UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD
OF REGISTERED MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number 811-3627
Greenspring Fund, Incorporated
(Exact Name of Registrant as Specified in Charter)
2330 West Joppa Road, Suite 110
Lutherville, Maryland 21093-4641
(Address of Principal Executive Offices)(Zip Code)
Registrant's Telephone Number, including Area Code: (410)823-5353
Mr. Charles vK. Carlson, President
2330 West Joppa Road, Suite 110
Lutherville, Maryland 21093-4641
(Name and address of Agent for Service)
Date of fiscal year end: December 31, 2016
Date of reporting period: June 30, 2016
Form N-PX is to be used by a registered management investment company,
other than a small business investment company registered on Form N-5
(239.24 and 274.5 of this chapter), to file reports with the Commission,
not later than August 31 of each year, containing the registrant's proxy
voting record for the most recent twelve-month period ended June 30,
pursuant to section 30 of the Investment Company Act of 1940 and rule
30b1-4 thereunder (17 CFR 270.30b1-4). The Commission may use the
information provided on Form N-PX in its regulatory, disclosure review,
inspection, and policymaking roles.
A registrant is required to disclose the information specified by
Form N-PX, and the Commission will make this information public. A
registrant is not required to respond to the collection of information
contained in Form N-PX unless the Form displays a currently valid Office
of Management and Budget ("OMB") control number. Please direct comments
concerning the accuracy of the information collection burden estimate
and any suggestions for reducing the burden to the Secretary, Securities
and Exchange Commission, 450 Fifth Street, NW, Washington, DC
20549-0609. The OMB has reviewed this collection of information under
the clearance requirements of 44 U.S.C. 3507.
Item 1. Proxy Voting Record 07/01/15-06/30/16
MEETING PROPOSED VOTE FOR/AGAINST FOR/AGAINST
ISSUER TICKER CUSIP DATE MATTER VOTED ON BY CAST ABSTAIN MANAGEMENT
---------------------------------------------------------------------------------------------------------------------------
CA, Inc. CA 12673P105 08/05/15 1) Election of Directors Management 7/23/15 For For
2) Ratify KPMG as IA Management 7/23/15 For For
3) Advisory vote on Management 7/23/15 For For
executive compensation
Clifton Bancorp, Inc. CBSK 186873105 08/06/15 1) Election of Directors Management 08/03/15 For For
2) Approval of 2015 Equity Management 08/03/15 For For
Plan
3) Ratify BDO as IA Management 08/03/15 For For
4) Advisory vote on Management 08/03/15 For For
executive compensation
Blue Hills Bancorp, Inc.BHBK 095573101 09/03/15 1) Election of Directors Management 08/13/15 For For
2) Approval of 2015 Equity Management 08/13/15 For For
Plan
3) Ratify IA Management 08/13/15 For For
Mastec, Inc. MTZ 576323109 10/15/15 1) Election of Directors Management 10/12/15 For For
2) Ratify IA Management 10/12/15 For For
3) Approval of amended Management 10/12/15 For For
and restated Employee
Stock Purchase Plan
Dycom Industries, Inc. DY 267475101 11/24/15 1) Election of Directors Management 11/16/15 For For
2) Ratify PwC as IA Management 11/16/15 For For
3) Advisory vote on Management 11/16/15 For For
executive compensation
Silicon Graphics SGI 82706L108 12/08/15 1) Election of Directors Management 11/23/15 For/Ag For/Ag
International Corp. 2) Amendment to 2014 Management 11/23/15 For For
Omnibus Incentive Plan
3) Ratify DT as IA Management 11/23/15 For For
4) Advisory vote on Management 11/23/15 Against Against
executive compensation
Gramercy Property GPT 38489R605 12/15/15 1) Approval of merger Management 12/07/15 For For
Trust, Inc. 2) Advisory vote on Management 12/07/15 For For
executive compensation
3) Adjourment to solicit Management 12/07/15 For For
additional proxies
Emerson Electric Co. EMR 291011104 02/02/16 1) Election of Directors Management 02/01/16 For For
2) Advisory vote on Management 02/01/16 For For
executive compensation
3) Ratify KPMG as IA Management 02/01/16 For For
4) Sustainability Report Shareholder 02/01/16 Against For
5) Politcal Contributions Shareholder 02/01/16 Against For
Report
6) Lobbying Report Shareholder 02/01/16 Against For
7) Greenhouse Gas Emissions Shareholder 02/01/16 Against For
