February 17, 2026
WHEN: Today, Tuesday, February 17, 2026
WHERE: CNBC’s “Closing Bell: Overtime”
Following is the unofficial transcript of a CNBC exclusive interview with Netflix Co-CEO Ted Sarandos on CNBC’s “Closing Bell: Overtime” (M-F, 4PM-5PM ET) today, Tuesday, February 17. Following are links to video on CNBC.com: https://www.cnbc.com/video/2026/02/17/netflix-co-ceo-paramount-has-been-flooding-the-zone-and-confusing-warner-bros-shareholders.html, https://www.cnbc.com/video/2026/02/17/netflix-co-ceo-ted-sarandos-government-has-no-grounds-to-block-netflix-warner-bros-deal.html, and https://www.cnbc.com/video/2026/02/17/netflix-co-ceo-ted-sarandos-ai-slop-will-create-flight-to-quality.html.
All references must be sourced to CNBC.
JULIA BOORSTIN: Mike, thanks so much. And, Ted, thanks so much for having us here at Netflix—
TED SARANDOS: Thanks for coming.
BOORSTIN: To talk about this big news.
SARANDOS: Yes.
BOORSTIN: Why does it make sense to give your competitor, Paramount Skydance, a week to negotiate with Warner Bros. if you already have a deal with them?
SARANDOS: Well, best if we start with where we're at, which is we have the only signed deal with Warner Bros. to acquire Warner Bros. Studios and Warner Bros. Television Studios and HBO. That is a signed deal that we have. PSKY, Paramount, had been making a ton of noise, flooding the zone with confusion for shareholders, so they don't really understand the deal, including floating all these hypothetical offers and talking directly to the shareholders and bypassing the Warner Bros. Discovery board. So we have given the opportunity to get those shareholders exactly what they deserve, which is complete clarity and certainty about what the value of these deals are. And what we're certain is, is that the Netflix deal to acquire these assets is the best deal, creates, generates the best value for their shareholders. And they think so too. That's why they recommended the deal and why they reiterated recommending that deal post this. So give them seven days to put their money where their mouth is.
BOORSTIN: So part of all the disclosures and press releases and proxies filed this morning was also the news that a representative of Paramount Skydance had offered $31 per share, a dollar more than Paramount Skydance had previously offered for all Warner Bros. You have the right to match any higher bid. How much more are you willing to pay?
SARANDOS: Well, that's not something you typically do with a phone call. And I don't want to get into the hypotheticals of what we do, what -- of all these moves. Let them make a move and then we will see where the next step takes us.
BOORSTIN: Given that Netflix's stock price has dropped so much since you closed this deal in December, Mike just mentioned a 25 percent drop, are you concerned that investors will sell off more if you end up offering more to get this deal done?
SARANDOS: There's things you should remember about us. We have been doing this for a long time. We have been incredibly disciplined buyers in our normal course of business, meaning we're pretty good at establishing, what is the value for entertainment assets, audience relative to cost, all those things, and remaining very disciplined in the process of doing that. This shouldn't be any different than that. But, again, I said, when we came up with the offer on this product -- on this asset, the -- this is a deal we think that brings the enormous value to Warner Bros. Discovery shareholders. But even as importantly is growing, continuing to grow the entertainment business. And the outcome of this deal is going to be very relevant to a lot of players, meaning that if, in our deal we continue to operate Warner Bros.' film and television studios, pretty much like they're running today, we continue to run HBO largely as that operates today. We continue to invest in growth in those organizations. We have a very healthy balance sheet and a very strong business with or without this deal to keep pushing forward at this. So, to me, our goal here is to make sure that folks know, take the seven days to figure out exactly where they stand. And then, on March 20, there is a vote and they will make the decision. And we're confident that the Warner Bros. Discovery board, which continues to endorse this deal, and the shareholders will come to the same conclusion, that this is the best value for Warner Bros. Discovery.
