Form 4 for NFLX Netflix
Accepted 2021-11-08 00:00:00 ET · period of report 2021-11-04 · accession 0001104659-21-135807 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DMI | 2021-11-08 | 2021-11-04 | NFLX | Hoag Jay C | Dir | J - Other | $0.00 | -522.0K | 90.9K | -85% | $0 |
| DM | 2021-11-08 | 2021-11-05 | NFLX | Hoag Jay C | Dir | M - OptEx | $102.26 | +7,212 | 7,212 | New | +$737.5K |
| DMI | 2021-11-08 | 2021-11-05 | NFLX | Hoag Jay C | Dir | S - Sale+OE | $659.70 | -975 | 0 | -100% | -$643.2K |
| D | 2021-11-08 | 2021-11-05 | NFLX | Hoag Jay C | Dir | S - Sale+OE | $654.51 | -7,212 | 0 | -100% | -$4.72M |
| DM | 2021-11-08 | 2021-11-05 | NFLX | Hoag Jay C | Dir | M - OptEx | $0.00 | -7,212 | 0 | -100% | $0 |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Common Stock | 2021-11-04 | J | D | 2,053 | $0.00 | 2,052 | I TCV Member Fund, L.P. | — | — | (F6) These shares are directly held by Member Fund. Jay C. Hoag is a limited partner of Member Fund and a Class A Director of Management VII. Management VII is a general partner of Member Fund. Mr. Hoag may be deemed to beneficially own the shares held by Member Fund but disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein. |
| 2 | Common | Common Stock | 2021-11-04 | J | D | 123,277 | $0.00 | 123,276 | I TCV VII (A), L.P. | — | — | (F4) These shares are directly held by TCV VII (A). Jay C. Hoag is a Class A Director of Management VII and a limited partner of TCM VII. Management VII is the sole general partner of TCM VII, which is the sole general partner of TCV VII (A). Mr. Hoag may be deemed to beneficially own the shares held by TCV VII (A) but disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein. |
| 3 | Common | Common Stock | 2021-11-04 | J | D | 89,908 | $0.00 | 975 | I Technology Crossover Management VII, L.P. | — | — | (F8) These shares are directly held by TCM VII. Jay C. Hoag is a Class A Director of Management VII and a limited partner of TCM VII. Management VII is the sole general partner of TCM VII. Mr. Hoag may be deemed to beneficially own the shares held by TCM VII but disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein. |
| 4 | Common | Common Stock | 2021-11-04 | J | D | 128,087 | $0.00 | 512,347 | I Orange Investor, L.P. | — | — | (F11) These shares are directly held by Orange Investor. Jay C. Hoag is a Class A Director of Technology Crossover Management VIII, Ltd. ("Management VIII") and a limited partner of Technology Crossover Management VIII, L.P ("TCM VIII"). Management VIII is the sole general partner of TCM VIII, which in turn is the sole general partner of TCV VIII, L.P., which in turn is the sole member of Orange Investor GP, LLC ("Orange GP"), which in turn is the sole general partner of Orange Investor. Mr. Hoag may be deemed to beneficially own the shares held by Orange Investor but disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein. |
| 5 | Common | Common Stock | 2021-11-04 | J | D | 34,541 | $0.00 | 138,163 | I Orange (A) Investor, L.P. | — | — | (F13) These shares are directly held by Orange (A) Investor. Jay C. Hoag is a Class A Director of Management VIII and a limited partner of TCM VIII. Management VIII is the sole general partner of TCM VIII, which in turn is the sole general partner of TCV VIII, L.P., which in turn is the sole member of Orange GP, which in turn is the sole general partner of Orange (A) Investor. Mr. Hoag may be deemed to beneficially own the shares held by Orange (A) Investor but disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein. |
| 6 | Common | Common Stock | 2021-11-04 | J | D | 7,955 | $0.00 | 31,822 | I Orange (B) Investor, L.P. | — | — | (F15) These shares are directly held by Orange (B) Investor. Jay C. Hoag is a Class A Director of Management VIII and a limited partner of TCM VIII. Management VIII is the sole general partner of TCM VIII, which in turn is the sole general partner of TCV VIII, L.P., which in turn is the sole member of Orange GP, which in turn is the sole general partner of Orange (B) Investor. Mr. Hoag may be deemed to beneficially own the shares held by Orange (B) Investor but disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein. |
