Travelzoo 2003 Annual Report Download - page 11

Download and view the complete annual report

Please find page 11 of the 2003 Travelzoo annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.

Page out of 68

  • 1
  • 2
  • 3
  • 4
  • 5
  • 6
  • 7
  • 8
  • 9
  • 10
  • 11
  • 12
  • 13
  • 14
  • 15
  • 16
  • 17
  • 18
  • 19
  • 20
  • 21
  • 22
  • 23
  • 24
  • 25
  • 26
  • 27
  • 28
  • 29
  • 30
  • 31
  • 32
  • 33
  • 34
  • 35
  • 36
  • 37
  • 38
  • 39
  • 40
  • 41
  • 42
  • 43
  • 44
  • 45
  • 46
  • 47
  • 48
  • 49
  • 50
  • 51
  • 52
  • 53
  • 54
  • 55
  • 56
  • 57
  • 58
  • 59
  • 60
  • 61
  • 62
  • 63
  • 64
  • 65
  • 66
  • 67
  • 68

Security Ownership of Certain BeneÑcial Owners
The following table shows all persons or entities that we know to beneÑcially own more than 5% of our
stock as of April 30, 2004:
Number of Percent of
Shares of Outstanding
Name and Address of BeneÑcial Owner Common Stock(1) Common Stock
Ralph Bartel ÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏ 15,813,723 90%
590 Madison Avenue
21st Floor
New York, New York 10022
(1) Includes 2,193,349 shares of common stock that could be acquired by exercising stock options through
July 2, 2004.
Section 16(a) BeneÑcial Ownership Reporting Compliance
Under Section 16(a) of the Securities Exchange Act of 1934, the Company's directors, executive oÇcers
and the beneÑcial holders of more than 10% of the Company's common stock are required to Ñle reports of
ownership and changes in ownership with the Securities and Exchange Commission. Based on our records and
other information, the Company believes that during 2003 all applicable Section 16(a) Ñling requirements
were met, except that, due to administrative oversight, one late Ñling of Form 3 were made for each of Holger
Bartel and Steven Ledwith.
Code of Ethics
We have adopted a code of ethics that applies to our Chief Executive OÇcer, who is also our Chief
Financial OÇcer, and our Controller (Chief Accounting OÇcer). This code of ethics is posted on our Website
located at www.corporate.travelzoo.com/governance. We intend to satisfy the disclosure requirement under
Item 10 of Form 8-K regarding an amendment to, or waiver from, a provision of this code of ethics by posting
such information on our Website, at the address and location speciÑed above.
Our Executive OÇcers
Executive oÇcers are elected annually by the Board and serve at the discretion of the Board. Set forth
below is information regarding our executive oÇcers as of April 30, 2004:
Name Age Position
Ralph Bartel, Ph.D. ÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏ 38 President, Chief Executive OÇcer, Chief
Financial OÇcer, and Chairman of the
Board of Directors
Holger Bartel, Ph.D. ÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏ 37 Executive Vice President
Kelly N. Ford ÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏ 36 Vice President of Marketing
Steven M. LedwithÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏ 46 Chief Technology OÇcer
Lisa Su ÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏ 29 Controller (Chief Accounting OÇcer)
Shirley TafoyaÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏÏ 41 Senior Vice President of Sales
Ralph Bartel founded Travelzoo in May 1998 and has served as our President, Chief Executive OÇcer
and Chairman of the Board of Directors since inception. Prior to his founding of Travelzoo, from 1996 to 1997,
Mr. Bartel served as Managing Assistant at Gruner ° Jahr AG, the magazine division of Bertelsmann AG.
Mr. Bartel holds a Ph.D. in Communications from the University of Mainz, Germany, an MBA in Finance
and Accounting from the University of St. Gallen, Switzerland, and a Master's degree in Journalism from
University of Eichstaett, Germany.
Holger Bartel has served as Executive Vice President since September 1999. From 1995 to 1998,
Mr. Bartel worked as an Engagement Manager at McKinsey & Company in Los Angeles. From 1992 to 1994,
7