BOORSTIN: Mike?
SANTOLI: Ted, it's Mike Santoli back in New York.
SARANDOS: Hey, Mike.
SANTOLI: Leaving aside sort of the how high would you go and whether you would counter this deal, are there elements of your current agreement that you would be willing to revisit? Because, as you know, of course, PSKY has raised questions about the sort of debt adjustment element of the spin-off of the global networks business and how much debt is on there, in other words, a little bit of complexity around your deal and whether, in fact, those things could be reopened.
SARANDOS: Mike, let me restate, this deal is not only the best deal for them. It is also the most simple deal. Shareholders will get $27.75 a share plus the value of Discovery Global. That is true. That was true from the very first filing. Again, PSKY flooding the zone with misinformation, creating a bunch of what-ifs and scenarios that are very wild, and even in any end of that range, let alone the top end of that range. The most likely outcome is, there's no adjustment at all. Warners had been very clear that their intent is to maximize cash for the shareholders.
SANTOLI: And just in terms of, we mentioned your share price obviously has been under pressure since the deal, but also related companies share prices have also been weak without a deal. I note Spotify. So maybe this is the ebb and flow of the markets. But what are your investors telling you about whether, in fact, they're pleased that you're making this relatively big strategic move?
SARANDOS: Well, Mike, let say this. We just finished a great year. We said we were going to improve engagement, revenue and profit. We grew our revenue 16 percent. We grew our engagement by a couple of billion hours, including a 9 percent increase in the viewing of our originals, which is the jet fuel for our business. And we grew our operating income by 30 percent. So we had a great year, and we guided to a great '26. I don't think the market likes uncertainty much, and big deals like this create some level of uncertainty. One of the big drivers for us in getting this thing to a head is to get through this uncertainty.
BOORSTIN: One of the questions that's been lingering is this regulatory uncertainty. You testified before Congress.
SARANDOS: Yes.
BOORSTIN: We reported on the wide range of questions you were asked. And, fundamentally, critics are concerned that this deal could reduce choice, could reduce the amount of time movies are in theaters below 45 days and could ultimately be bad for consumers. How do you address all of those concerns from your critics?
SARANDOS: Well, I have laid it out very clear. Our intent is to keep those businesses operating largely as they are today. Now, again, in contrast, in the Paramount offer, you're going to absolutely be collapsing two of the five major studios by one. And their output will drop. Now, they have promised, again, a fanciful 30 movies a year, keeping in mind that all the healthy studios have only released about 20 movies a year for some time now, for about five years. And what we want to do is, we're going to keep those films going and keep them in the theaters the same way they release them today. Remember we're buying a revenue stream in, from both their television studio and their theatrical distribution business and their film studio and HBO that we want to keep intact and grow.
BOORSTIN: So—
SARANDOS: So it's in our best interest obviously to keep those things operating. But, beyond that, our track record with the American public, with the world has been to deliver more for less. And we're going to keep doing that.
BOORSTIN: So the theater chains have raised concerns that your commitment to do a 45-day release in theaters may not last for that long. Maybe your deals with Warner Bros. could expire in two or three years, that could go by the wayside. How long are you committed to operating Warner Bros. Studio as a stand-alone, separate entity with a very different distribution strategy than Netflix?
SARANDOS: Well, let's take a look at the alternative. What Paramount has said is, they're going to try to de-lever their business once this deal is done. Remember, they're enormously over-levered here. So if they're going to make the cuts that they're talking about, they said explicitly $6 billion in cuts. It's actually, when you do the math to try to get them to two to three times levered after this -- after that proposal, it would be $16 billion in cuts. So that's less movies. That's collapsing two major studios down to one. That is putting together two large news organizations. This is a very complicated alternative to our very simple and good Netflix deal to buy those assets. And when I say that the regulatory one is again them flooding the site and flooding the zone with misinformation about regulatory risk.
