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Travelzoo SEC Filings

TZOO NASDAQ

Welcome to our dedicated page for Travelzoo SEC filings (Ticker: TZOO), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.

Travelzoo's SEC filings document its travel-offer publishing and membership model, including reported advertising revenue, commissions generated in connection with member purchases, and membership-fee revenue. Form 8-K reports furnish quarterly financial results, supplemental earnings presentations, and Regulation FD materials tied to operating performance.

Proxy and annual-report materials cover stockholder voting, annual-meeting matters, governance, business activities, and operating performance. The filing record also includes disclosure categories for material agreements, shareholder voting matters, capital structure, governance matters, and operating and financial results.

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Travelzoo reported Q1 2026 revenue of $24.3 million, up from $23.1 million a year earlier. Growth was driven by membership fees, which rose to $4.6 million from $2.4 million, while advertising and commerce revenue declined to $19.7 million from $20.7 million.

Operating income slipped to $3.4 million from $3.8 million as cost of revenues and sales and marketing spending increased. Net income attributable to Travelzoo was $2.5 million, down from $3.2 million, with diluted EPS of $0.23 versus $0.26. Operating cash flow was $3.9 million, and the company repurchased 500,000 shares for about $3.3 million.

At March 31, 2026, cash and cash equivalents were $10.6 million, deferred revenue was $10.7 million, and merchant payables were $13.5 million, resulting in negative net working capital as all merchant payables are classified as current. Total stockholders’ equity was a deficit of $3.2 million, including a significant tax indemnification balance and non-controlling interest.

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Travelzoo reported modest growth but lower profit for Q1 2026. Revenue rose 5% year-over-year to $24.3 million, driven by its travel membership model, while GAAP operating income slipped to $3.4 million and net income attributable to Travelzoo declined to $2.5 million, or $0.23 per diluted share, compared with $0.26 a year earlier.

The company is heavily investing in acquiring new Club Members, expensing marketing costs immediately while recognizing membership fees over 12 months, which weighs on current EPS but builds recurring revenue. Cash flow from operations reached $3.9 million, cash and restricted cash were $11.3 million as of March 31, 2026, and Travelzoo repurchased 500,000 shares in the quarter.

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Travelzoo reported that stockholders approved a significant stock option grant for Global Chief Executive Officer Holger Bartel and completed all voting matters at its 2026 annual meeting. The company granted Mr. Bartel a nonqualified option to purchase 600,000 shares of common stock at an exercise price of $5.05 per share, vesting semi-annually over two years in equal 25% installments starting on June 30, 2026, with a five-year term from the February 19, 2026 grant date. Stockholders elected Ralph Bartel, Christina Sindoni Ciocca, Volodymyr Cherevko, Michael Karg and Sharry Sun to the Board of Directors, with Mr. Cherevko, Mr. Karg and Ms. Sun serving as independent directors. Stockholders also approved option grants for the General Manager, U.S. and the Head of Engineering, and supported Travelzoo’s executive compensation on an advisory basis.

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Travelzoo is holding its 2026 annual stockholder meeting virtually on April 20, 2026 at 10 a.m. ET, with a record date of March 5, 2026, when 10,932,337 common shares were outstanding. Stockholders will vote on electing five directors, including founder Ralph Bartel’s return to the Board, three management stock option grants, and an advisory say-on-pay resolution.

The CEO option proposal covers 600,000 shares at $5.05 per share, vesting in four semiannual tranches through 2027. Separate grants of 50,000 options each are proposed for the General Manager, U.S. at $7.14 and the Head of Engineering at $6.28, with four-year vesting schedules. Azzurro Capital Inc., controlled through a trust for Ralph Bartel, beneficially owns about 33.5% of shares, while Global CEO Holger Bartel beneficially owns 1,200,000 shares.

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Travelzoo files its annual report describing 2025 performance and an evolving subscription-focused model. The company generated consolidated net income of $5 million in 2025, down from $13.7 million in 2024, with Travelzoo accounting for most of the profit in both years.

Operations span four segments, with Travelzoo North America providing 66% of 2025 revenue, Europe 28% and Jack’s Flight Club 6%. Travelzoo now reaches 30 million travelers and works with more than 5,000 advertisers worldwide across email, web, mobile apps, social media and a syndication network.