| 7 | Common | Common Stock | 2021-11-04 | J | D | 9,417 | $0.00 | 37,668 | I Orange (MF) Investor, L.P. | — | — | (F17) These shares are directly held by Orange (MF) Investor. Jay C. Hoag is a Class A Director of Management VIII. Management VIII is the sole general partner of TCM VIII, which in turn is the sole general partner of TCV VIII, L.P., which in turn is the sole member of Orange GP, which in turn is the sole general partner of Orange (MF) Investor. Mr. Hoag may be deemed to beneficially own the shares held by Orange (MF) Investor but disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein. |
| 8 | Common | Common Stock | 2021-11-04 | J | A | 1,706 | $0.00 | 1,706 | I Technology Crossover Management VIII, L.P. | — | — | (F19) These shares are directly held by TCM VIII. Jay C. Hoag is a Class A Director of Management VIII and a limited partner of TCM VIII. Management VIII is the sole general partner of TCM VIII. Mr. Hoag may be deemed to beneficially own the shares held by TCM VIII but disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein. |
| 9 | Common | Common Stock | 2021-11-04 | J | D | 1,706 | $0.00 | 0 | I Technology Crossover Management VIII, L.P. | — | — | (F19) These shares are directly held by TCM VIII. Jay C. Hoag is a Class A Director of Management VIII and a limited partner of TCM VIII. Management VIII is the sole general partner of TCM VIII. Mr. Hoag may be deemed to beneficially own the shares held by TCM VIII but disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein. |
| 10 | Common | Common Stock | 2021-11-04 | J | A | 10,364 | $0.00 | 462,477 | I The Hoag Family Trust U/A DTD 08/02/1994 | — | — | (F22) These shares are held by The Hoag Family Trust U/A DTD 08/02/1994. Jay C. Hoag is a trustee of The Hoag Family Trust U/A DTD 08/02/1994. Mr. Hoag disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein. |
| 11 | Common | Common Stock | 2021-11-04 | J | A | 9,406 | $0.00 | 155,838 | I Hamilton Investments Limited Partnership | — | — | (F24) These shares are held by Hamilton Investments Limited Partnership. Jay C. Hoag is the general partner of Hamilton Investments Limited Partnership. Mr. Hoag disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein. |
| 12 | Common | Common Stock | 2021-11-05 | M | A | 398 | $125.37 | 398 | D Technology Crossover Management VII, L.P. | — | — | (F25) Jay C. Hoag has sole voting and dispositive power over the options he holds directly. However, TCV VII Management, L.L.C. has a right to 100% of the pecuniary interest in such options. Mr. Hoag is a Member of TCV VII Management, L.L.C. Mr. Hoag disclaims beneficial ownership of such options and the shares to be received upon the exercise of such options except to the extent of his pecuniary interest therein. (F8) These shares are directly held by TCM VII. Jay C. Hoag is a Class A Director of Management VII and a limited partner of TCM VII. Management VII is the sole general partner of TCM VII. Mr. Hoag may be deemed to beneficially own the shares held by TCM VII but disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein. |
| 13 | Common | Common Stock | 2021-11-05 | M | A | 569 | $109.96 | 967 | D Technology Crossover Management VII, L.P. | — | — | (F25) Jay C. Hoag has sole voting and dispositive power over the options he holds directly. However, TCV VII Management, L.L.C. has a right to 100% of the pecuniary interest in such options. Mr. Hoag is a Member of TCV VII Management, L.L.C. Mr. Hoag disclaims beneficial ownership of such options and the shares to be received upon the exercise of such options except to the extent of his pecuniary interest therein. (F8) These shares are directly held by TCM VII. Jay C. Hoag is a Class A Director of Management VII and a limited partner of TCM VII. Management VII is the sole general partner of TCM VII. Mr. Hoag may be deemed to beneficially own the shares held by TCM VII but disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein. |
