, 2011
 10.4† Description of Director Equity Compensation Plan 8-K 001-35727 Item January 24, 2018
 5.02
 10.5† Amended and Restated Executive Severance and Retention 10-K 000-49802 10.7 February 1, 2013
 Incentive Plan
 10.6 Registration Rights Agreement, dated as of February 19, 8-K 001-35727 10.1 February 19, 2014
 2014, by and among the Company and Morgan Stanley &
 Co. LLC, as representative of the Initial Purchasers listed in
 Schedule 1 thereto
 10.7† Performance Bonus Plan Def 14A 001-35727 A April 28, 2014
 10.8 Registration Rights Agreement, dated as of February 5, 2015, 8-K 001-35727 10.1 February 5, 2015
 by and among the Company and Morgan Stanley & Co.
 LLC, as representative of the Initial Purchasers listed in
 Schedule 1 thereto

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 Incorporated by Reference
 Exhibit Filed
 Number Exhibit Description Form File No. Exhibit Filing Date Herewith
 10.9 Registration Rights Agreement, dated as of February 5, 2015, 8-K 001-35727 10.2 February 5, 2015
 by and among the Company and Morgan Stanley & Co.
 LLC, as representative of the Initial Purchasers listed in
 Schedule 1 thereto
 10.10 Purchase Agreement, dated as of October 24, 2016, between 8-K 001-35727 10.1 October 27, 2016
 the Company and Morgan Stanley & Co. LLC, as
 representative of the Initial Purchasers listed in Schedule 1
 thereto
 10.11 Registration Rights Agreement, dated as of October 27, 8-K 001-35727 10.2 October 27, 2016
 2016, by and between the Company and Morgan Stanley &
 Co. LLC, as representative of the Initial Purchasers listed in
 Schedule 1 thereto
 10.12 Purchase Agreement, dated as of April 26, 2017, between the 8-K 001-35727 10.1 April 27, 2017
 Company and Morgan Stanley & Co. International plc, as
 representative of the Initial Purchasers listed on Schedule 1
 thereto.
 10.13 Registration Rights Agreement, dated as of May 2, 2017, by 8-K 001-35727 10.1 May 3, 2017
 and between the Company and Morgan Stanley & Co.
 International plc, as representative of the Initial Purchasers
 listed in Schedule 1 thereto
 10.14† Executive Severance and Retention Incentive Plan, as 10-Q 001-35727 10.14 July 19, 2017
 amended and restated as of July 12, 2017
 10.15 Revolving Credit Agreement among the Company, Deutsche 10-Q 001-35727 10.15 October 18, 2017
 bank AG New York Branch, Goldman Sachs Bank USA,
 JPMorgan Chase Bank, N.A., Morgan Stanley Senior
 Funding, Inc. and Wells Fargo Bank, N.A. and the
 administrative agent, dated as of July 27, 2017
 10.16 Purchase Agreement, dated as of October 23, 2017 between 8-K 001-35727 10.1 October 26, 2017
 the Company and Morgan Stanley & Co. LLC, as
 representative of the Initial Purchasers listed in Schedule 1
 thereto.
 21.1 List of Significant Subsidiaries X
 23.1 Consent of Ernst & Young LLP X
 24 Power of Attorney (see signature page)
 31.1 Certification of Chief Executive Officer Pursuant to Section
 302 of the Sarbanes-Oxley Act of 2002 X
 31.2 Certification of Chief Financial Officer Pursuant to Section
 302 of the Sarbanes-Oxley Act of 2002 X
 32.1* Certifications of Chief Executive Officer and Chief Financial
 Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of
 2002 X

 63
Table of Contents

 Incorporated by Reference
 Exhibit Filed
 Number Exhibit Description Form File No. Exhibit Filing Date Herewith
 101 The following financial information from Netflix, Inc.’s
 Annual Report on Form 10-K for the year ended December
 31, 2017 filed with the SEC on January 29, 2018, formatted
 in XBRL includes: (i) Consolidated Statements of Operations
 for the Years Ended December 31, 2017, 2016 and 2015, (ii)
 Consolidated Statements of Comprehensive Income for the
 Years Ended December 31, 2017, 2016 and 2015, (iii)
 Consolidated Statements of Cash Flows for the Years Ended
 December 31, 2017, 2016 and 2015, (iv) Consolidated
 Balance Sheets as of December 31, 2017 and 2016, (v)
 Consolidated Statements of Stockholders' Equity for the
 Years Ended December 31, 2017, 2016 and 2015 and (vi) the
 Notes to Consolidated Financial Statements. X

