Ted Sarandos
NETFLIXAbout Ted Sarandos
Ted Sarandos is co-Chief Executive Officer and President of Netflix and has served as a director since 2020; he is 60 years old and previously served as Chief Content Officer from 2000 to January 2023, leading the company’s transition into original content production beginning in 2013 . In 2024, Netflix delivered approximately $39 billion in revenue, topped $10 billion in operating income for the first time, and generated $7.4 billion in operating cash flow; relative total shareholder return (TSR) ranked at the 98th percentile versus the S&P 500, driving 200% payouts for both the annual bonus and the first tranche of 2024 PSUs . Netflix reported more than 300 million paid memberships in over 190 countries as of 2024, underscoring the scale of the platform Sarandos helps lead . Sarandos was awarded a CBE in 2024 for service to the UK creative industries and holds multiple industry leadership roles, reflecting long-standing recognition in media and entertainment .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Netflix | co-Chief Executive Officer and President | 2020–present | Co-leads corporate strategy and execution at global scale . |
| Netflix | Chief Content Officer | 2000–Jan 2023 | Led content operations and pivot to original programming starting 2013 . |
| ETD; Video City/West Coast Video | Executive roles | n/a | Early career roles in home entertainment distribution and retail . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Spotify Technology S.A. | Director | n/a | Current public company directorship . |
| American Film Institute | Trustee | n/a | Industry/non-profit governance role . |
| Academy Museum of Motion Pictures | Board member | n/a | Industry/non-profit governance role . |
| Exploring the Arts | Board member | n/a | Non-profit governance role . |
| Aspen Institute (Henry Crown Fellowship) | Fellow | n/a | Leadership fellowship . |
| UK Honours | CBE (Commander of the British Empire) | 2024 | Recognition for service to UK creative industries . |
Fixed Compensation
| Metric (USD) | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary | $20,000,000 | $3,000,000 | $3,000,000 |
| All Other Compensation | $1,786,777 | $1,984,931 | $1,961,458 |
Notes:
- In 2024, Netflix set fixed base salaries of $3 million for co-CEOs and introduced stock ownership guidelines and broader performance-based structures; these changes were part of a multi-year shift to strengthen pay-for-performance .
Performance Compensation
Annual Performance-Based Cash Bonus (2024)
| Metric | Weighting | Target | Actual | Payout | Vesting/Timing |
|---|---|---|---|---|---|
| F/X Neutral Operating Margin | 65% | $6,000,000 target bonus (200% of $3M base) | Achieved | 200% of target ($12,000,000) | Paid for FY2024 performance |
| F/X Neutral Revenue | 35% | $6,000,000 target bonus (200% of $3M base) | Achieved | 200% of target ($12,000,000) | Paid for FY2024 performance |
Notes:
- 2024 bonus metrics and weighting reflect increased emphasis on operating margin (65%) and reduced revenue weighting (35%), aligning incentives to margin expansion and sustainable growth .
- Netflix reported company achievements (revenue ≈$39B, operating income >$10B, operating cash flow $7.4B) that resulted in 200% bonus payouts for all NEOs, including Sarandos .
Long-Term Equity (2024 grants)
| Award Type | Grant Date | Shares/Units | Grant-Date Fair Value | Key Terms |
|---|---|---|---|---|
| Performance RSUs (PSUs) | 1/25/2024 | 31,112 target (15,556 threshold; 62,224 max) | $25,222,928 | Relative TSR vs S&P 500; 3 tranches over 1-, 2-, 3-year periods; first tranche earned 200% for 2024 at 98th percentile TSR . |
| RSUs (time-based) | 1/25/2024 | 31,112 | $17,484,944 | Vests quarterly over three years . |
| Stock Options | 1/2/2024 | 8,894 | $2,253,067 | Exercise price $468.50; generally 10-year term . |
Notes:
- From 2024, co-CEOs receive an equal mix of PSUs and RSUs; future PSU awards granted on/after Jan 1, 2025 are expected to use a single 3-year performance period .
- Historical option-heavy program was replaced by PSUs/RSUs to lengthen horizons and sharpen pay-performance alignment .