Amdocs Limited DOX G02602103 02/03/16 1) Election of Directors Management 01/28/16 For For
2) To approve increase in Management 01/28/16 For For
quarterly dividend rate
3) To approve consolidated Management 01/28/16 For For
financial statements for
fiscal year 9/30/15
4) To ratify E&Y as IA Management 01/28/16 For For
Westbury Bancorp, Inc. WBB 95727P106 02/17/16 1) Election of Directors Management 02/11/16 For For
2) Ratify IA Management 02/11/16 For For
Essa Bancorp, Inc. ESSA 29667D104 03/03/16 1) Election of Directors Management 03/02/16 For For
2) Approval of 2016 Equity Management 03/02/16 For For
Incentive Plan
3) Ratify IA Management 03/02/16 For For
4) Advisory vote on executive Management 03/02/16 For For
compensation
Beneficial Bancorp, Inc.BNCL 08171T102 04/21/16 1) Election of Directors Management 04/11/16 For For
2) 2016 Omnibus Incentive Pl. Management 04/11/16 For For
3) Ratify KPMG as IA Management 04/11/16 For For
4) Advisory vote on Management 04/11/16 For For
executive compensation
AMN Healthcare AHS 007144101 04/20/16 1) Election of Directors Management 03/21/16 For For
Services, Inc. 2) Advisory vote on Management 03/21/16 For For
executive compensation
3) Ratify KPMG as AI Management 03/21/16 For For
The AES Corporation AES 00130H105 04/21/16 1) Election of Directors Management 04/14/16 For For
2) Ratify E&Y as IA Management 04/14/16 For For
3) Advisory vote on Management 04/14/16 For For
executive compensation
4) Report on Company Policies Shareholder 04/14/16 Against For
and Technological Advances
Hanesbrands, Inc. HBI 410345102 04/25/16 1) Election of Directors Management 04/11/16 For For
2) Ratify PwC as IA Management 04/11/16 For For
3) Advisory vote on Management 04/11/16 For For
executive compensation
United Parcel UPS 911312106 05/05/16 1) Election of Directors Management 04/26/16 For For
Services, Inc. 2) Ratify DT as IA Management 04/26/16 For For
3) Lobbying Activities Shareholder 04/26/16 Against For
4) Reduce Voting Power of Shareholder 04/26/16 For Against
Class A shares
5) Adoption of Holy Land Shareholder 04/26/16 Against For
Principles
Shore Bancshares, Inc. SHBI 825107105 04/27/16 1) Election of Directors Management 04/11/16 For For
2) Ratify IA Management 04/11/16 For For
3) Advisory vote on Management 04/11/16 For For
executive compensation
4) Approval of 2016 Stock Management 04/11/16 For For
and Incentive Comp. Plan
Suncor Energy, Inc. SU 867224107 04/28/16 1) Election of Directors Management 04/18/16 For For
2) Appointment of PwC as IA Management 04/18/16 For For
3) Advisory vote on Management 04/18/16 For For
executive compensation
4) Climate Change Shareholder 04/18/16 For For
5) Lobbying Matters Shareholder 04/18/16 Against For
Oceanfirst Financial OCFC 675234108 04/25/16 1) Issuance of shares Management 04/18/16 For For
Corp. in connection with merger
2) Adjournment to solicit Management 04/18/16 For For
additional shares
Lumos Networks Corp. LMOS 550283105 05/04/16 1) Election of Directors Management 04/20/16 For For
2) Advisory vote on Management 04/20/16 For For
executive compensation
3) Ratify KPMG as IA Management 04/20/16 For For
Southern National SONA 843395104 04/28/16 1) Election of Directors Management 04/14/16 For For
Bancorp of VA 2) Ratify IA Management 04/14/16 For For
3) Advisory vote on Management 04/14/16 For For
executive compensation
Six Flags SIX 83001A102 05/04/16 1) Election of Directors Management 04/20/16 For For
Entertainment Corp. 2) Ratify KPMG as IA Management 04/20/16 For For
Energen Corporation EGN 29265N108 05/03/16 1) Election of Directors Management 05/02/16 For/Ag For/Ag
2) Ratify IA Management 05/02/16 For For
3) Amendment and Restatement Management 05/02/16 For For
of Performance Goals under
Stock Incentive Plan
4) Advisory vote on Management 05/02/16 Against Against
executive compensation
5) Methane Gas Emissions Management 05/02/16 Against For
EOG Resources, Inc. EOG 26875P101 04/26/16 1) Election of Directors Management 04/14/16 For For
2) Ratify IA Management 04/14/16 For For
3) Advisory vote on Management 04/14/16 For For
executive compensation
AMC Entertainment AMC 00165C104 04/26/16 1) Election of Directors Management 04/11/16 For For
Holdings, Inc. 2) Ratify IA Management 04/11/16 For For
3) Advisory vote on Management 04/11/16 For For
executive compensation
