UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 
_______________
 
FORM 8-K
 
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
 
Date of Report (Date of earliest event
reported): May 18, 2012 
 
Travelzoo Inc.
-------------------------------------------------
(Exact Name of Registrant as Specified in its Charter)
 

Delaware
---------------------------
(State or Other
Jurisdiction of
Incorporation)
000-50171
-------------------
(Commission
File Number)
36-4415727
---------------------------
(I.R.S. Employer
Identification Number)
 

590 Madison Avenue, 37th Floor
New York, New York
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(Address of Principal Executive Offices)
10022
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(Zip Code)
 
Registrant’s telephone number, including area code:
 
 
(212) 484-4900
------------------------------------------
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
 
 
        o     Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
        o     Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
        o     Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
        o     Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
 
 

 


 
 

 


 
Item 5.07 Submission of Matters to a Vote of Security Holders.
 

 
At the 2012 Annual Meeting of Stockholders of Travelzoo Inc. held on May 18, 2012, the following actions were taken.
 
The following nominees for election to the Board of Directors were elected, each for a one-year term, based upon the following final voting results:
 
   Votes For 
Votes Against
 
Holger Bartel
 
  8,720,747
1,861,699
 
Ralph Bartel
 
  8,857,678
1,724,768
 
David Ehrlich
 
 10,420,935
161,511
 
Donovan Neale-May
 
 10,441,717
140,729
 
Kelly Urso
 10,406,654 175,792
 
 
 
 
The issuance of common stock which are issuable upon exercise of Glen Ceremony’s and Shirley Tafoya’s options to purchase shares of the Company’s common stock was approved, based upon the following final voting result:
 
 
Votes For
Votes Against
Abstain
10,469,974
       106,921
     5,551
 
 
The proposal to approve the advisory vote on the compensation of the Company’s named executive officers was approved, based upon the following final voting result:
 

Votes For
Votes Against
Abstain
10,401,152
      174,210
    7,084
 

 

 


 


 
 

 


 
SIGNATURES
 
 
 
                Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
 
 

 
TRAVELZOO INC.
   
   
   
Date: May 23, 2012
By:
/s/ Glen Ceremony
 
              Glen Ceremony
              Chief Financial Officer