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, 2021
Date of reporting period: June 30, 2021
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 07/01/20-06/30/21
MEETING PROPOSED VOTE FOR/AGAINST FOR/AGAINST
ISSUER TICKER CUSIP DATE MATTER VOTED ON BY CAST ABSTAIN MANAGEMENT
CDK Global Inc. CDK 12508E101 11/11/20 1) Election of Directors Management 11/06/20 FOR FOR
Financial 2) Advisory vote on Management 11/06/20 FOR FOR
executive Compensation
3) Ratify IA Management 11/06/20 FOR FOR
Cisco Systems CSCO 17275R102 12/10/20 1) Election of Directors Management 11/20/20 FOR FOR
2) Approval of Management 11/20/20 FOR FOR
Reincorporation from
California to Delaware
3) Approve amendment and Management 11/20/20 FOR FOR
restatement of the 2005
Stock Incentive Plan
4) Advisory vote on Management 11/20/20 FOR FOR
executive compensation
5) Ratify IA Management 11/20/20 FOR FOR
6) Independent Chair Shareholder 11/20/20 FOR AGAINST
Medtronic plc MDT G5960L103 12/11/20 1) Election of Directors Management 11/23/20 FOR FOR
2) Approval of IA Management 11/23/20 FOR FOR
3) Advisory vote on Management 11/23/20 FOR FOR
executive compensation
4) Renew Board Management 11/23/20 FOR FOR
authority to issue
shares
5) Renew Board authority to Management 11/23/20 FOR FOR
opt out of pre-emption
rights
6) Authority of Company to Management 11/23/20 FOR FOR
make overseas purchases
of Company stock
Amdocs Limited DOX G02602103 01/29/21 1) Election of Directors Management 01/25/21 FOR FOR
2) Approve increase in Management 01/25/21 FOR FOR
dividend rate under
quarterly cash dividend
program
3) Approve Consolidated Management 01/25/21 FOR FOR
Financial Statements
for fiscal year
4) Ratify IA Management 01/25/21 FOR FOR
Emerson Electric EMR 291011104 02/02/21 1) Election of Directors Management 01/29/21 FOR FOR
2) Ratify IA Management 01/29/21 FOR FOR
3) Advisory vote on Management 01/29/21 FOR FOR
executive compensation
Visa Inc. Class A V 92826c839 01/26/21 1) Election of Directors Management 01/22/21 FOR FOR
2) Advisory vote on Management 01/22/21 FOR FOR
executive compensation
3) Ratify IA Management 01/22/21 FOR FOR
4) Approval of Equity Management 01/22/21 FOR FOR
Incentive Compensation
Plan
5) Approval of Amendment to Management 01/22/21 FOR FOR
Certificate of
Incorporation
6) Action by written consent Shareholder 01/22/21 AGAINST FOR
7) Amendment to principles of Shareholder 01/22/21 AGAINST FOR
executive compensation plan
Prudential Bancorp, PBIP 74431A101 02/17/21 1) Election of Directors Management 02/16/21 FOR FOR
Inc. 2) Ratify IA Management 02/16/21 FOR FOR
Johnson Controls Intl. JCI G51502105 03/10/21 1) Election of Directors Management 03/08/21 FOR FOR
2a) Ratify IA Management 03/08/21 FOR FOR
2b) Authorize Audit Management 03/08/21 FOR FOR
Committee to set
remuneration
3) Authorize market purchase Management 03/08/21 FOR FOR
of Company shares
4) To determine price range Management 03/08/21 FOR FOR
at which Company can
re-allot shares held in
Treasury
5) Advisory vote on Management 03/08/21 FOR FOR
executive compensation
6) Approval of 2021 Equity Management 03/08/21 FOR FOR
and Incentive Compensation
Plan
7) Approve Directors' Management 03/08/21 FOR FOR
authority to allot
shares up to approximately
33% of issued
share capital
8) Approval of waiver of Management 03/08/21 FOR FOR
statutory pre-emption
rights with respect to
up to 5% of issued
