Travelzoo 2012 Annual Report Download - page 34

was met for the first quarter of 2010. Mr. Loughlin was paid 100% of his quarterly performance evaluation bonus for the first and second quarters
of 2010. In determining the quarterly performance evaluation bonus for the first and second quarters of 2010, the Chairman of the Company
considered factors such as the quality of Mr. Loughlin ’ s strategic management to ensure the long - term success of the Company ’ s business in
Europe, the development of the Company ’ s talent in Europe, the quality of the content of the Company ’ s publications in Europe, and the
development of the Travelzoo brand in Europe. For the first and second quarters of 2010, Mr. Loughlin received $34,747 and $285,165 pursuant to
the quarterly and annual bonus plans, respectively, set forth in his employment agreement.
Pursuant to the terms of Mr. Loughlin
’ s employment agreement dated November 18, 2009 and effective July 1, 2010, Mr. Loughlin is eligible
to receive a quarterly Performance Bonus and a quarterly Discretionary Bonus. Mr. Loughlin was eligible to receive a quarterly Performance Bonus
and a quarterly Discretionary Bonus for each quarter during 2012.
The quarterly Performance Bonus is calculated as follows:
The quarterly target for worldwide operating income, revenue and worldwide subscribers were not met for
2012 . Mr. Loughlin did not
receive any Performance Bonuses in 2012. 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 takes into
consideration Mr. Loughlin ’ s individual performance. In evaluating Mr. Loughlin ’ s individual performance during 2012, 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 totaling $17,500 for 2012.
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 each quarter during 2012.
The quarterly Performance Bonus is calculated as follows:
Criteria
Quarterly Bonus
Payment
Worldwide revenue target for the quarter met AND there are no more than two Significant Customers AND no
Significant Customer accounts for 17% or more of Worldwide consolidated revenue for the quarter
$
20,000
Worldwide operating income target for the quarter met
20,000
Worldwide subscriber target for the quarter met
20,000
Total maximum Performance Bonus per quarter
$
60,000
Criteria
Quarterly Bonus
Payment
Worldwide revenue target for the quarter met AND there are no more than two Significant Customers AND no Significant
Customer accounts for 17% or more of Worldwide consolidated revenue for the quarter
$
12,500
Worldwide operating income target for the quarter met
12,500
Worldwide subscriber target for the quarter met
12,500
Total maximum Performance Bonus per quarter
$
37,500
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