Discover Financial DFS 254709108 05/12/16 1) Election of Directors Management 05/11/16 For For
Services 2) Advisory vote on Management 05/11/16 For For
executive compensation
3) Ratify DT as IA Management 05/11/16 For For
J2 Global, Inc. JCOM 48123V102 05/04/16 1) Election of Directors Management 04/14/16 For For
2) Ratify IA Management 04/14/16 For For
3) Advisory vote on Management 04/14/16 For For
executive compensation
MYR Group, Inc. MYRG 55405W104 04/28/16 1) Election of Directors Management 04/20/16 For For
2) Advisory vote on Management 04/20/16 For For
executive compensation
3) Ratify E&Y as IA Management 04/20/16 For For
Republic Services, Inc. RSG 760759100 05/06/16 1) Election of Directors Management 04/14/16 For For
2) Advisory vote on Management 04/14/16 For For
executive compensation
3) Ratify E&Y as IA Management 04/14/16 For For
4) Proxy Access Bylaw Management 04/14/16 For For
5) Excusion Forum Bylaw Management 04/14/16 For For
HD Supply HDS 40416M105 05/18/16 1) Election of Directors Management 04/20/16 For For
Holdings, Inc. 2) Ratify PwC as IA Management 04/20/16 For For
3) Greenshouse Gas Emissions Shareholder 04/20/16 Against For
KBR, Inc. KBR 48242W106 05/12/16 1) Election of Directors Management 04/20/16 For For
2) Ratify KPMG as IA Management 04/20/16 For For
3) Advisory vote on Management 04/20/16 For For
executive compensation
4) Amendment to 2006 Management 04/20/16 For For
Stock and Incentive Plan
Mohawk Industries, Inc. MHK 608190104 05/19/16 1) Election of Directors Management 05/18/16 For For
2) Ratify KPMG as IA Management 05/18/16 For For
3) Advisory vote on Management 05/18/16 For For
executive compensation
CF Industries CF 125269100 05/12/16 1) Election of Directors Management 04/20/16 For For
Holdings, Inc. 2) Advisory vote on Management 04/20/16 For For
executive compensation
3) Ratify KPMG as IA Management 04/20/16 For For
4) Act by Written Consent Shareholder 04/20/16 Against For
Philips 66 PSX 718546104 05/04/16 1) Election of Directors Management 04/26/16 For For
2) Ratify E&Y as IA Management 04/26/16 For For
3) Advisory vote on Management 04/26/16 For For
executive compensation
4) Declassify Board of Management 04/26/16 For For
Directors
CVS Health Corporation CVS 126650100 05/19/16 1) Election of Directors Management 05/18/16 For For
2) Ratify IA Management 05/18/16 For For
3) Advisory vote on Management 05/18/16 For For
executive pay
4) Alignment of Corporate Shareholder 05/18/16 Against For
Values and Political
Contributions
5) Executive Pay Shareholder 05/18/16 Against For
Middleburg Financial MBRG 596094102 05/04/16 1) Election of Directors Management 04/26/16 Against Against
Corporation 2) Ratify IA Management 04/26/16 For For
International Paper IP 460146103 05/09/16 1) Election of Directors Management 04/20/16 For For
Company 2) Ratify DT as IA Management 04/20/16 For For
3) Advisory vote on Management 04/20/16 For For
executive compensation
Pentair PLC PNR GTS00T104 05/10/16 1) Election of Directors Management 05/04/16 For For
2) Advisory vote on Management 05/04/16 For For
executive compensation
3) Ratify appointment of IA Management 05/04/16 For For
4) To authorize the price Management 05/04/16 For For
range at which it can
re-allot shares it holds
as treasury shares
5) To amend Articles of Management 05/04/16 For For
Association to increase
maximum number of directors
from eleven to twelve
6a)To amend Articles of Management 05/04/16 For For
Association to make
certain administrative
amendments
6b)To amend Memorandum of Management 05/04/16 For For
Association to make
certain administrative
amendments
Rush Enterprises, Inc. RUSHA 781846209 05/17/16 1) Election of Directors Management 05/16/16 For For
RUSHB 2) Amendment and Restate- Management 05/16/16 For For
ment of 2004 Employee
Stock Purchase Plan
3) Ratify E&Y as IA Management 05/16/16 For For
First Connecticut FBNK 319850103 05/18/16 1) Election of Directors Management 05/16/16 For For
Bancorp, Inc. 2) Advisory vote on Management 05/16/16 For For
executive compensation
3) Approval of 2016 Stock Management 05/16/16 For For
Incentive Plan
4) Ratify PwC as IA Mangaement 05/16/16 For For
MasTec, Inc. MTZ 576323109 05/26/16 1) Election of Directors Management 05/23/16 For For
2) To Ratify IA Management 05/23/16 For For
Polonia Bancorp, Inc. PBCP 73158Q109 05/17/16 1) Election of Directors Management 05/11/16 For For