share capital
MYR Group, Inc. MYRG 55405W104 04/22/21 1) Election of Directors Management 04/19/21 FOR FOR
2) Advisory vote on Management 04/19/21 FOR FOR
executive compensation
3) Ratify IA Management 04/19/21 FOR FOR
The Sherwin-Williams SHW 824348106 04/21/21 1) Election of Directors Management 04/19/21 FOR FOR
2) Advisory vote on Management 04/19/21 FOR FOR
executive compensation
3) Ratify IA Management 04/19/21 FOR FOR
Abbot Laboratories ABT 002824100 04/23/21 1) Election of Directors Management 04/19/21 FOR FOR
2) Ratify IA Management 04/19/21 FOR FOR
3) Advisory vote on Management 04/19/21 FOR FOR
executive compensation
4a)Approve Amendment to Management 04/19/21 FOR FOR
Articles of Incorporation
to eliminate Supermajority
Voting Standards for
Amendments to Articles
of Incorporation
4b)Approve Amendment to Management 04/19/21 FOR FOR
Articles of Incorporation
to eliminate Supermajority
Voting Standards for
Approval of Certain
Extraordinary Transactions
5) Lobbying Disclosure Shareholder 04/19/21 AGAINST FOR
6) Report on Racial Justice Shareholder 04/19/21 AGAINST FOR
7) Independent Board Chairman Shareholder 04/19/21 AGAINST FOR
Johnson & Johnson JNJ 478160104 04/22/21 1) Election of Directors Management 04/19/21 FOR FOR
2) Advisory Vote on Management 04/19/21 FOR FOR
executive compensation
3) Ratify IA Management 04/19/21 FOR FOR
4) Report on Government Shareholder 04/19/21 AGAINST FOR
Financial Support and
Access to COVID-19
Vaccines and Therapeutics
5) Independent Board Chair Shareholder 04/19/21 FOR AGAINST
6) Civil Rights Audit Shareholder 04/19/21 AGAINST FOR
7) Executive Compensation Shareholder 04/19/21 AGAINST FOR
Bonus Deferral
Owens Corning OC 690742101 04/15/21 1) Election of Directors Management 04/12/21 FOR FOR
2) Ratify IA Management 04/12/21 FOR FOR
3) Advisory vote on Management 04/12/21 FOR FOR
executive compensation
Coca Cola Co. KO 191216100 04/20/21 1) Election of Directors Management 04/19/21 FOR FOR
2) Advisory vote on Management 04/19/21 FOR FOR
executive compensatio
3) Ratify IA Management 04/19/21 FOR FOR
4) Proposal on sugar and Shareholder 04/19/21 AGAINST FOR
public health
EOG Resources, EOG 26875P101 04/29/21 1) Election of Directors Management 04/26/21 FOR FOR
Inc. 2) Ratify IA Management 04/26/21 FOR FOR
3) Approval of 2021 Equity Management 04/26/21 FOR FOR
Compensation Plan
4) Advisory vote on Management 04/26/21 FOR FOR
executive compensation
Du Pont de Nemours, DD 26614n102 04/28/21 1) Election of Directors Management 04/22/21 FOR FOR
Inc. 2) Advisory Vote on Management 04/22/21 FOR FOR
executive compensation
3) Ratify IA Management 04/22/21 FOR FOR
4) Amendment and restatement Management 04/22/21 FOR FOR
of Certification of
Incorporation to decrease
threshold for stockholders
to call a special meeting
5) Right to Act by Written Shareholder 04/22/21 AGAINST FOR
Consent
6) Annual Disclosure of Shareholder 04/22/21 AGAINST FOR
EEO-1 Data
7) Annual Report on Plastic Shareholder 04/22/21 AGAINST FOR
Pollution
American Homes 4 Rent AMH 02665T306 05/06/21 1) Election of Directors Management 05/03/21 FOR FOR
2) Approval of 2021 Equity Management 05/03/21 FOR FOR
Incentive Plan
3) Approval of Employee Stock Management 05/03/21 FOR FOR
Purchase Plan
4) Ratify IA Management 05/03/21 FOR FOR
5) Advisory Vote on Management 05/03/21 FOR FOR
executive compensation
6) Advisory vote on frequency Management 05/03/21 1 YEAR FOR
