Anne Sweeney
NETFLIXAbout Anne Sweeney
Anne Sweeney (age 67) has served as an independent director of Netflix since 2015. She is the former Co-Chair, Disney Media Networks and President, Disney/ABC Television Group, with over three decades of entertainment industry leadership; she holds an Ed.M. from Harvard University and a B.A. from the College of New Rochelle . The Board has determined she is independent under SEC and Nasdaq listing standards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| The Walt Disney Company | Co-Chair, Disney Media Networks; President, Disney/ABC Television Group | 2004–2015 | Oversaw global cable, broadcast, satellite; launched/run 118 Disney Channels in 164 countries and 34 languages |
| The Walt Disney Company | President, Disney/ABC Cable Networks | 1996–2004 | Led Disney/ABC Cable Networks Group |
| Disney Channel | President | 1996–1998 | Growth and programming leadership |
| FX Networks (Fox/21st Century Fox) | Chairman and CEO | 1993–1996 | Launched and scaled FX Networks |
| Viacom (Nickelodeon) | Various roles | ~12 years (prior to 1993) | Children’s content strategy and operations |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Public company boards | None current | — | No other public company directorships disclosed |
Board Governance
- Committee assignments: Compensation Committee member. In 2024, the Compensation Committee consisted of Döpfner, Haley (Chair), and Sweeney; each member attended all four meetings in 2024 . Following the June 22, 2025 update, Leslie Kilgore moved to and now chairs the Compensation Committee; Sweeney continues as a member (membership refresh) .
- Independence: Board determined Sweeney is independent under SEC and Nasdaq standards .
- Attendance: Board met four times in 2024; all directors attended at least 75% of Board and committee meetings except Lead Independent Director Jay Hoag (50%); Compensation Committee members (including Sweeney) attended 100% of Compensation Committee meetings .
- 2025 annual meeting votes: Sweeney received 321,005,495 For / 10,911,746 Against / 401,583 Abstain, elected by majority of votes cast . Say‑on‑pay passed (283,557,552 For / 47,780,267 Against / 981,005 Abstain) .
- Governance signal: Lead Independent Director Jay Hoag failed to receive a majority; he offered resignation per policy; Board rejected the resignation citing prior strong attendance history and commitments to improve .
Fixed Compensation
| Component | 2024 Amount | Notes |
|---|---|---|
| Annual cash retainer | $0 | Directors do not receive cash; Ambassador Susan Rice only exception in 2024 |
| Monthly stock options (fully vested at grant) – total grant-date fair value | $402,835 | Director Equity Compensation Plan; formula $25,000 / (FMV × 0.40); grants on first trading day monthly |
Monthly 2024 director option grant fair values (applicable to Sweeney):
| Grant Date | Fair Value ($) |
|---|---|
| 1/2/2024 | 33,945 |
| 2/1/2024 | 33,755 |
| 3/1/2024 | 33,819 |
| 4/1/2024 | 34,235 |
| 5/1/2024 | 34,066 |
| 6/3/2024 | 33,936 |
| 7/1/2024 | 33,644 |
| 8/1/2024 | 33,558 |
| 9/3/2024 | 33,729 |
| 10/1/2024 | 32,642 |
| 11/1/2024 | 32,966 |
| 12/2/2024 | 32,540 |
Additional details:
- Option grants are fully vested upon grant and exercisable at strike price equal to FMV on grant date .
- Aggregate options outstanding held by Sweeney at Dec 31, 2024: 8,313 .
Performance Compensation
| Metric | Director Compensation Use | Disclosure |
|---|---|---|
| Performance metrics (Revenue, EBITDA, TSR, ESG) | Not used for directors; directors compensated with formulaic monthly stock options (intrinsic value zero at grant; value realized only with stock appreciation) | No director performance metrics disclosed |
Other Directorships & Interlocks
| Item | Disclosure |
|---|---|
| Other current public boards | None |
| Compensation Committee interlocks | None; 2024 Compensation Committee members (including Sweeney) had no relationships requiring Item 404 disclosure |
Expertise & Qualifications
- Deep Entertainment & Media experience; Finance & Accounting skills identified in Board skills matrix .
- Education: Ed.M. (Harvard University); B.A. (College of New Rochelle) .
- Board demographics: contributes to gender diversity representation noted by the Board .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Class | Composition Details |
|---|---|---|---|
| Anne M. Sweeney | 8,579 | <1% | Includes options to purchase 8,579 shares; options exercisable within 60 days treated as beneficially owned |
Policy alignment:
- Hedging prohibition: Directors and Section 16 officers prohibited from hedging or derivative transactions in Company equity; policy applies to awards granted by Company or securities held directly/indirectly (for transactions initiated on/after March 4, 2020) .
Governance Assessment
- Committee effectiveness: Sweeney serves on Compensation Committee, with documented full meeting attendance in 2024—supports oversight of executive pay reforms adopted in 2023–2024 (e.g., shift to PSUs/RSUs, double-trigger CIC) .
- Independence and engagement: Independent status affirmed; Board reports robust shareholder engagement with director participation (~50% of meetings since 2024 annual meeting), bolstering investor confidence .
- Pay alignment: Director compensation structure is fully equity-based via monthly options, no cash retainers—aligns director incentives with long-term shareholder value through stock appreciation .
- Ownership alignment: Beneficial ownership primarily via exercisable options; aggregate outstanding options provide ongoing exposure; hedging prohibited—reduces misalignment risk .
- Conflicts/related-party exposure: No related-party transactions involving Sweeney requiring disclosure; Compensation Committee members (including Sweeney) had no Item 404 relationships .
- Board signals: 2025 vote outcomes strong for Sweeney; say‑on‑pay support; separate issue—Lead Independent Director failed majority due to 2024 attendance, offered resignation, retained after Board review and commitment to rectify—investors should monitor Board follow-through on attendance commitments .
RED FLAGS: None specific to Anne Sweeney identified in 2025 proxy and related 8‑Ks; monitor Board-wide attendance discipline given the 2025 Hoag vote outcome .