Cliff Flowers has now been paid approx $1,750,000 in cash from his Senior Executive positions at PTSC over these past 5 years, and yet he hasn't spent or exchanged one penny towards owning our stock (I cannot find any purchase Form 4 for him, or Shares in Lieu of Salary indication).

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He had 900,000 Options, of which 150,000 expire out in 2015. Those 150k options were granted to him in 2010 and are priced at 10 cents. I wonder when/if Cliff will find the courage to spend some of that $1.75M of Shareholder's money that we paid him and exercise those options. It will only cost him a total of $15,000 to exercise all 150k Options, and we pay him $25,000 in cash each and every month; just like we have for the past 33 months running (not counting his $275K in CEO Bonuses).

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It's an outrage which has become a joke ... our stock hasn't but briefly seen over 50 cents since he was first employed here, it has spent the vast majority of it's time under 15 cents, even lingered at 5 cents, and Cliff has been paid that much cash ... and yet, through all those encouraging announcements, forecasts, activities, and expenditures that were done to (presumably) benefit Shareholders and increase the stock's value, Cliff resisted/avoided buying any shares of company stock; at any price.

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Cliff can't even vote on something so perfunctory on the Proxy as to who the company Auditor will be, yet as a non shareholder CEO/CFO, he's thee corporate decisionmaker. I think the record shows that Cliff has been an ineffective and lousy Executive (as have Carl and Gloria been as 10 year BOD members), but I doubt Cliff is not aware of the optics and implications to the investor marketplace presented by a CEO who receives that kind of pay in a true penny stock, and yet apparently refuses to be one of it's Shareholders. BTW, those reports from the last SHAM where participants attributed a statement from him about why he isn't a Shareholder, if true (their words: "too risky" or "too volatile"), is a self indictment on his own performance/abilities, are very disturbing, and imo would disqualify him from holding any Senior or Executive position in this company...

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"Leadership" ??, from what we've seen ? Not hardly. "Leadership" to me means far more than being given a title and taking the pay.

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When Cliff became the CFO back in Sept 2007, the stock was about 50 cents, when he became the CEO in Oct 2009 the stock was around 30 cents, almost 3 years later the stock is just now off the 5 cent floor it reached only 7 months ago; and yet Cliff earned a 6% raise to $310,000 and an extra $125,000 cash bonus for the last year alone. For what ? ... performance failure ?, bookeeping ?, answering the phone ?, being the face of the company ? running interference for the BOD ?

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The historic and current level of self benefit demonstrated by the leadership of our company, and it's detachment to positive stock price performance for their Shareholders, is simply outrageous; but it should also give all shareholders a clear understanding into the mindset of our Boardroom and respect (or lack of it) exhibited towards PTSC investors who have endured through years of failure by ill-conceived, ill-advised, confused and self serving leadership.

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Cliff is neck deep in the operational and decision making failures of this company, and the unresponsiveness by leadership towards it's Shareholders. I might add, in 2011 all 3 BOD members (Carl, Gloria and Cliff) received more votes withheld against them (2:1) from being on the BOD than voted for them; and in 2012 Cliff was the only one who just squeeked by with more votes for his Board Seat than withheld against him. Is it any wonder they sought to exclude outsiders from running for a Board Seat, and acted against shareholder's wishes by unilaterally keeping their Shareholder unfriendly Plurality voting method by refusing to institute the Shareholder passed Majority Vote requirement. Because of their history of repeated performance failures, untrustable judgement, poor money management, and damaged Shareholder relations, those remarkable Proxy results show that Carl, Gloria and Cliff would have more than likely already been kicked to the curb if alternative candidates were running against them on the Proxy and if Majority voting was in place.

Almost without exception, most every CEO (especially of small companies) feels they owe it to Shareholders to be a solid if not sizable investor in their company, and to have their money (like their Shareholder's) at risk from their own decisionmaking (or lack of). It's beyond disappointing that Cliff apparently thinks it OK that he doesn't own PTSC stock, and that it's OK for him to soak up significant cash pay while the company flounders and it's stock price is literally in the pennies, that it's OK he's allowed by the BOD to not be a Shareholder, and to not only insulate himself, but to financially benefit above and beyond his already overpaid salary by cash bonuses and long term cheaply priced options resulting from the stock performance failures he's actually presided over as CEO; not withstanding the fact that he's enjoying this largess while our only source of potential revenues operates under an issued "going concern opinion" in its 2011 and May 31, 2012 financial statements.

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In it's considered wisdom and concern for the stewardship of Shareholder's limited resources (lol), this same Compensation Committee (Carl and Gloria) set aside (within his first 45 days as CEO ?) an additional $145,000 that accrued to Cliff as a "cash bonus" on top of his $291,000 salary; just 7 months after he took the job in FY 2010. Was that "Bonus" a contemporaneous promise to Cliff ? Why did Gloria and Carl give Cliff that $145,000 bonus, and why did he get this latest $125,000 bonus ? I read nothing quantative or qualitative in the annual financials (nor did we experience any subsequent beneficial event, performance or otherwise, which occurred for the company that I felt could reasonably be related back to that timeframe) that indicated he deserved either of those 40%+ bonuses or his raise; in fact, quite the opposite. It appears to me that we've seen yet again, that the bar is set very low (if at all) for where Job Responsibility ends and Bonus Opportunity begins. The fact that Cliff actually took this latest bonus says every bit as much about him as it does about Carl and Gloria who gave it to him.

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What's the next immediate opportunity for Cliff's self benefit ? ... his Options replacement package. Cliff had 750,000 options priced at .45, that expired September 17th 2012. Those Options stem from a Grant the very day back in 2007 he became the CFO.

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So ... what will Carl and Gloria (the Compensation Committee, lol) do for Cliff now that his 750,000 Options fortutitously expired Monday ?

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That's an easy guess ....