travelzoo8k.htm - Generated by SEC Publisher for SEC Filing

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

_______________

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

 

Date of Report (Date of earliest event

reported): June 2, 2011

 

Travelzoo Inc.

-------------------------------------------------

(Exact Name of Registrant as Specified in its Charter)

 

 

 

Delaware

---------------------------

(State or Other

Jurisdiction of

Incorporation)

000-50171

-------------------

(Commission

File Number)

36-4415727

---------------------------

(I.R.S. Employer

Identification Number)

 

 

 

590 Madison Avenue, 37th Floor

New York, New York

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(Address of Principal Executive Offices)

10022

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(Zip Code)

 

Registrant’s telephone number, including area code:

 

(212) 484-4900

------------------------------------------

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

        o     Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

        o     Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

        o     Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

        o     Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

 

 

 

Item 5.07 Submission of Matters to a Vote of Security Holders.

 

                At the 2011 Annual Meeting of Stockholders of Travelzoo Inc. held on June 2, 2011, the following actions were taken.

 

                The following nominees for election to the Board of Directors were elected, each for a one-year term, based upon the following final voting results:

 

Votes For

Votes Against

Holger Bartel

12,391,176

1,089,609

Ralph Bartel

12,513,876

966,909

David Ehrlich

13,323,696

157,089

Donovan Neale-May

13,402,480

78,305

Kelly Urso

13,403,950

76,835

 

                The issuance of common stock which are issuable upon exercise of Christopher Loughlin’s option to purchase shares of the Company’s common stock was approved, based upon the following final voting result:

 

Votes For

Votes Against

Abstain

13,357,447

117,321

6,017

 

                The proposal to approve the advisory vote on the compensation of the Company’s named executive officers was approved, based upon the following final voting result:

 

Votes For

Votes Against

Abstain

12,851,122

624,544

5,119

 

                 The proposal to hold an advisory vote on executive compensation every year was approved, based upon the following final voting result: 

 

1 Year

2 Year

3 Year

Abstain

13,336,828

10,902

129,182

3,873

 

 

 

 

 

 

 

 

SIGNATURES

 

                Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

 

TRAVELZOO INC.

 

 

 

 

 

 

Date: June 8, 2011

By:

/s/ Wayne Lee

 

              Wayne Lee

              Chief Financial Officer