TRAVELZOO
For the period ended Dec 31, 2025. Filed Mar 11, 2026.
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FY2025 · Filed Mar 11, 2026
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Item 15. Exhibits and Financial Statement Schedules
The following documents are filed as part of this report:
(1) Our Consolidated Financial Statements are included in Part II, Item 8:
| Page | |
|---|---|
| Report of KPMG LLP—Independent Registered Public Accounting Firm | 39 |
| Consolidated Balance Sheets | 41 |
| Consolidated Statements of Operations | 42 |
| Consolidated Statements of Comprehensive Income | 43 |
| Consolidated Statement of Stockholders' Equity (Deficit) | 44 |
| Consolidated Statements of Cash Flows | 45 |
| Notes to Consolidated Financial Statements | 46 |
(2) Supplementary Consolidated Financial Statement Schedules:
All schedules are omitted because of the absence of conditions under which they are required or because the required information is included in the consolidated financial statements or notes thereto.
(3) Exhibits:
See attached Exhibit Index
| EXHIBIT INDEX | ||
|---|---|---|
| ExhibitNumber · Description | ||
| 3.1 | — | Certificate of Incorporation of Travelzoo (Incorporated by reference to our Pre-Effective Amendment No. 6 to our Registration Statement on Form S-4 (File No. 333-55026), filed February 14, 2002). |
| 3.2 | — | Certificate of Amendment of Certificate Incorporation of Travelzoo (File No. 000-50171), filed May 10, 2017) |
| 3.3 | — | Certificate of Amendment of Certificate of Incorporation of Travelzoo (Incorporated by reference to our Schedule 14A (File No. 000-50171), filed April 1, 2019) |
| 3.4 | — | Amended and Restated By-laws of Travelzoo (Incorporated by reference to Exhibit 3.4 on Form 8-K (File No. 000-50171), filed April 5, 2022). |
| 4.1* | — | Description of the Company’s Common and Preferred Stock (Incorporated by reference to Exhibit 4.1 on Form 10-K (File No. 000-50171), filed March 31, 2021) |
| 4.2 | Registration Statement on Form S-8 (File No. 333-279727), filed May 24, 2024 | |
| 10.1 | — | Form of Director and Officer Indemnification Agreement (Incorporated by reference to Exhibit 10.1 on Form 10-Q (File No. 000-50171), filed November 9, 2007) |
| 19.1 | — | Travelzoo Insider Trading Policy, dated September 29, 2023 |
| 21.1‡ | — | Subsidiaries of Travelzoo |
| 23.1‡ | — | Consent of KPMG LLP, Independent Registered Public Accounting Firm |
| 24.1‡ | — | Power of Attorney (included on signature page) |
| 31.1‡ | — | Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |
| 31.2‡ | — | Certification of Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |
| 32.1† | — | Certification of Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |
| 32.2† | — | Certification of Principal Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |
| 97† | — | Travelzoo Clawback Policy, dated October 10, 2022 |
|---|---|---|
| 101.INS‡ | — | XBRL Instance Document |
| 101.SCH‡ | — | XBRL Taxonomy Extension Schema Document |
| 101.CAL‡ | — | XBRL Taxonomy Extension Calculation Linkbase Document |
| 101.DEF‡ | — | XBRL Taxonomy Extension Definition Linkbase Document |
| 101.LAB‡ | — | XBRL Taxonomy Extension Label Linkbase Document |
| 101.PRE‡ | — | XBRL Taxonomy Extension Presentation Linkbase Document |
- This exhibit is a management contract or a compensatory plan or arrangement.
‡ Filed herewith
† Furnished herewith
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