Wave Systems Corp. (fka WAVXQ)

[rachelelise]

Fair compesnation

During a number of conference calls when someone has asked about the per capita expense levels (you know 16 million+ divided by 100 or so), Steven has made a fair comment that since Wave was primarily hiring engineers in demand they had to pay top dollar - the group is relatively senior. We don't know precisely the pay levels but you expect it is market based, we do see what some officers are earning. Therefore when one discusses options, you should keep in mind that no one has to be overly incented because that is what is done to keep IT folks engaged.

Also there is quite a bit of talk about returning back to 1998 but I would question why? Who said that the authorization of 1/3 the company for options was appropriate? Who said the levels were appropriate? They were what they were (I don't believe many of us affirmatively voted for it and I should add in an informed way) so why should that be the standard to be used now?

In conclusion this is not a discussion of whether options are needed or if the pool needs some replenishment(we could discuss trends in compensation today but I don't think it would hold much interest)but rather the amounts being asked for employees and directors and the authoization itself is appropriate for now. And to some degree whether shareholders have the wherewithhall to study a proposal and sometimes say no to management instead of deferring to all its recommendations. Wave is not unique to these discussions but they are germane to this discussion.