Netflix has chosen not to accept the resignation of independent director Jay Hoag and has instead welcomed Ellie Mertz, the current CFO of Airbnb, as a fresh addition to their board.
Hoag, a venture capitalist who is also a founding General Partner at Technology Crossover Ventures, has been part of Netflix’s board since 1999. Currently, he serves as the main independent director on the board and chairs its committee for nominations and governance.
At the company’s annual meeting on June 5, he didn’t manage to get more than half of the shareholders to vote for him. According to our firm’s rules, if a director can’t get majority approval, they are required to offer their resignation. Subsequently, the board will convene to consider whether or not to accept this resignation.
Shareholder advisory company Institutional Shareholder Services (ISS) advised shareholders to oppose the re-election of Hoag, as his attendance at board meetings in 2024 was limited to just half of the meetings.
In a recent SEC filing on Tuesday, Netflix’s nominating and governance committee suggested that the board should decline Ted Hoag’s resignation, as he remains actively involved with the board.
The statement suggests that Mr. Hoag’s ongoing role on the Board benefits the Company and its shareholders, as decided by the Board. They found that his absences in 2024 did not imply a lack of dedication to his responsibilities, considering Mr. Hoag has an exceptional attendance record otherwise. In fact, for the five years preceding 2024, Mr. Hoag’s attendance rate was as high as 97%.
Recently appointed board member Mertz has been acting as Airbnb’s Chief Financial Officer since March 2024, having previously held the position of Vice President of Finance at the company. Prior to this role, she was Vice President of Finance at Netflix from 2006 to 2013.
Apart from his roles, Mertz is additionally a member on the governing bodies of DoorDash and Faire Wholesale. In connection with this position, Mertz has been assigned to be a part of the Netflix board’s auditing team as well.
Netflix co-CEOs Ted Sarandos and Greg Peters expressed great delight in announcing Ellie Mertz’s addition to the Netflix board. With her extensive background at Airbnb and intimate knowledge of Netflix, Ellie brings a unique perspective that aligns perfectly with our strategic goals. Her expertise as a finance professional and leader in public companies will prove indispensable as we drive innovation forward and maintain our commitment to global entertainment.
As a devoted admirer, it’s a profound privilege for me to be welcomed onto the board of Netflix – a company that has significantly shaped my professional journey. The reverence I hold for their groundbreaking products and distinctive culture is undeniable, and I eagerly anticipate collaborating with this outstanding team to further expand the business and bring joy to consumers worldwide.
Mertz earned degrees including a B.A. in Science, Technology & Society, an M.A. in History, and an M.I.A., all from Stanford University, as well as an M.B.A. from Stanford Graduate School of Business, and also has a degree from Columbia University.
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2025-06-24 23:55