Statement of Changes in Beneficial Ownership (4)
October 26 2020 - 4:11PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
AZZURRO CAPITAL INC |
2. Issuer Name and Ticker or Trading Symbol
TRAVELZOO
[
tzoo
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
C/O MOORE STEPHENS, PO BOX 743, SUITE 5 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
10/22/2020 |
(Street)
WATERGARDENS 4, J1 GX11 1AA
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
___ Form filed by One Reporting Person
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X
_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 10/22/2020 | | P | | 50000 | A | $7.8 | 4518125 (1) | I (2) | Shares purchased are directly owned by Azzurro Capital Inc. |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 |
Explanation of Responses: |
(1) | The number of shares reported as beneficially owned was not changed by this transaction. Azzurro Capital Inc. previously held a proxy granting the power to vote the shares now acquired. Although Azzurro Capital Inc. disclaimed beneficial ownership in the shares and had no pecuniary interest in the shares, the shares were included in the number of shares reported as beneficially owned, as Azzurro Capital Inc. acknowledged that it may have been deemed the beneficial owner of the shares. |
(2) | Indirect ownership applies to Ralph Bartel and the Ralph Bartel 2005 Trust. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
AZZURRO CAPITAL INC C/O MOORE STEPHENS PO BOX 743, SUITE 5 WATERGARDENS 4, J1 GX11 1AA |
| X |
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Ralph Bartel 2005 Trust C/O FEDELTA TRUST LIMITED 29/31 ATHOL STREET, OMAR HOUSE BLDG ISLE OF MAN, X0 1M11LB |
| X |
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BARTEL RALPH CASELLA POSTALE 823 6612 ASCONA, V8 6612 | X | X |
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Signatures
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Ralph Bartel, Authorized Signatory | | 10/26/2020 |
**Signature of Reporting Person | Date |
Ralph Bartel, Authorized Signatory | | 10/26/2020 |
**Signature of Reporting Person | Date |
Ralph Bartel | | 10/26/2020 |
**Signature of Reporting Person | Date |
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