of advisory vote on
executive compensation
WSFS Financial Co. WSFS 929328102 05/06/21 1) Election of Directors Management 04/30/21 FOR FOR
2) Advisory Say-on-Pay vote Management 04/30/21 FOR FOR
3) Amendment of the 2018 Management 04/30/21 FOR FOR
Inventive Plan
` 4) Ratify IA Management 04/30/21 FOR FOR
Pentair PLC PNR G7S00T104 05/04/21 1) Election of Directors Management 04/30/21 FOR FOR
2) Advisory vote on Management 04/30/21 FOR FOR
executive compensation
3) Ratify IA Management 04/30/21 FOR FOR
4) Approval of Employee Stock Management 04/30/21 FOR FOR
Purchase and Bonus Plan
5) Authorization to allot Management 04/30/21 FOR FOR
new shares under Irish
Law
6) Authorization to opt-out Management 04/30/21 FOR FOR
of preemption rights
under Irish Law
7) Authorization of price Management 04/30/21 FOR FOR
range to re-allot
Treasury shares under
Irish Law
Physicians Realty DOC 71943U104 05/05/21 1) Election of Directors Management 04/30/21 FOR FOR
Trust 2) Ratify IA Management 04/30/21 FOR FOR
3) Advisory vote on Management 04/30/21 FOR FOR
executive compensation
United Parcel Service UPS 911312106 05/13/21 1) Election of Directors Management 05/10/21 FOR FOR
2) Advisory vote on Management 05/10/21 FOR FOR
executive compensation
3) Approval of 2021 Incentive Management 05/10/21 FOR FOR
Compensation Plan
4) Ratify IA Management 05/10/21 FOR FOR
5) Lobbying Report Shareholder 05/10/21 AGAINST FOR
6) Reduce voting power of Shareholder 05/10/21 FOR AGAINST
Class A stock from 10
Votes to one vote per
share
7) Climate Change Report Shareholder 05/10/21 AGAINST FOR
8) Transition to public Shareholder 05/10/21 AGAINST FOR
benefit corporation
9) Report on Diversity Shareholder 05/10/21 AGAINST FOR
CMS Energy CMS 125896100 05/07/21 1) Election of Directors Management 05/03/21 FOR FOR
Corporation 2) Advisory vote on Management 05/03/21 FOR FOR
executive compensation
3) Ratify IA Management 05/03/21 FOR FOR
4) Greenwashing Audit Shareholder 05/03/21 AGAINST FOR
International Flavors IFF 459506101 05/05/21 1) Election of Directors Management 04/30/21 FOR FOR
& Fragrances, Inc. 2) Ratify IA Management 04/30/21 FOR FOR
3) Advisory vote on Management 04/30/21 FOR FOR
executive compensation
4) Approval of 2021 Stock Management 04/30/21 FOR FOR
Award and Incentive Plan
nVent Electric plc NVT G6700G107 05/14/21 1) Election of Directors Management 05/12/21 FOR FOR
2) Advisory vote on Management 05/12/21 FOR FOR
executive compensation
3) Ratify IA Management 05/12/21 FOR FOR
4) Authorize price range in Management 05/12/21 FOR FOR
which company can
re-allot treasury shares
Shore Bancshares, SHBI 825107105 05/12/21 1) Election of Directors Management 5/10/21 FOR FOR
Inc. 2) Ratify IA Management 5/10/21 FOR FOR
3) Advisory vote on Management 5/10/21 FOR FOR
executive compensation
4) Approval of employee Management 5/10/21 FOR FOR
stock purchase plan
Western New England, WNEB 958892101 05/11/21 1) Election of Directors Management 05/05/21 FOR FOR
Bancorp Inc. 2) Advisory vote on Management 05/05/21 FOR FOR
executive compensation
3) Ratify IA Management 05/05/21 FOR FOR
4) Approval of 2021 Management 05/05/21 FOR FOR
Omnibus Incentive
Plan
j2 Global JCOM 48123V102 05/07/21 1) Election of Directors Management 05/05/21 FOR FOR
2) Advisory vote on Management 05/05/21 FOR FOR
executive compensation
3) Ratify IA Management 05/05/21 FOR FOR
