Netflix’s board has rejected the resignation of lead independent director Jay Hoag, even after 78 percent of shares voted against his re-election at the company’s 5 June annual meeting. In a Form 8-K filed on 24 June, the nominating and governance committee said Hoag’s continued service is “in the best interests of the company,” citing his historical 97 percent attendance record before a dip to 50 percent in 2024 and his role in setting board agendas. At the same time, the streaming company appointed Airbnb chief financial officer Ellie Mertz as its 13th director, effective 22 June. Mertz, who served in Netflix’s finance department from 2006 to 2013, will join the board’s audit committee. Her addition follows Timothy Haley’s decision not to stand for re-election this year. The moves come amid heightened scrutiny of Netflix’s corporate governance after proxy adviser ISS urged investors to oppose Hoag over attendance concerns. Netflix said Hoag has committed to restoring his historic participation level and continues to provide strategic and financial expertise drawn from his long tenure on the board since 1999.
Netflix's board keeps Jay Hoag as a director after shareholders voted to oust him, and appoints Airbnb CFO and former Netflix exec Ellie Mertz as a new member (@xpangler / Variety) https://t.co/zsi4liMdjH https://t.co/z8cl4OMtxk
Netflix Keeps Venture Capitalist Jay Hoag On Its Board Despite Shareholders' Cold Shoulder https://t.co/GOY6W6ekK0
Netflix Appoints Ellie Mertz to Board of Directors, Rejects Jay Hoag's Resignation https://t.co/p5pK0Clj1b