Travelzoo 2011 Annual Report Download - page 16

15
Criteria
Quarterly Bonus
Pa
y
ment
Worldwide revenue targe
t
fo
r
the quarte
r
met AND there are no more than two Significan
t
Customers AND no
Significan
t
Custome
r
accounts fo
r
17% o
r
more of Worldwide consolidated revenue fo
r
the quarte
r
.......................... $ 20,000
Worldwide operatin
g
income tar
g
e
t
fo
r
the quarte
r
me
t
.................................................................................................. $ 20,000
Worldwide subscribe
r
targe
t
fo
r
the quarte
r
met ............................................................................................................. $ 20,000
Total maximu
m
Performance Bonus
p
e
r
quarte
r
............................................................................................................. $ 60,000
The quarterly target for worldwide operating income and revenue were not met during the year. The quarterly targets for
worldwide subscribers were met for the first and third quarters of 2011. Mr. Loughlin received Performance Bonuses totaling $20,000
for each of the first and third quarters of 2011. Mr. Loughlin did not receive Performance Bonuses in the second and fourth quarter of
2011. For 2011, Mr. Loughlin received 17% of the maximum performance bonus. The Company believes that targets set for
worldwide revenue, worldwide operating income and worldwide subscribers align with the Company’s desire to continue to grow the
business. Since the individual targets are intended to be challenging, and since the separate targets related to different aspects of the
Company’s performance, it is expected it will be difficult for all the targets to be achieved for any given year.
Mr. Loughlin is also eligible to receive a quarterly Discretionary Bonus of up to $20,000 per quarter. The Discretionary Bonus is to
be determined by the Board of Directors at its sole and absolute discretion. In exercising such discretion, the Board of Directors will
take into consideration Mr. Loughlin’s individual performance. In evaluating Mr. Loughlin’s individual performance during 2011, the
Board of Directors considered factors such as the quality of Mr. Loughlin’s strategic management to ensure the long-term success of
the Company, the development of the Company’s leadership talent, the quality of the content of the Company’s publications, and the
development of the Travelzoo brand. Mr. Loughlin received Discretionary Bonuses of $15,000, $5,000, $10,000 and $13,500 for the
first, second, third and fourth quarter, respectively in 2011.
Pursuant to the terms of Mr. Holger Bartel’s employment agreement dated September 17, 2008 and effective October 1, 2008,
Mr. Bartel was eligible to receive a quarterly Performance Bonus and a quarterly Discretionary Bonus for the first and second quarters
of 2010 as his employment terminated on June 30, 2010 as further described in the 2011 Proxy Statement. Mr. Bartel does not have
any Performance Bonus or Discretionary Bonus pursuant to the terms of his employment agreement for Head of Strategy, which is
effective October 1, 2011.
Pursuant to the terms of Mr. Lee’s employment agreement as amended on September 23, 2008, Mr. Lee was eligible to receive a
quarterly Performance Bonus and a quarterly Discretionary Bonus. The quarterly Performance Bonus is calculated as follows:
Criteria
Quarterly Bonus
Pa
y
ment
Worldwide revenue targe
t
fo
r
the quarte
r
met AND there are no more than two Significan
t
Customers AND no
Si
g
nifican
t
Custome
r
accounts fo
r
17% o
r
more of Worldwide consolidated revenue fo
r
the quarte
r
.......................... $ 15,000
Worldwide operating income targe
t
fo
r
the quarte
r
me
t
.................................................................................................. $ 15,000
Worldwide subscribe
r
targe
t
fo
r
the quarte
r
met ............................................................................................................. $ 15,000
Total maximu
m
Performance Bonus
p
e
r
quarte
r
............................................................................................................. $ 45,000
The quarterly target for worldwide revenue was not met during the first and second quarter of 2011. The quarterly targets for
worldwide subscribers were met for the first quarter of 2011. Mr. Lee received Performance Bonuses totaling $15,000 for 2011. For
2011 Mr. Lee received 17% of the maximum Performance Bonus. The Company believes that targets set for worldwide revenue,
worldwide operating income and worldwide subscribers align with the Company’s desire to continue to grow the business. Since the
individual targets are intended to be challenging, and since the separate targets related to different aspects of the Company’s
performance, it is expected it will be difficult for all the targets to be achieved for any given year.
Mr. Lee was also eligible to receive a quarterly Discretionary Bonus of up to $15,000 per quarter. The Discretionary Bonus was to
be determined by the Chief Executive Officer in his sole and absolute discretion. In exercising such discretion, the Chief Executive
Officer took into consideration Mr. Lee’s individual performance. In evaluating Mr. Lee’s individual performance during 2011, the
Chief Executive Officer considered factors such as Mr. Lee’s role as an advisor to the CEO on how to improve the Company’s
financial performance, his initiatives to improve the Company’s management information systems, his leadership in the areas of
corporate governance and business ethics, and the quality of his management of the Company’s relationships with the investment
community. Mr. Lee received Discretionary Bonuses totaling $90,000, of which $50,000 was related to excess discretionary retention
bonus, for 2011.