Multi-Year Compensation Summary (SCT)
| Metric (USD) | 2022 | 2023 | 2024 |
|---|---|---|---|
| Stock Awards | — | — | $42,707,872 |
| Option Awards | $28,512,519 | $28,308,620 | $2,253,067 |
| Non-Equity Incentive (Bonus) | — | $16,541,385 | $12,000,000 |
| Total Compensation | $50,299,296 | $49,834,936 | $61,922,397 |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership | 557,282 shares; less than 1% of outstanding . |
| Within 60 Days (as of 4/7/2025) | Includes options to purchase 538,077 shares and 4,037 RSUs vesting within 60 days . |
| Option Exercises (2024) | 68,957 shares exercised; value realized $32,708,016 (spread basis) . |
| Stock Vested (2024) | 31,110 shares vested; value realized $24,955,387 . |
| Legacy Options Outstanding | Multiple grants from 2016–2018 (e.g., 26,125 @ $94.09 expiring 2/1/2026; 8,248 @ $359.93 expiring 6/1/2028; options generally have a 10-year term) . |
| Ownership Guidelines | Co-CEOs must hold at least 6x base salary within 5 years of adoption (2024) or becoming an executive officer . |
| Hedging/Pledging | Hedging prohibited for Section 16 officers and directors (transactions initiated on/after Mar 4, 2020) . (No specific pledging disclosure located.) |
| Clawback | Company maintains clawback consistent with SEC Rule 10D-1 and Nasdaq standards; 2020 Stock Plan enables recovery for certain misconduct; bonus plan subject to recoupment policies . |
Employment Terms
| Scenario (as of 12/31/2024) | Cash/Benefits | Equity Treatment | Estimated Total |
|---|---|---|---|
| Non-CIC Involuntary Termination | Severance pay $40,000,000; Pro rata bonus — | Accel options $3,760,561; Pro rata RSUs $1,447,670; Pro rata PSUs $15,430,357 | $60,638,588 |
| CIC Involuntary Termination (double-trigger; within 3 months prior to or 24 months after CIC) | Severance pay $18,000,000; Pro rata bonus —; 24 months benefits $42,402 | Accel options $3,760,561; Accel RSUs $18,487,759; Accel PSUs $36,975,519 | $77,266,241 |
| Death/Disability | n/a | Accel RSUs $18,487,759; Accel PSUs $36,975,519; Total $55,463,278 | $55,463,278 |
Key terms:
- Executive Officer Severance Plan (effective Jan 1, 2024) provides double-trigger benefits upon CIC and non-CIC severance outside the CIC window; non-CIC severance includes a lump sum equal to base salary + target bonus + target annual equity opportunity (RSUs and PSUs at target) plus pro rata bonus (based on actual performance), while CIC severance includes 2x (base salary + target bonus), pro rata bonus at target, and 24 months of benefits .
- If awards are assumed in a CIC, unvested PSUs convert to RSUs based on the greater of target and actual performance with a pro rata single-trigger vest of the portion attributable to elapsed time; if not assumed, outstanding awards generally accelerate in full .
Board Governance
- Board Service: Director since 2020; committee memberships: none (executive director) .
- Attendance: Each Board member attended at least 75% of meetings in 2024, except one director (Jay Hoag at 50%); Sarandos met the 75% attendance threshold .
- Committee Composition/Independence: Compensation, Audit, and Nominating/Governance Committees are composed of independent, non-employee directors; Sarandos does not serve on committees .
- Director Compensation: Employee directors (including Sarandos) are compensated through executive pay and are excluded from the non-employee director compensation table .
Additional Governance, Compensation, and Risk Notes
- Program Evolution: 2024 introduced equal-weight RSUs and PSUs for NEOs, expanded bonus participation, set fixed base salaries, and adopted double-trigger CIC provisions and stock ownership guidelines .
- Say-on-Pay: 2024 say-on-pay received 82.2% support, a meaningful improvement over the prior year following program changes .
- Related Party Transaction: In 2024, Sarandos’ daughter worked on Netflix content productions; her compensation exceeded $120,000 and was consistent with peers in similar roles .
- Pensions: Company indicates no defined benefit or actuarial pension plans in the pay-versus-performance footnotes .
Investment Implications
- Pay-for-performance alignment strengthened: 2024 program shifts (65% margin weighting in bonus, relative TSR PSUs with rigorous percentile thresholds, and three-year vesting/measurement) link payout outcomes to durable value creation; 200% payouts in 2024 reflect outlier operational/TSR results rather than increased guarantees .
- Selling pressure watch: 2024 saw 68,957 options exercised by Sarandos and 31,110 shares vesting; while realized values do not necessarily indicate sale timing or magnitude, quarterly RSU vesting and significant legacy options can create periodic supply—monitor Form 4s around vest/exercise dates .
- Retention and change-in-control economics: Non-CIC severance includes base + target bonus + target equity opportunity (at target), which is sizable ($40M cash severance component), indicating robust retention economics but elevating “pay-for-failure” optics if performance normalizes; CIC terms are double-trigger and peer-aligned, mitigating single-trigger risk .
- Alignment safeguards: Stock ownership guidelines (6x salary for co-CEOs) and anti-hedging plus clawback policies support long-term alignment and mitigate risk; no pledging disclosure located in the proxy .
- Governance of dual role: As an executive director with no committee roles amid independent committee oversight, structural checks remain in place, and board attendance thresholds were met in 2024, limiting independence concerns tied to the CEO/director dual role .