Wyndham Hotels & WH 98311A105 05/12/21 1) Election of Directors Management 05/10/21 FOR FOR
Resorts 2) Advisory vote on Management 05/10/21 FOR FOR
Executive compensation
3) Ratify IA Management 05/10/21 FOR FOR
Eversource Energy ES 30040w108 05/05/21 1) Election of Directors Management 04/30/21 FOR FOR
2) Advisory vote on Management 04/30/21 FOR FOR
executive compensation
3) Ratify IA Management 04/30/21 FOR FOR
First Solar, FSLR 336433107 05/12/21 1) Election of Directors Management 05/10/21 FOR FOR
Inc. 2) Ratify IA Management 05/10/21 FOR FOR
3) Report on board diversity Shareholder 05/10/21 AGAINST FOR
Nextera Energy, NEE 65339F101 05/20/21 1) Election of Directors Management 05/17/21 FOR FOR
Inc. 2) Ratify IA Management 05/17/21 FOR FOR
3) Advisory vote on Management 05/17/21 FOR FOR
executive compensation
4) Approval of 2021 long Management 05/17/21 FOR FOR
term incentive plan
5) Right to act by written Shareholder 05/17/21 AGAINST FOR
consent
KBR, Inc. KBR 48242w106 05/19/21 1) Election of Directors Management 05/14/21 FOR FOR
2) Advisory Vote on Management 05/14/21 FOR FOR
Executive Compensation
3) Ratify IA Management 05/14/21 FOR FOR
4) Approval of Amended and Management 05/14/21 FOR FOR
Restated 2006 Stock and
Incentive Plan
American National AMNB 027745108 05/18/21 1) Election of Directors Management 05/14/21 FOR FOR
Bankshares 2) Ratify IA Management 05/14/21 FOR FOR
3) Advisory vote on Management 05/14/21 FOR FOR
executive compensation
Radian Group, RDN 750236101 05/12/21 1) Election of Directors Management 05/10/21 FOR FOR
Inc. 2) Advisory vote on Management 05/10/21 FOR FOR
executive compensation
3) Approval of 2021 Equity Management 05/10/21 FOR FOR
Compensation Plan
4) Ratify IA Management 05/10/21 FOR FOR
Americold Realty COLD 03064d108 05/19/21 1) Election of Directors Management 05/17/21 FOR FOR
Trust 2) Advisory vote on Management 05/17/21 FOR FOR
executive compensation
3) Ratify IA Management 05/17/21 FOR FOR
Phillips 66 PSX 718546104 05/12/21 1) Election of Directors Management 05/10/21 FOR FOR
2) Proposal for annual Management 05/10/21 FOR FOR
election of directors
3) Ratify IA Management 05/10/21 FOR FOR
4) Advisory Vote on Management 05/10/21 FOR FOR
Executive Compensation
5) Greenhouse gas emissions Shareholder 05/10/21 AGAINST FOR
targets
6) Report on climate lobbying Shareholder 05/10/21 AGAINST FOR
OceanFirst OCFC 675234108 05/19/21 1) Election of Directors Management 05/17/21 FOR FOR
Financial 2) Advisory vote on Management 05/17/21 FOR FOR
Executive Compensation
3) Approval of Amendment Management 05/17/21 FOR FOR
No. 1 of 2020 Stock
Incentive Plan
4) Ratify IA Management 05/17/21 FOR FOR
Chubb Limited CB H1467J104 05/20/21 1) Approval of financial Management 05/14/21 FOR FOR
statements
2a) Allocation of disposable Management 05/14/21 FOR FOR
profit
2b) Distribution of dividend Management 05/14/21 FOR FOR
out of legal reserves
3) Discharge of Board of Management 05/14/21 FOR FOR
Directors
4a) Election of IA Management 05/14/21 FOR FOR
4b) Ratify IA Management 05/14/21 FOR FOR
4c) Election of special audit Management 05/14/21 FOR FOR
firm
5) Election of Directors Management 05/14/21 FOR FOR
6) Election of Chairman Management 05/14/21 FOR FOR
7) Election of Compensation Management 05/14/21 FOR FOR
Committee
8) Election of independent Management 05/14/21 FOR FOR
proxy
9) Approval of amended and Management 05/14/21 FOR FOR