The company is transitioning from a purely advertising model to a mixed subscription and advertising model. It introduced a $40 annual Travelzoo membership fee in 2024 for new members in key markets and raised the U.S. fee to $50 for new members starting January 1, 2026. Travelzoo spent $9.7 million on member acquisition in 2025 and emphasizes attractive return on this investment.

Travelzoo is also investing in newer lines such as Jack’s Flight Club subscriptions and Travelzoo META metaverse experiences, which it plans to bundle as a club benefit in 2026. As of December 31, 2025, cash and cash equivalents were $10 million and working capital was negative $10.8 million, reflecting merchant payables tied to voucher redemptions. Management highlights numerous risks, including economic cycles, travel industry shocks, changing digital advertising and privacy rules, competition, taxation and technology dependence.

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Travelzoo Global Chief Executive Officer Holger Bartel reported a series of open-market share purchases of the company’s common stock. He bought 60,000 shares on February 20, 2026 at $5.1800 per share, 100,000 shares on February 23, 2026 at $5.4900 per share, and 40,000 shares on February 24, 2026 at $5.4300 per share.

All transactions were direct purchases, and after these trades he directly owned 200,000 Travelzoo common shares. Overall, the Form 4 shows net buying activity totaling 200,000 shares across three transactions.

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Travelzoo reported fourth quarter 2025 results showing solid revenue growth but sharply lower profitability as it invested in member acquisition. Revenue rose 9% year-over-year to $22.5 million, while GAAP operating income fell to $0.6 million from $4.9 million, and non-GAAP operating profit was $0.9 million.

The company posted a small net loss attributable to Travelzoo of $19,000, or EPS of $0.00, compared with diluted EPS of $0.26 a year earlier. North America revenue grew 6% with a much lower operating margin, Europe revenue grew 16% but swung to a loss due to higher marketing spend, and Jack’s Flight Club delivered modest revenue growth and stable profit.

For full year 2025, revenue increased to $91.7 million from $83.9 million, while GAAP operating income declined to $6.9 million. Cash, cash equivalents and restricted cash were $10.8 million as of December 31, 2025, with fourth quarter cash flow from operations of $1.5 million. Management emphasized that higher acquisition costs for Club Members are expensed immediately, whereas membership fees are recognized over 12 months, temporarily depressing margins but expected to support future recurring revenue and profitability.

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Travelzoo received an updated ownership report showing that Ocho Investments LLC and its manager, Andris Upitis, now report owning 0 shares of Travelzoo common stock, representing 0.0% of the outstanding class as of the event date 12/31/2025.

The filing confirms they have no sole or shared power to vote or dispose of any Travelzoo shares and that they currently own 5 percent or less of the stock class. They also certify the securities were not acquired to change or influence control of the company.

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Travelzoo director and 10% owner Ralph Bartel reported selling a total of 20,000 shares of the company's common stock in December 2025 through Azzurro Capital Inc.

The filing shows a sale of 5,000 shares on 12/11/2025 at $7.09 per share and a sale of 15,000 shares on 12/15/2025 at $7.56 per share, with those shares on 12/15 sold at prices ranging from $7.55 to $7.61. Following these transactions, 3,745,196 shares were beneficially owned, held by Azzurro Capital Inc. and reported as indirectly owned by Ralph Bartel and the Ralph Bartel 2005 Trust.

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Travelzoo (TZOO) insider activity: Reporting persons linked to Ralph Bartel disclosed the sale of 5,000 shares of Travelzoo common stock on 11/12/2025. The Form 4 lists a weighted-average sale price of $7.53, with sale prices ranging from $7.50 to $7.55, and notes an undertaking to provide detailed price-by-share information upon request.

Following the transaction, 3,777,696 shares were beneficially owned indirectly, held by Azzurro Capital Inc. The filing identifies the reporting person as a Director and 10% Owner. The shares sold were directly owned by Azzurro Capital Inc., with indirect ownership applying to Ralph Bartel and the Ralph Bartel 2005 Trust.

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FAQ

How many Travelzoo (TZOO) SEC filings are available on StockTitan?

StockTitan tracks 38 SEC filings for Travelzoo (TZOO), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Travelzoo (TZOO)?

The most recent SEC filing for Travelzoo (TZOO) was filed on May 14, 2026.