* These certifications are not deemed filed by the SEC and are not to be incorporated by reference in any filing we make under the Securities Act of 1933 or the
 Securities Exchange Act of 1934, irrespective of any general incorporation language in any filings.
† Indicates a management contract or compensatory plan

 64
Table of Contents

 SIGNATURES
 Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.

 Netflix, Inc.

Dated: January 29, 2018 By: / S / R EED H ASTINGS
 Reed Hastings
 Chief Executive Officer
 (principal executive officer)

Dated: January 29, 2018 By: / S / D AVID W ELLS
 David Wells
 Chief Financial Officer
 (principal financial and accounting officer)

 65
Table of Contents

 POWER OF ATTORNEY

 KNOWN ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Reed Hastings and David
Wells, and each of them, as his true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for him and in his name, place, and
stead, in any and all capacities, to sign any and all amendments to this Report, and to file the same, with all exhibits thereto, and other documents in connection
therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and
perform each and every act and thing requisite and necessary to be done in connection therewith, as fully to all intents and purposes as he might or could do in
person, hereby ratifying and confirming that all said attorneys-in-fact and agents, or any of them or their or his substitute or substituted, may lawfully do or cause
to be done by virtue thereof.

 Pursuant to the requirements of the Securities and Exchange Act of 1934, this Annual Report on Form 10-K has been signed below by the following persons
on behalf of the registrant and in the capacities and on the dates indicated.

 Signature Title Date

/ S / R EED H ASTINGS President, Chief Executive Officer and Director (principal
 Reed Hastings executive officer) January 29, 2018

/ S / D AVID W ELLS Chief Financial Officer (principal financial and accounting
 David Wells officer) January 29, 2018

/ S / R ICHARD B ARTON
 Richard Barton Director January 29, 2018

/S/ T IMOTHY M. H ALEY
 Timothy M. Haley Director January 29, 2018

/S/ J AY C. H OAG
 Jay C. Hoag Director January 29, 2018

/ S / A NN M ATHER
 Ann Mather Director January 29, 2018

/ S / A. G EORGE B ATTLE
 A. George Battle Director January 29, 2018

/S/ L ESLIE J. K ILGORE
 Leslie J. Kilgore Director January 29, 2018

/ S / B RAD S MITH
 Brad Smith Director January 29, 2018

/S/ A NNE S WEENEY
 Anne Sweeney Director January 29, 2018

/S/ R ODOLPHE B ELMER
 Rodolphe Belmer Director January 29, 2018

 66
 Exhibit 21.1

 NETFLIX, INC.
 LIST OF SIGNIFICANT SUBSIDIARIES*

 Legal Name Jurisdiction Percent Owned
 Netflix Entretenimento Brasil LTDA Brazil 100%
 Netflix International B.V. The Netherlands 100%
 Netflix K.K. Japan 100%
 Netflix Streaming Services, Inc. United States 100%
 Netflix Studios, LLC United States 100%
 Netflix Global, LLC United States 100%
 Netflix Pte. Ltd. Singapore 100%
 Netflix Streaming Services International B.V. The Netherlands 100%

* Pursuant to Item 601(b)(21)(ii) of Regulation S-K, the names of other subsidiaries of Netflix Inc. are omitted
 because, considered in the aggregate, they would not constitute a significant subsidiary as of the end of the
 year covered by this report.
 Exhibit 23.1

 Consent of Independent Registered Public Accounting Firm

We consent to the incorporation by reference in the following Registration Statements:

 (1) Registration Statement (Form S-8 No. 333-89024) pertaining to Netflix.com, Inc. 1997 Stock Plan, as amended, Netflix, Inc. 2002 Stock Plan, Netflix,
 Inc. 2002 Employee Stock Purchase Plan, and Netflix.com, Inc. Stand-Alone Stock Option Agreements,

