Netflix’s new poison pill has riled the legendary corporate raider, who recently bought stock and options equal to 9.98% of the company. Adopting an anti-takeover defense like this without a shareholder vote “is an example of poor corporate governance,” Icahn says in an SEC filing. He’s particularly upset with its “remarkably low and discriminatory 10% threshold.” Icahn calls Netflix “one of the few companies that continues to ignore the fact that the shareholders have strongly expressed their wishes through a majority vote” to get rid of another anti-takeover defense: its staggered board. Only about a third of the directors are re-elected each year, making it difficult for shareholders to quickly change management. “As one of the company’s largest shareholders we are concerned about the poor corporate governance at Netflix that these and other actions reflect,” Icahn says. Netflix shares are virtually unchanged in mid-day trading.
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