8 comments on “Additional proxy materials filed. DEF A14A

  1. Doesn’t item #5 seem strange? They are asking if we want to allow them to determine what is proper business to come up before them. And the board does not have a recommendation on how to vote.

    Copy and paste below. Sorry does not format properly.

    The Board of Directors does not have a recommendation for voting on the following proposal: For Against Abstain

    5 In their discretion, upon such other matters as may properly come before the Annual Meeting. ¨ ¨ ¨

      • Without knowing how they are going to rule if they are given a positive vote how does one know how to vote on this? Discretion can be wielded both to open up the floor and to shut it down. I have been going through my archives of proxy’s and no other company that I follow has put this up to vote.

        I am going out on a limb and speculate that some directors want a discussion about the problems and others do not. Any other ideas from the legal eagles out there?

    • Have not received proxy from direct ownership with PNBC or from broker. Cannot understand why the direct ownership proxy has not come through. At the rate we are going I’m afraid a lot of people will not be able to vote at the meeting because of not having enough time to receive the proper voting credentials. Help me believe that this is not another attempt to thwart the will of the shareholders. Sorry, the cynic in me is showing through.

      I’m leaning on voting against proposal #5 also.

      • I have not received my proxy, either. Too little, too late seems to be the modus operandi of late. There are times, like this, when I think the ineptness may trump the arrogance. But I’ve been wrong before.
        As for number 5, a “for” vote allows them to vote whatever they want if a nomination is made from the floor. And you know how they will vote.

      • The instructions from my brokerage say they will use their discretion and vote my shares if they don’t hear from me by 10 or 15 days after the proxy was sent (depending upon somewhat complicated factors). But then, they turn around and say that if they receive my proxy anytime before the meeting, they will change their voting to conform to my instructions. Seems fair enough, I guess.

        I don’t know what the policy is for shares owned directly, not in street name. But, let’s hope that everything works out. But it not, there needs to be a motion from the floor to postpone the annual meeting – but, of course, it will be ruled out of order.

        • This is why corporate governance is being addressed nation wide. Two of the best sites I’ve found are in the blogroll in the right hand column. One is the U.S. Proxy Exchange. They were the originators of the proxy access proposal I submitted. The other is CorpGov.net. Jim McRitchie, the author, is a member of the U.S. Proxy Exchange where his blog is hosted. Both are very active and hard working individuals who appear to be spearheading the change in direction of corporate governance. Check out their sites.

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