BOORSTIN: Well—
SARANDOS: PSKY has, does not have a faster regulatory path. I don't know why the Ellisons would insinuate they have some inside track in the Department of Justice, but I can assure you they don't, and that, and in terms of our regulatory in Europe and around the world, we are known entities and trusted entities with all the players in Europe. And, in fact, our deal, by not acquiring Discovery Global, we don't disrupt the European broadcast system at all.
BOORSTIN: But when it comes to Netflix's size and scope, when it comes to the paid streaming business, not what YouTube does, which is ad-supported, but the paid streaming—
SARANDOS: Really, you shouldn't make that distinction.
BOORSTIN: Yes.
SARANDOS: We compete on the battlefield that is the television. So people sit down, they pick up their remote control, they open up the home screen, there's a bunch of apps and do -- and people choose what to watch. And YouTube sits right there with everybody else, and people choose to do it. And they pay for it sometimes with subscription, sometimes with advertising, same as Netflix and everybody else. It is part of a much bigger, more competitive landscape than it ever was before. So that narrow definition that you're talking about is not realistic.
BOORSTIN: But it is a, it is a complex landscape, and consumers have to decide where they're going to spend their entertainment dollars. And there have been reports that the DOJ is expanding its investigation to look at the monopolization question. Is there a risk of monopoly? How do you address those concerns when it comes to the streaming landscape?
SARANDOS: We have 9 percent of the television business. When we take, when you include HBO, we're going to grow to 10 percent. Today, YouTube is at 13 percent and growing very fast. And so if you want to be equipped not to let big tech companies run away with the entertainment industry, you've got to be able to compete. So, today, I'd say that the business has never been more competitive and more diverse. And the way that consumers pay and the way they spend time is also increasingly diverse. And so the great thing is, there's choice.
BOORSTIN: And so, as you have these conversations with the DOJ and these questions come up, are you concerned about how long this process might take, the regulatory process, or the risk of it, of the deal being blocked?
SARANDOS: Well, we don't think there's any grounds to block the deal. So we're, I do, of course, I wish it went faster. Everybody does. But I also am glad that they're being diligent. It's really important, right? This process is meant for the protection of consumers and for industry. And it continued to grow. Now, since we started, this is, again, I'm going to do a little compare/contrast. But when we started doing this a decade ago, since then, our productions have employed 150 million jobs in the U.S. They have, we have contributed $225 billion to the U.S. economy. We've filmed in all 50 states. We've had 1,700 productions in 1,200 locations. We're right now investing $1 billion in New Jersey, again, betting long on human creation and betting long on the U.S. production economy.
BOORSTIN: When you say human creation, I know you're talking about AI, which I'll get to in a bit.
SARANDOS: Yes.
BOORSTIN: But I do have to ask about this question of capital allocation. Let's say this deal does not go through. There are various reasons that might be the case. Would you look to do another acquisition, or would you start resuming share buybacks? How do you think about what you would do if this $83 billion deal doesn't happen?
SARANDOS: Let's stay on the course of this deal, and we're committed and we're confident this deal will close.
BOORSTIN: I want to ask then about this question of how else you are thinking about spending your time and money. There have been a lot of concerns recently about AI, and, most recently, ByteDance's Seedance 2.0 released some videos that looked an awful lot like real actors, raising questions about the value of I.P. being denigrated by the power of these new generative AI tools. The MPAA told Seedance and ByteDance to pull back. You're part of the MPAA. Netflix is part of the MPAA. How concerned are you about the threat that these generative AI tools pose?
SARANDOS: I think we have to be very careful about how much we act and overact around technologies changes in the tools. I think that it's just as likely that AI tools supercharge creators' ability to tell great stories than it far more likely that that's going to be the case than that they get displaced by these tools. I think that, actually, these, in the hands of creators, they will be able to do things that have been in their wildest imagination forever and be able to put it on screen in a way that consumers will love. I think that's a very likely outcome, but it needs to be creator-led.
