Filed April 15th?...ThrustMaster Annual Meeting Proxy, continued.
To the Shareholders of ThrustMaster, Inc.:
NOTICE IS HEREBY GIVEN that the Annual Meeting of Shareholders of
ThrustMaster, Inc., an Oregon Corporation (the "Company"), will be held at
the RiverPlace Hotel, located at 1510 Southwest Harbor Way, Portland,
Oregon, on May 21, 1998, at 2:00 p.m. local time, for the following
purposes:
1. To elect directors of the Company;
2. To approve the adoption of the Company's 1998 Stock Option Plan;
3. To approve the amendment of the Company's 1994 Stock Option Plan to
comply with the requirements of Section 16 of the Securities Exchange
Act of 1934, as amended, and Section 162(m) of the Internal Revenue
Code of 1986, as amended;
4. To ratify the selection of Coopers & Lybrand L.L.P. as independent
accountants of the Company for the year ending December 31, 1998; and
5. To transact such other business as may properly come before the
meeting.
Shareholders of record at the close of business on March 31, 1998 will
be entitled to notice of and to vote at the meeting, and any adjournments
thereof.
Information concerning the Company's activities and operating
performance during the year ended December 31, 1997 is contained in the
Company's Annual Report to Shareholders which is enclosed.
YOUR VOTE IS VERY IMPORTANT. All shareholders are invited to attend
the meeting. Whether or not you plan to attend the meeting, please
complete the accompanying proxy and return it promptly in the enclosed
return envelope. If you attend the meeting, you may vote in person if you
wish even if you have returned your proxy.
By order of the Board of Directors,
/s/ Kent E. Koski
----------------------------
Kent E. Koski,
Secretary
Hillsboro, Oregon
April 15, 1998
---
Signed April 15th, 1998?...Apparently, the TMSR Board was in a
hurry to get this filed...1998 Stock Option Plan approved by Board of
Directors on January 23, 1998...AS A MATTER OF RECORD Robert
L. Carter, Robert Simms, Sr., Stephen Aanderud nor Kent Koski have
acknowledged any of our urgent requests to discuss all shareholder
concerns, as cited and documented on this thread...unfortuantely the
DEF/14A [allegedly] provides the motive for said Directors' and
Officers' silence...and the same Directors, Officers serving on the
compensation committee's...esecurities warned of this one year ago
and management and the Board are [allegedly] giving their
shareholders the finger while allegedly plundering the Company
pursuant to [non-insider] shareholder value destruction and failure to
create [non-insider] shareholder value, again, contemporaneous with
a negative q1 earnings surprise (downward consensus earnings
revisions...), substantial raises, hundreds of thousands paid in
Directors fees, incl. accordant dilutive effects and more future 144
insider stock sells, bonuses...We simply have never encountered
this degree of alleged insider arrogance and blatant negligence with
a NASDAQ NMS Company...very unfortunate.
...Note on the proxy form TMSR is requesting a RSVP as to whom
will be specifically attending...very interesting and highly unusual...
as in...never happens...
A management and Board this out of control now becomes very
predictable.
allegedly...backdate the 1998 Option Agreement prior to the Q1 loss
announcement and post date the Proxy Notice...a management and
Board capable of allegedly reprehensible, egregious and illegal
options repricings is simply capable of anything....as it has and is still
proving... |