| 14 | Common | Common Stock | 2021-11-05 | M | A | 664 | $94.09 | 1,631 | D | — | — | (F25) Jay C. Hoag has sole voting and dispositive power over the options he holds directly. However, TCV VII Management, L.L.C. has a right to 100% of the pecuniary interest in such options. Mr. Hoag is a Member of TCV VII Management, L.L.C. Mr. Hoag disclaims beneficial ownership of such options and the shares to be received upon the exercise of such options except to the extent of his pecuniary interest therein. |
| 15 | Common | Common Stock | 2021-11-05 | M | A | 636 | $98.30 | 2,267 | D | — | — | (F25) Jay C. Hoag has sole voting and dispositive power over the options he holds directly. However, TCV VII Management, L.L.C. has a right to 100% of the pecuniary interest in such options. Mr. Hoag is a Member of TCV VII Management, L.L.C. Mr. Hoag disclaims beneficial ownership of such options and the shares to be received upon the exercise of such options except to the extent of his pecuniary interest therein. |
| 16 | Common | Common Stock | 2021-11-05 | M | A | 591 | $105.70 | 2,858 | D | — | — | (F25) Jay C. Hoag has sole voting and dispositive power over the options he holds directly. However, TCV VII Management, L.L.C. has a right to 100% of the pecuniary interest in such options. Mr. Hoag is a Member of TCV VII Management, L.L.C. Mr. Hoag disclaims beneficial ownership of such options and the shares to be received upon the exercise of such options except to the extent of his pecuniary interest therein. |
| 17 | Common | Common Stock | 2021-11-05 | M | A | 672 | $93.11 | 3,530 | D | — | — | (F25) Jay C. Hoag has sole voting and dispositive power over the options he holds directly. However, TCV VII Management, L.L.C. has a right to 100% of the pecuniary interest in such options. Mr. Hoag is a Member of TCV VII Management, L.L.C. Mr. Hoag disclaims beneficial ownership of such options and the shares to be received upon the exercise of such options except to the extent of his pecuniary interest therein. |
| 18 | Common | Common Stock | 2021-11-05 | M | A | 615 | $101.51 | 4,145 | D | — | — | (F25) Jay C. Hoag has sole voting and dispositive power over the options he holds directly. However, TCV VII Management, L.L.C. has a right to 100% of the pecuniary interest in such options. Mr. Hoag is a Member of TCV VII Management, L.L.C. Mr. Hoag disclaims beneficial ownership of such options and the shares to be received upon the exercise of such options except to the extent of his pecuniary interest therein. |
| 19 | Common | Common Stock | 2021-11-05 | M | A | 647 | $96.67 | 4,792 | D | — | — | (F25) Jay C. Hoag has sole voting and dispositive power over the options he holds directly. However, TCV VII Management, L.L.C. has a right to 100% of the pecuniary interest in such options. Mr. Hoag is a Member of TCV VII Management, L.L.C. Mr. Hoag disclaims beneficial ownership of such options and the shares to be received upon the exercise of such options except to the extent of his pecuniary interest therein. |
| 20 | Common | Common Stock | 2021-11-05 | M | A | 662 | $94.37 | 5,454 | D | — | — | (F26) Jay C. Hoag has sole voting and dispositive power over the options he holds directly. However, TCV VII Management, L.L.C. and TCV VIII Management, L.L.C. have a right to 100% of the pecuniary interest in such options. Mr. Hoag is a Member of TCV VII Management, L.L.C. and a Member of TCV VIII Management, L.L.C. Mr. Hoag disclaims beneficial ownership of such options and the shares to be received upon the exercise of such options except to the extent of his pecuniary interest therein. |