restated 2016 Long-Term
Incentive Plan
10) Reduction of share capital Management 05/14/21 FOR FOR
11) Approval of maximum Management 05/14/21 FOR FOR
compensation of Board of
Directors and executive
management
11a) Compensation of Board of Management 05/14/21 FOR FOR
Directors until next
annual general meeting
11b) Compensation of executive Management 05/14/21 FOR FOR
management for the next
calendar year
12) Advisory vote on executive Management 05/14/21 FOR FOR
compensation
A) If new agenda item or new Management 05/14/21 ABSTAIN N/A
proposal put before the
meeting, authorize and
instruct the independent
proxy to vote as follows
IDACORP, Inc. IDA 451107106 05/20/21 1) Election of Directors Management 05/14/21 FOR FOR
2) Advisory vote on Management 05/14/21 FOR FOR
executive compensation
3) Ratify IA Management 05/14/21 FOR FOR
T-Mobile US, TMUS 872590104 06/03/21 1) Election of Directors Management 05/24/21 FOR FOR
Inc. 2) Ratify IA Management 05/24/21 FOR FOR
Amazon.Com, Inc. AMZN 023135106 05/26/21 1) Election of Directors Management 05/21/21 FOR FOR
2) Ratify IA Management 05/21/21 FOR FOR
3) Advisory vote on executive Management 05/21/21 FOR FOR
compensation
4) Report on customer due Shareholder 05/21/21 AGAINST FOR
diligence
5) Mandatory Independent Chair Shareholder 05/21/21 AGAINST FOR
6) Additional reporting on Shareholder 05/21/21 AGAINST FOR
gender/racial pay
7) Report on promotion data Shareholder 05/21/21 AGAINST FOR
8) Report on packaging Shareholder 05/21/21 AGAINST FOR
materials
9) Diversity and equity audit Shareholder 05/21/21 AGAINST FOR
report
10) Alternative director Shareholder 05/21/21 AGAINST FOR
candidate policy
11) Report on competition Shareholder 05/21/21 AGAINST FOR
strategy and risk
12) Additional reduction in Shareholder 05/21/21 AGAINST FOR
threshold for calling
special shareholder
meetings
13) Additional report on Shareholder 05/21/21 AGAINST FOR
lobbying
14) Report on customer use of Shareholder 05/21/21 AGAINST FOR
certain technologies
Republic Services, RSG 760759100 05/21/21 1) Election of Directors Management 05/19/21 FOR FOR
Inc. 2) Advisory vote on Management 05/19/21 FOR FOR
executive compensation
3) Ratify IA Management 05/19/21 FOR FOR
4) Incorporate ESG metrics Shareholder 05/19/21 AGAINST FOR
into executive compensation
Primis Financial FRST 74167B109 05/27/21 1) Election of Directors Management 05/24/21 FOR FOR
Corp. 2) Ratify IA Management 05/24/21 FOR FOR
3) Advisory vote on Management 05/24/21 FOR FOR
executive compensation
EMCOR Group EME 29084Q100 06/10/21 1) Election of Directors Management 06/04/21 FOR FOR
2) Advisory vote on Management 06/04/21 FOR FOR
Executive Compensation
3) Ratify IA Management 06/04/21 FOR FOR
4) Written Consent Shareholder 06/04/21 AGAINST FOR
W.R. Berkley WRB 84423102 06/15/21 1) Election of Directors Management 06/02/21 FOR FOR
Corporation 2) Increase number of Management 06/02/21 FOR FOR
shares of common
stock
3) Advisory Vote on Management 06/02/21 FOR FOR
executive Compensation
4) Ratify IA Management 06/02/21 FOR FOR
Rush Enterprises, RUSHB 781846308 05/18/21 1) Election of Directors Management 05/17/21 FOR FOR
Inc. 2) Ratify IA Management 05/17/21 FOR FOR
WSFS Financial Co. WSFS 929328102 06/10/21 1) WSFS Merger and Share Management 06/08/21 FOR FOR
Issuance Proposal
2) WSFS Adjournment Proposal Management 06/08/21 FOR FOR