BOORSTIN: But, so, when you look at a video of AI-generated Tom Cruise fighting an AI-generated Brad Pitt, does it make you concerned that your iconic franchises like "Stranger Things” could be effectively stolen or pirated and become fodder for other content that would then dilute the value of what Netflix is doing?
SARANDOS: I think actually what will happen is, there will be a, people will flee to quality. And I think when eventually, when there's a sea of AI slop out there, that actually AI plus I.P. becomes enormously valuable.
BOORSTIN: And you have talked about using AI internally Can you give us a sense of how much money you expect to save by using AI?
SARANDOS: Not today, because the tools are evolving very quickly. Mostly what you save is time. So there's a lot of things that you used, used to take a long time to do that you can do faster. We see that today in VFX tools, which have been supercharged by with AI tools. But where that's possibly going, how fast that goes and what those savings are, they're still being modeled.
BOORSTIN: And then another big topic in Hollywood, it's sports rights. We're coming off of the NBA All Star weekend. And Roger Goodell commissioner of the NFL, there have been a lot of reports he's going to start renegotiating for NFL rights as early as this year. You have made some deals with the NFL.
SARANDOS: Yes.
BOORSTIN: You have some big games, including those Christmas Day games.
SARANDOS: Yes.
BOORSTIN: Are you interested in acquiring more NFL rights and sports rights in general?
SARANDOS: I think, if the economics make sense, we're always interested. And the, and part of it is, we have got to, we'd like to have something that we can kind of own. So the way we can own Christmas Day football and pack it with two great games and a halftime show in between to make it a full day of Christmas Day entertainment that people look to Netflix for, that's where I think we add value to the consumers and to the leagues.
BOORSTIN: Before we let you go, what do you think the biggest misconception is about the difference between your offer and Paramount's offer? Your dollar number is less, especially compared to $31 a share.
SARANDOS: Well, I think there's enormous, there's a lot of misconceptions, which is why we went with the seven-day waiver, so we can get those cleared up once and for all, get them to a last and final of what their deal really is and what it really isn't. What we know our deal is, is good for shareholders. It will deliver an enormous amount of value for the Warner Bros. shareholders. It will keep the industry going on a very strong pace, because we're going to keep Warner Bros. running like it is today. We're going to keep HBO running largely like it is today. We don't have to have these enormous cuts to make this make sense. I mean, the idea of Paramount moving into that deal, this is something that everyone should be very, very focused and concerned on. Now, before, I think people would say the preference would be there be no deal. I mean, I think that's what the guilds would like. That's what the unions would like. That's what a lot of folks would like, no deal. But the Warner Bros. Discovery board has determined it was in their long-term best interest to sell these assets. So there is going to be a deal. So that's why you have to look at these two deals and compare and contrast, one that's going to keep the industry going and keep reinvesting with a healthy balance sheet. Now, media mergers don't have a great history. I acknowledge that. In fact, if you looked at the Disney-FOX merger, they went from making 33 movies a year to making about 20. That's a bad outcome. And that's exactly what the Para -- what Paramount is proposing in their bid. What we're doing is keeping them alive. We are investing in them at the rate that they're producing films today, plus what we're releasing for Netflix today, and growing that business on against a healthy balance sheet. And those jobs, that industry strength, that should be a concern for actors in the Screen Actors Guild, for directors in the DGA, for producers in the PGA, for Teamsters and IATSE and everyone who's responsible for making these movies and television shows for people who love them around the world.
BOORSTIN: Well, we will have to watch how this regulatory process plays out and also the shareholder process. We have the seven-day negotiation that just started now between Paramount Skydance and Warner Bros. Discovery. And then there is, of course, that shareholder vote on March 20. Ted Sarandos, thank you so much for joining us for this conversation—
SARANDOS: Thank you.
BOORSTIN: On the heels of this big news.
SARANDOS: Thank you.
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