| 21 | Common | Common Stock | 2021-11-05 | M | A | 642 | $97.38 | 6,096 | D | — | — | (F26) Jay C. Hoag has sole voting and dispositive power over the options he holds directly. However, TCV VII Management, L.L.C. and TCV VIII Management, L.L.C. have a right to 100% of the pecuniary interest in such options. Mr. Hoag is a Member of TCV VII Management, L.L.C. and a Member of TCV VIII Management, L.L.C. Mr. Hoag disclaims beneficial ownership of such options and the shares to be received upon the exercise of such options except to the extent of his pecuniary interest therein. |
| 22 | Common | Common Stock | 2021-11-05 | M | A | 609 | $102.63 | 6,705 | D | — | — | (F26) Jay C. Hoag has sole voting and dispositive power over the options he holds directly. However, TCV VII Management, L.L.C. and TCV VIII Management, L.L.C. have a right to 100% of the pecuniary interest in such options. Mr. Hoag is a Member of TCV VII Management, L.L.C. and a Member of TCV VIII Management, L.L.C. Mr. Hoag disclaims beneficial ownership of such options and the shares to be received upon the exercise of such options except to the extent of his pecuniary interest therein. |
| 23 | Common | Common Stock | 2021-11-05 | M | A | 507 | $123.30 | 7,212 | D | — | — | (F26) Jay C. Hoag has sole voting and dispositive power over the options he holds directly. However, TCV VII Management, L.L.C. and TCV VIII Management, L.L.C. have a right to 100% of the pecuniary interest in such options. Mr. Hoag is a Member of TCV VII Management, L.L.C. and a Member of TCV VIII Management, L.L.C. Mr. Hoag disclaims beneficial ownership of such options and the shares to be received upon the exercise of such options except to the extent of his pecuniary interest therein. |
| 24 | Common | Common Stock | 2021-11-05 | S | D | 712 | $659.46 | 263 | I | — | — | (F27) This number represents a weighted average purchase price per share. The shares were sold at prices ranging from $659.22 to $659.89 per share. The Reporting Person hereby undertakes to provide upon request by the staff of the Securities and Exchange Commission, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price. |
| 25 | Common | Common Stock | 2021-11-05 | S | D | 263 | $660.35 | 0 | I | — | — | (F28) This number represents a weighted average purchase price per share. The shares were sold at prices ranging from $660.32 to $660.39 per share. The Reporting Person hereby undertakes to provide upon request by the staff of the Securities and Exchange Commission, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price. |
| 26 | Common | Common Stock | 2021-11-05 | S | D | 7,212 | $654.51 | 0 | D | — | — | (F29) This number represents a weighted average purchase price per share. The shares were sold at prices ranging from $654.45 to $654.84 per share. The Reporting Person hereby undertakes to provide upon request by the staff of the Securities and Exchange Commission, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price. (F26) Jay C. Hoag has sole voting and dispositive power over the options he holds directly. However, TCV VII Management, L.L.C. and TCV VIII Management, L.L.C. have a right to 100% of the pecuniary interest in such options. Mr. Hoag is a Member of TCV VII Management, L.L.C. and a Member of TCV VIII Management, L.L.C. Mr. Hoag disclaims beneficial ownership of such options and the shares to be received upon the exercise of such options except to the extent of his pecuniary interest therein. |
| 27 | Common | Common Stock | 2021-11-04 | J | D | 237,380 | $0.00 | 237,382 | I TCV VII, L.P. | — | — | (F2) These shares are directly held by TCV VII. Jay C. Hoag is a Class A Director of Technology Crossover Management VII, Ltd. ("Management VII") and a limited partner of Technology Crossover Management VII, L.P. ("TCM VII"). Management VII is the sole general partner of TCM VII, which is the sole general partner of TCV VII. Mr. Hoag may be deemed to beneficially own the shares held by TCV VII but disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein. |
