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Leslie Kilgore

Director at NETFLIXNETFLIX
Board

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

OrganizationRoleTenureCommittees/Impact
Netflix, Inc.Chief Marketing Officer2000–2012Led brand and subscriber growth during the transition to streaming
Amazon.com, Inc.Director of Marketing1999–2000E-commerce marketing leadership
Procter & GambleBrand Manager1992–1999Consumer products brand management

External Roles

OrganizationRoleTenureNotes
Pinterest, Inc.Independent DirectorCurrentListed “Other Public Company Boards” current service
LinkedIn Corp.DirectorPriorPreviously served (years not listed)
Medallia, Inc.Director2015–2021Prior public company board service
Nextdoor Holdings, Inc.Director2015–2023Prior 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)

ComponentAmount (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)

ElementStructureMetrics
EquityFully-vested monthly stock optionsNo 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

ItemDetail
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/PledgingCompany 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)TypeShares/OptionsPricePost-Transaction OwnershipSource
2025-11-03Option Award56 options$1,100.09N/ASEC Form 4
2025-10-01Option Award54 options$1,170.90N/ASEC Form 4
2025-06-24Sale216 shares~$1,26535,611 sharesSEC Form 4
2025-06-25Sale212 shares~$1,29035,396 sharesSEC 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.