Travelzoo 2005 Annual Report Download - page 21

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-K
FOR ANNUAL AND TRANSITION REPORTS PURSUANT
TO SECTIONS 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
(Mark One)
¥ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Ñscal year ended December 31, 2005
or
nTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Commission File No.: 000-50171
TRAVELZOO INC.
(Exact Name of Registrant as SpeciÑed in Its Charter)
DELAWARE 36-4415727
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) IdentiÑcation No.)
590 Madison Avenue, 21st Floor, 10022
(Zip Code)
New York, New York
(Address of Principal Executive OÇces)
Registrant's telephone number, including area code:
(212) 521-4200
SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
NONE
SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:
Common Stock, $0.01 Par Value
(Title of Class)
Indicate by check mark if the Registrant is a well-known seasoned issuer, as deÑned in Rule 405 of the Securities
Act. Yes n No ¥
Indicate by check mark if the Registrant is not required to Ñle reports pursuant to Section 13 or Section 15(d) of the
Act. Yes n No ¥
Indicate by check mark whether the Registrant (1) has Ñled all reports required to be Ñled by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to
Ñle such reports), and (2) has been subject to such Ñling requirements for the past 90 days. Yes ¥No n
Indicate by check mark if disclosure of delinquent Ñlers pursuant to Item 405 of Regulation S-K is not contained herein,
and will not be contained, to the best of Registrant's knowledge, in deÑnitive proxy or information statements incorporated by
reference in Part III of this Form 10-K or any amendment to this Form 10-K. n
Indicate by check mark whether the Registrant is a large accelerated Ñler, an accelerated Ñler, or a non-accelerated Ñler.
See deÑnition of ""accelerated Ñler and large accelerated Ñler'' in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated Ñler n Accelerated Ñler ¥ Non-accelerated Ñler n
Indicate by check mark whether the Registrant is a shell company (as deÑned in Rule 12b-2 of the Act). Yes n No ¥
As of June 30, 2005, the aggregate market value of voting stock held by non-aÇliates of the Registrant, based upon the
closing sales price for the Registrant's Common Stock, as reported on the NASDAQ National Market, was $114,734,711.
The number of shares outstanding of the Registrant's Common Stock as of March 1, 2006 was 16,143,685.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the Registrant's Proxy Statement for its 2006 Annual Meeting of Stockholders are incorporated by reference in
this Form 10-K in response to Part III, Items 5, 10, 11, 12, 13, and 14.