 (2) Registration Statement (Form S-8 No. 333-104250) pertaining to Netflix, Inc. 2002 Stock Plan and Netflix, Inc. 2002 Employee Stock Purchase Plan,

 (3) Registration Statement (Form S-8 No. 333-113198) pertaining to Netflix, Inc. 2002 Stock Plan and Netflix, Inc. 2002 Employee Stock Purchase Plan

 (4) Registration Statement (Form S-8 No. 333-123501) pertaining to Netflix, Inc. 2002 Stock Plan and Netflix, Inc. 2002 Employee Stock Purchase Plan,

 (5) Registration Statement (Form S-8 No. 333-136403) pertaining to Netflix, Inc. Amended and Restated 2002 Stock Plan and Netflix, Inc. 2002 Employee
 Stock Purchase Plan

 (6) Registration Statement (Form S-8 No. 333-145147) pertaining to Netflix, Inc. 2002 Employee Stock Purchase Plan,

 (7) Registration Statement (Form S-8 No. 333-160946) pertaining to Netflix, Inc. 2002 Employee Stock Purchase Plan,

 (8) Registration Statement (Form S-8 No. 333-177561) pertaining to Netflix, Inc. 2011 Stock Plan,

of our reports dated January 29, 2018, with respect to the consolidated financial statements of Netflix, Inc. and the effectiveness of internal control over financial
reporting of Netflix, Inc. included in this Annual Report on Form 10-K of Netflix, Inc. for the year ended December 31, 2017.

San Jose, California /s/ Ernst & Young LLP
January 29, 2018
 EXHIBIT 31.1

 CERTIFICATION OF CHIEF EXECUTIVE OFFICER
 PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Reed Hastings, certify that:

 1. I have reviewed this Annual Report on Form 10-K of Netflix, Inc.;

 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the
 statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the
 financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

 4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange
 Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the
 registrant and have:

 a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to
 ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those
 entities, particularly during the period in which this report is being prepared;

 b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our
 supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for
 external purposes in accordance with generally accepted accounting principles;

 c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the
 effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

 d) disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent
 fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to
 materially affect, the registrant’s internal control over financial reporting; and

 5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the
 registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent function):

 a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably
 likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

 b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control
 over financial reporting.

Dated: January 29, 2018 By: /S/ REED HASTINGS
 Reed Hastings
 Chief Executive Officer
 EXHIBIT 31.2

 CERTIFICATION OF CHIEF FINANCIAL OFFICER
 PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, David Wells, certify that:

 1. I have reviewed this Annual Report on Form 10-K of Netflix, Inc.;

 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the
 statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the
 financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

 4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange
 Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the
 registrant and have:

 a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to
 ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those
 entities, particularly during the period in which this report is being prepared;

 b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our
 supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for
 external purposes in accordance with generally accepted accounting principles;

 c) evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the
 effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

 d) disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent
 fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to
 materially affect, the registrant’s internal control over financial reporting; and

 5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the
 registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent function):

 a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably
 likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

 b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control
 over financial reporting.

Dated: January 29, 2018 By: / S / D AVID W ELLS
 David Wells
 Chief Financial Officer
 EXHIBIT 32.1

 CERTIFICATIONS OF CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICER
 PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

 I, Reed Hastings, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that the Annual Report
on Form 10-K of Netflix, Inc. for the year ended December 31, 2017 fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act
of 1934 and that information contained in such report fairly presents, in all material respects, the financial condition and results of operations of Netflix, Inc.

Dated: January 29, 2018 By: / S / R EED H ASTINGS
 Reed Hastings
 Chief Executive Officer

 I, David Wells, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that the Annual Report
on Form 10-K of Netflix, Inc. for the year ended December 31, 2017 fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act
of 1934 and that information contained in such report fairly presents, in all material respects, the financial condition and results of operations of Netflix, Inc.

Dated: January 29, 2018 By: / S / D AVID W ELLS
 David Wells
 Chief Financial Officer