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.
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Travelzoo (TZOO) Form 144: Azzurro Capital Inc. has filed to sell up to 100,000 common shares through E*Trade on NASDAQ on or about 28 Jul 2025. At the filing’s stated aggregate market value of $1.08 million ($10.80 per share), the proposed sale equals roughly 2.5 % of the 4,062,696 shares outstanding.
The same shareholder has already disposed of 235,000 shares between 1 May and 27 Jun 2025, collecting about $3.6 million in gross proceeds. If the new sale is completed, cumulative sales would reach 335,000 shares, or ~8 % of the share count over a four-month span. The filer affirms no knowledge of undisclosed adverse information, satisfying Rule 144 requirements.
Investor take-away: Ongoing insider selling by a large holder may exert short-term price pressure and signal reduced commitment, though the transaction does not affect Travelzoo’s cash or operations and modestly enlarges the public float.
Travelzoo (TZOO) – Form 4 insider filing
On 06/27/2025, Christina Sindoni Ciocca, a Director and the company’s General Counsel, exercised stock options (Code M).
- Options exercised: 25,000 options at an exercise price of $4.96.
- Shares acquired: 7,890 common shares were added to her direct holdings at the same $4.96 price.
- Post-transaction ownership: 41,513 common shares held directly and 100,000 remaining options.
- Vesting schedule: The option grant vests in eight equal semi-annual installments beginning 06/30/2023 and expires 03/08/2028.
The filing shows no open-market sale; the transaction simply converts derivative securities into common shares, suggesting confidence or routine portfolio management. Total cash outlay is roughly US$39,000—immaterial to Travelzoo’s market capitalization but a mildly positive insider signal.
Travelzoo (NASDAQ:TZOO) filed a routine Form 4 reporting that 10% owner Azzurro Capital Inc. sold 11,000 common shares on 06/25/2025 at prices ranging from $12.70-$12.84 (avg. ≈ $12.81), for proceeds of roughly $140 thousand. Following the sale, the insider still indirectly holds 4,139,196 shares, a decrease of less than 0.3% of its total position, and continues to exceed the 10% ownership threshold. No derivative transactions or additional material changes were disclosed.
Azzurro Capital Inc., a 10% stockholder of Travelzoo, has filed a Form 144 notice indicating its intention to sell 40,000 shares of common stock with an aggregate market value of $528,000 through E*Trade Securities. The proposed sale is scheduled for June 27, 2025, on NASDAQ.
The filing reveals significant recent selling activity by Azzurro Capital over the past 3 months, with multiple transactions totaling 156,500 shares sold between March 31, 2025, and June 25, 2025, generating total gross proceeds of approximately $2.47 million. The largest single transaction was 33,750 shares sold on May 2, 2025, for $479,925.
The securities were originally acquired on January 22, 2001, through a contribution of Silicon Channels Corporation shares in exchange for Travelzoo shares. Currently, Travelzoo has 11,095,078 shares outstanding. The filing includes a representation that the seller has no knowledge of undisclosed material adverse information regarding Travelzoo's operations.
Insider activity overview: On 18 June 2025 and 20 June 2025, Azzurro Capital Inc., an entity controlled by Travelzoo founder and 10%+ shareholder Ralph Bartel, filed a Form 4 reporting the open-market sale of 12,500 Travelzoo (TZOO) common shares.
Transaction details: • 10,000 shares sold on 18 June at an average price of $12.59
• 2,500 shares sold on 20 June at an average price of $12.42
Total estimated proceeds are approximately $156,000. The filing cites price ranges of $12.57–$12.67 and $12.42–$12.46; full price breakdown is available upon request.
Post-sale ownership: Azzurro Capital’s beneficial holding fell from 4,162,696 to 4,150,196 shares, a reduction of roughly 0.3%. Indirect ownership is attributed to Ralph Bartel and the Ralph Bartel 2005 Trust. No derivative securities were reported.
Implications: While insider selling can signal reduced confidence, the volume is immaterial relative to the insider’s remaining stake and does not meaningfully alter control dynamics. No operational or earnings information was disclosed.
Form 144 filed for Travelzoo (TZOO): Azzurro Capital Inc., acting through broker E*Trade Securities LLC, has notified the SEC of its intent to sell 50,000 common shares of Travelzoo on or about 20 June 2025 on the NASDAQ. The proposed sale is valued at $626,000, implying a reference price of roughly $12.52 per share. Reported shares outstanding for Travelzoo are 11,095,078, so the planned sale equals approximately 0.45 % of the float.
Recent selling activity: The filing also discloses that, during the past three months, Azzurro Capital has already sold 192,500 shares of Travelzoo for aggregate gross proceeds of roughly $2.66 million across 13 separate transactions between 24 March 2025 and 16 June 2025. Adding the newly-proposed 50,000-share block would bring the cumulative recent disposition to 242,500 shares.
Background of the shares: The stock being sold dates back to a 22 January 2001 exchange in which Silicon Channels Corporation shares were contributed for Travelzoo shares; therefore, the shares are considered long-held and eligible for Rule 144 resale.
Key implications for investors:
- Continued insider/affiliate selling by Azzurro Capital may create share overhang and exert downward pressure on the share price.
- The size of the proposed sale is modest relative to outstanding shares but meaningful relative to recent trading volumes for a small-cap issuer.
- No representation of adverse undisclosed information was made, as required by the certification in Form 144.
Travelzoo (TZOO) Form 4 Overview: On 16 June 2025, 10% owner Azzurro Capital Inc. sold 10,000 shares of common stock in the open market at prices ranging from $12.65-$12.66 per share, according to a Form 4 filed on 18 June 2025.
The gross transaction value is approximately $0.13 million. Following the sale, Azzurro Capital continues to beneficially own 4,162,696 shares (indirectly attributed to Ralph Bartel and the Ralph Bartel 2005 Trust). No derivative securities were reported.
Key parties and ownership structure:
- Azzurro Capital Inc. – reporting entity executing the sale.
- Ralph Bartel – individual 10% owner with indirect ownership through Azzurro Capital.
- Ralph Bartel 2005 Trust – additional indirect owner.
Materiality assessment: The disposition represents roughly 0.24 % of Azzurro Capital’s post-transaction holdings, indicating a modest portfolio adjustment rather than a significant reduction. The filing does not reference any Rule 10b5-1 trading plan or additional insider transactions.
Investor takeaways: While insider sales can signal reduced confidence, the small percentage sold and the large remaining stake suggest a limited impact on Travelzoo’s ownership dynamics. No operational or earnings information accompanies the filing, so the event’s standalone significance is considered moderate-to-low.
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