Travelzoo 2011 Annual Report Download - page 17

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Pursuant to the terms of Ms. Tafoya’s employment agreement dated Augus
t
4, 2010 and effective July 1, 2010, Ms. Tafoya is
eligible to receive a quarterly Performance Bonus and a quarterly Discretionary Bonus. Ms. Tafoya was eligible to receive a quarterly
Performance Bonus and a quarterly Discretionary Bonus for each quarter during 2011. The quarterly Performance Bonus is calculated
as follows:
Criteria
Quarterly Bonus
Pa
y
ment
N
orth America revenue targe
t
fo
r
the quarte
r
me
t
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
N
orth America consolidated revenue fo
r
the quarte
r
.................... $ 30,000
N
orth America operating income targe
t
fo
r
the quarte
r
me
t
............................................................................................ $ 30,000
N
orth America subscribe
r
targe
t
fo
r
the quarte
r
met ....................................................................................................... $ 30,000
Total maximu
m
Performance Bonus
p
e
r
quarte
r
............................................................................................................. $ 90,000
The quarterly target for North America revenue was met for the first and fourth quarter of 2011. The quarterly targets for North
America operating income were met for the first, third and fourth quarters of 2011. The quarterly targets for North America
subscribers were met for each quarter of 2011. Ms. Tafoya received Performance Bonuses totaling $270,000 during 2011. For 2011
Ms. Tafoya received 75% of the maximum Performance Bonus. The Company believes that targets set for North America revenue,
North America operating income and North America 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.
Ms. Tafoya is also eligible to receive a quarterly Discretionary Bonus of up to $30,000 per quarter. The Discretionary Bonus is to
be determined by the Chief Executive Officer in his sole and absolute discretion. Ms. Tafoya was eligible to receive quarterly
Discretionary Bonuses for each quarter of 2011. In exercising such discretion, the Chief Executive Officer will take into consideration
Ms. Tafoya’s individual performance. In evaluating Ms. Tafoya’s individual performance during 2011, the Chief Executive Officer
considered factors such as the quality of Mr. Tafoya’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. Ms. Tafoya received Discretionary Bonuses totaling $120,000 for 2011.
Pursuant to the terms of Mr. Ceremony’s employment agreement dated May 9, 2011 and effective June 15, 2011, Mr. Ceremony is
eligible to receive a quarterly Performance Bonus and a quarterly Discretionary Bonus. Mr. Ceremony was eligible to receive a
quarterly Performance Bonus and a quarterly Discretionary Bonus for the third and fourth quarters of 2011. The quarterly
Performance Bonus was $37,500 and was guaranteed under the terms of his agreement. Also under the terms of Mr. Ceremony’s
employment agreement, a sign on bonus of $75,000 was paid after six months of service. This was paid in the fourth quarter of 2011.
Mr. Ceremony was eligible to receive quarterly Discretionary Bonus of up to $12,500 per quarter. The Discretionary Bonus is to be
determined by the Chief Executive Officer in his sole and absolute discretion. Mr. Ceremony was eligible to receive quarterly
Discretionary Bonuses for the third and fourth quarter of 2011. In exercising such discretion, the Chief Executive Officer will take into
consideration Mr. Ceremony’s individual performance. In evaluating Mr. Ceremony’s individual performance, the Chief Financial
Officer considered factors such as Mr. Ceremony’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. Ceremony received Discretionary Bonuses totaling $25,000 for 2011.
Other Compensation-Related Matters
Stock Options. See “Approval of Stock Options” for information relating to stock options granted to Mr. Ceremony and Ms.
Tafoya.
Perquisites and Additional Benefits. The Company seeks to maintain an open and inclusive culture in its facilities and operations
among executives and other Company employees. Accordingly, the Company does not provide executives with reserved parking
spaces or separate dining or other facilities, nor does the Company have programs for providing personal-benefit perquisites to
executives, such as club dues or defraying the cost of personal entertainment. Named executive officers and employees may seek
reimbursement for business related expenses in accordance with our business expense reimbursement policy.