Re: "Bonus" ..I'm sorry, but I call hogwash on Cliff's reply to my question
posted on
Jan 20, 2011 01:44AM
I totally agree.
In addition, per Page 10 of the 10-K, his salary went up from $229,543 to $272,103 between May 2009 and May 2010 (18.5 % increase). Granted this included taking on the interim CEO responsibilities but this is not IBM or Apple here.
Concurrently, his Bonus pay went from $50K to an amazing $208,375 over the same 1 year period.
His salary plus bonus for Fiscal 2009 (June 2009 to May 2010) was thus over $480K - to run a company with a couple of dozen employees and no profits.
I dread to see what his remunerations are for the year ended May 2011, coming up.
The above numbers do not include the 401k matches he received ($8K in FY2009-10)
As CFO and Interim CEO I believe Mr. Flowers is full-time at PTSC - I don't see any other affiliations.
Compare to Mr. Johnson who received $122,400 in various fees during the same 2009-2010 period for what Mr. Johnson claims to be "4 to 5 hours a day, recently". Unlike Mr. Flowers, Mr. Johnson has Board responsibilities with three other companies (Peregrine Pharmaceuticals, CryoPort and ECOtality). One wonders if they know how little of Mr. Johnson's time they are getting!
Here's how one company has specified Director remuneration:
" IBM’s board met ten times in 2008. All directors attended at least 75% of the board meetings and over 90% of board and committee meetings combined. Effective November 1, 2008, the annual retainer for non-management directors increased from $200,000 to $250,000 and retainers for committee chairmen increased to a range of $5,000-$15,000. The average compensation to non-management directors was $134,850. Directors are required to defer 60% of their retainers in Promised Fee Shares (PFS), each with the value of one IBM common share; however, during 2008, all directors elected to defer 100% of their retainers to PFS. IBM ended its stock option plan (DSOP) effective January 1, 2007, for all non-management directors.IBM expects non-management directors, within five years of initial election to the Board, to have stock-based holdings in IBM equal in value to five times their annual retainer."
Note how much IBM pays for a Chair, compare to the premium PTSC pays!
And for Intel:
"The general policy of the Board is that compensation for independent directors should be a mix of cash and equity-based compensation. Intel does not pay management directors for Board service in addition to their regular employee compensation. "
And for Fiserv:
Our board of directors has adopted share ownership requirements covering both officers and non-employee directors. Under the policy, non-employee directors are required to accumulate and hold our common stock at a market value equal to at least five times the amount of the annual board retainer. The value of shares of restricted stock and restricted stock units count towards meeting the minimum ownership amount, as do other shares held by the director. Shares underlying unexercised stock options are not counted. Non-employee directors have five years after they become subject to the guidelines to meet the ownership requirements provided that interim ownership milestones are achieved during the five year period. It's about time we, the shareholders, demand that PTSC be run as a real business, with the BOD and Senior Mgmnt having a significant amount of their remuneration tied to the company's stock price. Who has the expertise to draft appropriate "Proposals" for future Shareholder Meetings? Who knows the process and requirements for demanding a Special or Extraordinary Shareholder Meeting?