Travelzoo 2008 Annual Report Download - page 16

Download and view the complete annual report

Please find page 16 of the 2008 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 95

  • 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
  • 69
  • 70
  • 71
  • 72
  • 73
  • 74
  • 75
  • 76
  • 77
  • 78
  • 79
  • 80
  • 81
  • 82
  • 83
  • 84
  • 85
  • 86
  • 87
  • 88
  • 89
  • 90
  • 91
  • 92
  • 93
  • 94
  • 95

The Company’s Compensation Committee has reviewed and discussed the CD&A with management and,
based on such review and discussions, the Compensation Committee recommended to the Company’s Board of
Directors that the CD&A be included in this proxy statement on Schedule 14A.
Compensation Committee
Ralph Bartel (Chairman)
Kelly M. Urso
Compensation Committee Interlocks and Insider Participation
During 2008, Ralph Bartel, our Chief Executive Officer until September 30, 2008, and Kelly M. Urso were
members of the Compensation Committee. Mr. Ralph Bartel did not participate in the determination of his
compensation as an executive officer during 2008. In 2008, there were no transactions between the Company and
Mr. Ralph Bartel, other than the payment of Mr. Ralph Bartel’s salary and reimbursement of Company-related
expenses.
Summary Compensation Table
The following summary compensation table sets forth information concerning the compensation to our Chief
Executive Officer, former Chief Executive Officer, Chief Financial Officer and the three other most highly
compensated executive officers during the fiscal year ended December 31, 2008.
Name and Principal Position
Fiscal
Year
Salary
($)
Bonus
($)
Non-Equity
Incentive Plan
Compensation
($)(1)
All Other
Compensation
($)
Total
($)
Holger Bartel(2) .............. 2008 100,000 20,000(8) — 613,822(19) 733,822
Chief Executive Officer 2007 241,867 — 25,000(14) 115,902(19) 382,769
(effective October 1, 2008) 2006 328,000 1,500(9) 15,000(14) 3,000(21) 347,500
and Director
Ralph Bartel(3) ............... 2008 286,650 — — — 286,650
Chief Executive Officer 2007 322,004 — 25,000(14) — 347,004
(through September 30, 2008) 2006 329,723 1,500(9) 15,000(14) 1,500(20) 347,723
and Chairman of the Board
Wayne Lee(4) ................ 2008 240,000 47,335(10) — 1,500(21) 288,835
Chief Financial Officer 2007 201,500 — 25,000(14) 1,500(21) 228,000
2006 154,083 1,500(9) — 3,000(21) 158,583
Christopher Loughlin(5) ......... 2008 381,714 — 407,556(15) 31,011(22) 820,281
Executive Vice President, Europe 2007 408,369 — 170,099(15) 28,586(22) 607,054
2006 293,490 1,500(9) 144,944(16) 16,396(22) 456,330
Max Rayner(6) ............... 2008 450,000 190,000(11) — 1,500(21) 641,500
Chief Information Officer 2007 71,591 31,667(11) — — 103,258
Shirley Tafoya(7) .............. 2008 518,010 175,000(12) — 1,500(21) 694,510
President, North America 2007 475,133 25,000(12) 67,878(17) 1,500(21) 569,511
2006 338,250 2,750(13) 186,510(18) 1,500(20) 529,010
(1) The amounts reflected in this column reflect the performance-based cash awards paid to the named executives
under our Executive Bonus Plan and pursuant to certain employment agreements, as discussed in the CD&A
above.
(2) Mr. Holger Bartel became the Chief Executive Officer on October 1, 2008. From November 12, 2007 to
September 30, 2008, Mr. Holger Bartel served as a consultant to the Company under the terms of an
independent contractor agreement. In 2006 and from January 1, 2007 to November 11, 2007 Mr. Holger Bartel
served as Executive Vice President.
13