2) Ratify IA Management 05/11/16 For For
3) Advisory vote on Management 05/11/16 For For
executive compensation
Talen Energy TLN 87422J105 05/24/16 1) Election of Directors Management 05/23/16 For For
Corporation 2) Ratify E&Y as IA Management 05/23/16 For For
3) Advisory vote on Management 05/23/16 For For
executive compensation
4) Advisory vote on frequency Management 05/23/16 For For
of vote on executive
compensation
PPL Corporation PPL 69351T106 05/25/16 1) Election of Directors Management 05/23/16 For For
2) Advisory vote on Management 05/23/16 For For
executive compensation
3) Approval of 2016 Short- Management 05/23/16 For For
Term Incentive Plan
4) Amendment to Articles of Management 05/23/16 For For
Incorporation to increase
number of authorized shares
of common stock
5) Ratify IA Management 05/23/16 For For
6) Independent Chairman Shareholder 05/23/16 Against For
7) Assess and report on Shareholder 05/23/16 Against For
distributed resources
deployment
American National AMNB 027745108 05/17/16 1) Election of Directors Management 05/11/16 For For
Bankshares, Inc. 2) Ratify IA Management 05/11/16 For For
3) Advisory vote on Management 05/11/16 For For
executive compensation
GSI Group, Inc. GSIG 36191C205 05/10/16 1) Election of Dirctors Management 05/04/16 For For
2) Advisory vote on Management 05/04/16 For For
executive compensation
3) Appoint PwC as IA Management 05/04/16 For For
4) Change name of Company Management 05/04/16 For For
to Novanta Inc.
Emcor Group, Inc. EME 29084Q100 06/2/16 1) Election of Directors Management 06/01/16 For For
2) Advisory vote on Management 06/01/16 For For
executive compensation
3) Ratify IA Management 06/01/16 For For
4) Shareholder Proxy Access Shareholder 06/01/16 For Against
FTI Consulting, Inc. FCN 302941109 06/01/16 1) Election of Directors Management 05/23/16 For For
2) Approve Performance Management 05/23/16 For For
Measures and Monetary
Limit under Incentive
Compensation Plan
3) Ratify KPMG as IA Management 05/23/16 For For
4) Advisory vote on Management 05/23/16 For For
executive compensation
OceanFirst Financial OCFC 675234108 06/02/16 1) Election of Directors Management 06/01/16 For For
Corp. 2) Approval of Performance Management 06/01/16 For For
Goals Under 2011 Cash
Incentive Comp. Plan
3) Advisory vote on Management 06/01/16 For For
executive compensation
4) Ratify KPMG as IA Management 06/01/16 For For
PGT, Inc. PGTI 69336V101 05/19/16 1) Election of Directors Management 05/18/16 For For
2) Ratify IA Management 05/18/16 For For
3) Advisory vote on Management 05/18/16 For For
executive compensation
Party City Holdco Inc. PRTY 702149105 06/15/16 1) Election of Directors Management 06/06/16 For For
2) Advisory vote on Management 06/06/16 For For
executive compensation
3) Advisory vote on Management 06/06/16 For For
frequency of vote on
executive compensation
4) Ratify E&Y as IA Management 06/06/16 For For
Harmonic, Inc. HLIT 413160102 06/09/16 1) Election of Directors Management 06/06/16 Against Against
2) Advisory vote on Management 06/06/16 For For
executive compensation
3) To approve amendment to Management 06/06/16 For For
2002 Employee Stock
Purchase Plan to increase
number of shares of
common stock reserved for
issuance by 1,500,000 sh
4) To approve amendment to Management 06/06/16 Against Against
1995 Stock Plan to
increase the number of
common stock reserved for
issuance by 2,000,000 sh
5) Ratify PwC as IA Management 06/06/16 For For
The Kroger Co. KR 501044101 06/23/16 1) Election of Directors Management 06/09/16 For For
2) Advisory vote on Management 06/09/16 For For
executive compensation
3) Ratify PwC as IA Management 06/09/16 For For
4) Report on Human Rights Shareholder 06/09/16 Against For
5) Report assessing Shareholder 06/09/16 Against For
environmental impact of
using unrecyclable
packaging
6) Report assessing climate Shareholder 06/09/16 Against For
benefits and targets for
increasing renewable
energy sourcing
7) Payout Policy Shareholder 06/09/16 Against For
Gramercy Property Trust GPT 385002100 06/23/16 1) Election of Directors Management 06/20/16 For For
2) Approval of 2016 Equity Management 06/20/16 For For
Incentive Plan
3) Ratify E&Y as IA Management 06/20/16 For For
4) Advisory vote on Management 06/20/16 For For
executive compensation