Leslie Kilgore
About Leslie Kilgore
Independent director at Netflix (director since 2012; independent since 2015). Age 59. Former Netflix Chief Marketing Officer (2000–2012); MBA, Stanford GSB; B.S., The Wharton School. Currently serves on the Audit Committee.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Netflix, Inc. | Chief Marketing Officer | 2000–2012 | Led brand and subscriber growth during the transition to streaming |
| Amazon.com, Inc. | Director of Marketing | 1999–2000 | E-commerce marketing leadership |
| Procter & Gamble | Brand Manager | 1992–1999 | Consumer products brand management |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Pinterest, Inc. | Independent Director | Current | Listed “Other Public Company Boards” current service |
| LinkedIn Corp. | Director | Prior | Previously served (years not listed) |
| Medallia, Inc. | Director | 2015–2021 | Prior public company board service |
| Nextdoor Holdings, Inc. | Director | 2015–2023 | Prior public company board service |
Board Governance
- Committee assignments: Audit Committee member; Audit Committee is Barton, Kilgore, Mather (Chair). The Board determined all committee members are independent under SEC/Nasdaq standards.
- Attendance: Board held 4 meetings in 2024; all directors attended ≥75% except Jay Hoag (50%). Audit Committee met 7 times; each member attended all meetings.
- Independence: Listed as “INDEPENDENT DIRECTOR” and included in the Board’s independence determination; independent since 2015.
- Governance context: Majority voting in uncontested elections; annual director elections from 2025; special meeting rights; proxy access. Lead Independent Director (Hoag) oversees executive sessions.
Fixed Compensation (Non‑Employee Director Pay – 2024)
| Component | Amount (USD) |
|---|---|
| Annual cash retainer | $0 (no cash for non-employee directors; Ambassador Rice was the only exception in 2024) |
| Committee/Chair/Meeting fees | $0 (no cash fees) |
| Equity – Option Awards (grant-date fair value total) | $402,835 |
| Total 2024 Compensation | $402,835 |
Key mechanics:
- Monthly stock option grants on first trading day; fully vested upon grant; strike price = fair market value on grant date. Formula: $25,000 ÷ (FMV × 0.40). No changes to the program since 2016.
Performance Compensation (Directors)
| Element | Structure | Metrics |
|---|---|---|
| Equity | Fully-vested monthly stock options | No performance metrics; options vest on grant; value tied to stock price appreciation |
Other Directorships & Interlocks
- Compensation committee interlocks: None; Netflix discloses no executive/director interlocks requiring Item 404 disclosure.
- Related-party transactions: No related-party transactions involving Kilgore disclosed; the proxy notes one related-party employment connection concerning another executive’s family member.
Expertise & Qualifications
- Marketing, consumer brand and internet retail expertise; deep knowledge of Netflix’s business from prior CMO role. MBA (Stanford), B.S. (Wharton).
- Board skills matrix tags her for Leadership, Strategy, Finance & Accounting, and Entertainment & Media experience.
Equity Ownership
| Item | Detail |
|---|---|
| Beneficial ownership (as of Apr 7, 2025) | 48,194 shares; includes options to purchase 12,798 shares; <1% of outstanding shares |
| Director options outstanding (12/31/2024) | 12,532 options outstanding (aggregate) |
| Hedging/Pledging | Company prohibits directors/officers from hedging Company equity; no pledging noted in the proxy |
Insider Trades (Form 4 examples)
- Pattern: Ongoing monthly option awards consistent with the director program; selective open-market sales in mid‑2025. Examples:
- Option awards: 56 options at $1,100.09 (11/03/2025 transaction; Form 4 filed 11/04/2025) ; 54 options at $1,170.90 (10/01/2025 transaction; Form 4 filed 10/02/2025)
- Open-market sales: 216 shares at ~$1,265 (06/24/2025; post-transaction ownership 35,611 shares) ; 212 shares at ~$1,290 (06/25/2025; post-transaction ownership 35,396 shares)
| Date (Transacted) | Type | Shares/Options | Price | Post-Transaction Ownership | Source |
|---|---|---|---|---|---|
| 2025-11-03 | Option Award | 56 options | $1,100.09 | N/A | SEC Form 4 |
| 2025-10-01 | Option Award | 54 options | $1,170.90 | N/A | SEC Form 4 |
| 2025-06-24 | Sale | 216 shares | ~$1,265 | 35,611 shares | SEC Form 4 |
| 2025-06-25 | Sale | 212 shares | ~$1,290 | 35,396 shares | SEC Form 4 |
Governance Assessment
-
Strengths
- Independence and audit oversight: Independent since 2015; Audit Committee member; Audit met 7x with full attendance by members. Enhances financial oversight and risk management.
- Engagement/attendance: Board- and committee-level attendance thresholds met; Board moved to annual elections and majority voting, strengthening accountability.
- Ownership alignment: Meaningful beneficial ownership; director pay entirely in options, aligning compensation to long-term stock performance; hedging prohibited.
-
Watch items
- Director equity is granted as fully-vested monthly options (not performance-conditioned). While aligned to price appreciation, grants are immediately saleable; investors may prefer longer vesting or RSUs for retention optics.
- External board load: Netflix policy caps non-executive directors at ≤4 other public boards; disclosed current public board is Pinterest (within policy). Monitor for time/attention risk if additional boards are added.
No related-party transactions or compensation interlocks involving Kilgore were disclosed.