| 28 | Common | Common Stock | 2021-11-04 | J | A | 90,883 | $0.00 | 90,883 | I Technology Crossover Management VII, L.P. | — | — | (F8) These shares are directly held by TCM VII. Jay C. Hoag is a Class A Director of Management VII and a limited partner of TCM VII. Management VII is the sole general partner of TCM VII. Mr. Hoag may be deemed to beneficially own the shares held by TCM VII but disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein. |
| 29 | Derivative | Non-Qualified Stock Option (right to buy) | 2021-11-05 | M | D | 569 | $0.00 | 0 | D | $109.96 · 2016-01-04 to 2026-01-04 | 569 Common Stock | (F30) Not applicable. (F25) Jay C. Hoag has sole voting and dispositive power over the options he holds directly. However, TCV VII Management, L.L.C. has a right to 100% of the pecuniary interest in such options. Mr. Hoag is a Member of TCV VII Management, L.L.C. Mr. Hoag disclaims beneficial ownership of such options and the shares to be received upon the exercise of such options except to the extent of his pecuniary interest therein. |
| 30 | Derivative | Non-Qualified Stock Option (right to buy) | 2021-11-05 | M | D | 507 | $0.00 | 0 | D | $123.30 · 2016-11-01 to 2026-11-01 | 507 Common Stock | (F30) Not applicable. (F26) Jay C. Hoag has sole voting and dispositive power over the options he holds directly. However, TCV VII Management, L.L.C. and TCV VIII Management, L.L.C. have a right to 100% of the pecuniary interest in such options. Mr. Hoag is a Member of TCV VII Management, L.L.C. and a Member of TCV VIII Management, L.L.C. Mr. Hoag disclaims beneficial ownership of such options and the shares to be received upon the exercise of such options except to the extent of his pecuniary interest therein. |
| 31 | Derivative | Non-Qualified Stock Option (right to buy) | 2021-11-05 | M | D | 642 | $0.00 | 0 | D | $97.38 · 2016-09-01 to 2026-09-01 | 642 Common Stock | (F30) Not applicable. (F26) Jay C. Hoag has sole voting and dispositive power over the options he holds directly. However, TCV VII Management, L.L.C. and TCV VIII Management, L.L.C. have a right to 100% of the pecuniary interest in such options. Mr. Hoag is a Member of TCV VII Management, L.L.C. and a Member of TCV VIII Management, L.L.C. Mr. Hoag disclaims beneficial ownership of such options and the shares to be received upon the exercise of such options except to the extent of his pecuniary interest therein. |
| 32 | Derivative | Non-Qualified Stock Option (right to buy) | 2021-11-05 | M | D | 662 | $0.00 | 0 | D | $94.37 · 2016-08-01 to 2026-08-01 | 662 Common Stock | (F30) Not applicable. (F26) Jay C. Hoag has sole voting and dispositive power over the options he holds directly. However, TCV VII Management, L.L.C. and TCV VIII Management, L.L.C. have a right to 100% of the pecuniary interest in such options. Mr. Hoag is a Member of TCV VII Management, L.L.C. and a Member of TCV VIII Management, L.L.C. Mr. Hoag disclaims beneficial ownership of such options and the shares to be received upon the exercise of such options except to the extent of his pecuniary interest therein. |
| 33 | Derivative | Non- Qualified Stock Option (right to buy) | 2021-11-05 | M | D | 664 | $0.00 | 0 | D | $94.09 · 2016-02-01 to 2026-02-01 | 664 Common Stock | (F30) Not applicable. (F25) Jay C. Hoag has sole voting and dispositive power over the options he holds directly. However, TCV VII Management, L.L.C. has a right to 100% of the pecuniary interest in such options. Mr. Hoag is a Member of TCV VII Management, L.L.C. Mr. Hoag disclaims beneficial ownership of such options and the shares to be received upon the exercise of such options except to the extent of his pecuniary interest therein. |
