[Form 4] TRAVELZOO Insider Trading Activity

Rhea-AI Filing Summary

The Form 4 discloses that on 09/15/2025 Azzurro Capital Inc. sold 20,000 shares of Travelzoo (TZOO) at prices ranging from $9.50 to $9.56 per share. Following the reported sale, Azzurro Capital Inc. beneficially owned 3,845,196 shares. The filing identifies the reporting parties as Azzurro Capital Inc., Ralph Bartel, and the Ralph Bartel 2005 Trust, each listed as a director and a 10% owner or indirect owner. The submission includes an undertaking to provide details on the number of shares sold at each price if requested.

Positive

• Timely disclosure of insider transaction with transaction date and price range provided
• Significant retained stake by Azzurro Capital Inc. after the sale (3,845,196 shares)
• Reporting clarity identifying related parties (Azzurro Capital, Ralph Bartel, Ralph Bartel 2005 Trust) and indirect ownership

Negative

• Insider disposition of 20,000 shares which reduces the reporting person’s direct holdings
• Price range disclosed without per-price allocation (reporting person offers to provide per-price allocation only upon request)

Insights

Financial Analyst

TL;DR: A routine insider sale of 20,000 TZOO shares was reported; the issuer still shows substantial beneficial holdings by Azzurro Capital.

The reported transaction is a straightforward disposition of 20,000 common shares executed on 09/15/2025 at prices between $9.50 and $9.56. The sale reduces direct holdings but leaves Azzurro Capital with 3,845,196 shares, which remains a significant position. The filing provides required disclosure and an offer to supply per-price allocation details upon request, supporting transparency. This Form 4 does not include additional context on motivation, timing relative to company events, or volume impact on average daily trading, so material market impact cannot be assessed from this filing alone.

Corporate Governance Expert

TL;DR: Disclosure complies with Section 16 reporting norms; multiple related reporting persons are identified.

The document names the reporting persons and their relationships to the issuer (director, 10% owner) and records the authorized signatures of Ralph Bartel. It also clarifies that indirect ownership applies to Mr. Bartel and the Ralph Bartel 2005 Trust. From a governance standpoint, the filing fulfills Form 4 requirements by reporting the transaction date, amount, price range, and post-transaction beneficial ownership. No governance red flags or omissions are evident within the text provided.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

AZZURRO CAPITAL INC

(Last) (First) (Middle)

C/O SOVEREIGN MANAGEMENT LIMITED

P.O. BOX 564 SOVEREIGN PLACE

(Street)

GIBRALTAR J1 GX11 1AA

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
TRAVELZOO [ TZOO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
09/15/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	09/15/2025		S		20,000	D	$9.53(1)(2)	3,845,196(3)	I(4)	Shares sold were directly owned by Azzurro Capital Inc.

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person^*

AZZURRO CAPITAL INC

(Last) (First) (Middle)

C/O SOVEREIGN MANAGEMENT LIMITED

P.O. BOX 564 SOVEREIGN PLACE

(Street)

GIBRALTAR J1 GX11 1AA

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

BARTEL RALPH

(Last) (First) (Middle)

CASELLA POSTALE 823

(Street)

6612 ASCONA V8 6612

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Ralph Bartel 2005 Trust

(Last) (First) (Middle)

C/O FEDELTA TRUSTEES (IOM) LIMITED

20 HILL STREET, 2ND FLOOR, DOUGLAS

(Street)

DOUGLAS, ISLE OF MAN Y8 IM1 1EU

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

Explanation of Responses:

1. Sale prices for the shares sold ranged from $9.50 to $9.56 per share.

2. The reporting person undertakes to provide, upon request by the Commission staff, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each price.

3. The "Amount of Securities Beneficially Owned Following Reported Transaction(s)" represents shares held by Azzurro Capital Inc.

4. Indirect ownership applies to Ralph Bartel and the Ralph Bartel 2005 Trust.

Remarks:

	Ralph Bartel, Authorized Signatory	09/17/2025
	Ralph Bartel	09/17/2025
	Ralph Bartel, Authorized Signatory.	09/17/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What transaction was reported on the TZOO Form 4?

A sale of 20,000 common shares of Travelzoo (TZOO) executed on 09/15/2025.

At what prices were the TZOO shares sold?

The shares were sold at prices ranging from $9.50 to $9.56 per share.

How many TZOO shares does Azzurro Capital own after the sale?

Azzurro Capital Inc. beneficially owned 3,845,196 shares following the reported transaction.

Who are the reporting persons on this Form 4?

The filing lists Azzurro Capital Inc., Ralph Bartel, and the Ralph Bartel 2005 Trust as reporting persons; each is identified as a director and as a 10% owner or indirect owner.

Does the Form 4 provide exact share counts sold at each price?

No. The filing states sale prices ranged from $9.50 to $9.56 and offers to provide detailed per-price allocations upon request to the Commission staff, the issuer, or a security holder.