| 34 | Derivative | Non- Qualified Stock Option (right to buy) | 2021-11-05 | M | D | 609 | $0.00 | 0 | D | $102.63 · 2016-10-03 to 2026-10-03 | 609 Common Stock | (F30) Not applicable. (F26) Jay C. Hoag has sole voting and dispositive power over the options he holds directly. However, TCV VII Management, L.L.C. and TCV VIII Management, L.L.C. have a right to 100% of the pecuniary interest in such options. Mr. Hoag is a Member of TCV VII Management, L.L.C. and a Member of TCV VIII Management, L.L.C. Mr. Hoag disclaims beneficial ownership of such options and the shares to be received upon the exercise of such options except to the extent of his pecuniary interest therein. |
| 35 | Derivative | Non-Qualified Stock Option (right to buy) | 2021-11-05 | M | D | 398 | $0.00 | 0 | D | $125.37 · 2015-12-01 to 2025-12-01 | 398 Common Stock | (F30) Not applicable. (F25) Jay C. Hoag has sole voting and dispositive power over the options he holds directly. However, TCV VII Management, L.L.C. has a right to 100% of the pecuniary interest in such options. Mr. Hoag is a Member of TCV VII Management, L.L.C. Mr. Hoag disclaims beneficial ownership of such options and the shares to be received upon the exercise of such options except to the extent of his pecuniary interest therein. |
| 36 | Derivative | Non-Qualified Stock Option (right to buy) | 2021-11-05 | M | D | 636 | $0.00 | 0 | D | $98.30 · 2016-03-01 to 2026-03-01 | 636 Common Stock | (F30) Not applicable. (F25) Jay C. Hoag has sole voting and dispositive power over the options he holds directly. However, TCV VII Management, L.L.C. has a right to 100% of the pecuniary interest in such options. Mr. Hoag is a Member of TCV VII Management, L.L.C. Mr. Hoag disclaims beneficial ownership of such options and the shares to be received upon the exercise of such options except to the extent of his pecuniary interest therein. |
| 37 | Derivative | Non-Qualified Stock Option (right to buy) | 2021-11-05 | M | D | 591 | $0.00 | 0 | D | $105.70 · 2016-04-01 to 2026-04-01 | 591 Common Stock | (F30) Not applicable. (F25) Jay C. Hoag has sole voting and dispositive power over the options he holds directly. However, TCV VII Management, L.L.C. has a right to 100% of the pecuniary interest in such options. Mr. Hoag is a Member of TCV VII Management, L.L.C. Mr. Hoag disclaims beneficial ownership of such options and the shares to be received upon the exercise of such options except to the extent of his pecuniary interest therein. |
| 38 | Derivative | Non- Qualified Stock Option (right to buy) | 2021-11-05 | M | D | 647 | $0.00 | 0 | D | $96.67 · 2016-07-01 to 2026-07-01 | 647 Common Stock | (F30) Not applicable. (F25) Jay C. Hoag has sole voting and dispositive power over the options he holds directly. However, TCV VII Management, L.L.C. has a right to 100% of the pecuniary interest in such options. Mr. Hoag is a Member of TCV VII Management, L.L.C. Mr. Hoag disclaims beneficial ownership of such options and the shares to be received upon the exercise of such options except to the extent of his pecuniary interest therein. |
| 39 | Derivative | Non-Qualified Stock Option (right to buy) | 2021-11-05 | M | D | 615 | $0.00 | 0 | D | $101.51 · 2016-06-01 to 2026-06-01 | 615 Common Stock | (F30) Not applicable. (F25) Jay C. Hoag has sole voting and dispositive power over the options he holds directly. However, TCV VII Management, L.L.C. has a right to 100% of the pecuniary interest in such options. Mr. Hoag is a Member of TCV VII Management, L.L.C. Mr. Hoag disclaims beneficial ownership of such options and the shares to be received upon the exercise of such options except to the extent of his pecuniary interest therein. |
| 40 | Derivative | Non-Qualified Stock Option (right to buy) | 2021-11-05 | M | D | 672 | $0.00 | 0 | D | $93.11 · 2016-05-02 to 2026-05-02 | 672 Common Stock | (F30) Not applicable. (F25) Jay C. Hoag has sole voting and dispositive power over the options he holds directly. However, TCV VII Management, L.L.C. has a right to 100% of the pecuniary interest in such options. Mr. Hoag is a Member of TCV VII Management, L.L.C. Mr. Hoag disclaims beneficial ownership of such options and the shares to be received upon the exercise of such options except to the extent of his pecuniary interest therein. |