N-PX 1 formnpx04.txt 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, 2004 Date of reporting period: June 30, 2004 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 MEETING FOR/AGAINST FOR/AGAINST ISSUER TICKER CUSIP DATE MATTER VOTED ON PROPOSED BY VOTE CAST ABSTAIN MANAGEMENT ------ ------ ----- ---- --------------- ----------- --------- ------- ---------- Middleby Corp MIDD 596278101 12/15/03 1) Proposal to approve Management 12/12/03 AGAINST AGAINST Amendments to the Mgmt. Incentive Plan. 2) Proposal to approve Management 12/12/03 AGAINST AGAINST Amendments to the 1998 Stock Incentive Plan. Emerson EMR 291011104 02/03/04 1) Directors Management 01/29/04 FOR FOR 2) Re-approval Performance Management 01/29/04 FOR FOR under 1997 Incentive Plan 3) Ratification Ind. Auditors Management 01/29/04 FOR FOR Griffon GFF 398433102 02/05/04 1) Directors Management 01/29/04 FOR FOR Urstadt Biddle UBA 917286205 03/10/04 1) Directors Management 03/09/04 FOR FOR Properties 2) Ratification Ind. Auditors Management 03/09/04 FOR FOR 3) Amend Div Reinvestment Management 03/09/04 FOR FOR & Share Purchase Plan 4) Amend Restricted Stock Management 03/09/04 FOR FOR Award Plan J Hancock Bank BTO 409735107 03/18/04 1) Directors Management 03/09/04 FOR FOR & Thrift Opp. Fd. 2) Ratification Ind. Auditors Management 03/09/04 FOR FOR Suntrust Bank STI 867914103 04/20/04 1) Directors Management 04/15/04 FOR FOR 2) Ratify PWC LLP as IA Management 04/15/04 FOR FOR 3) Approve 2004 Stock Plan Management 04/15/04 FOR FOR Washington Mutual WM 939322103 04/20/04 1) Directors Management 04/14/04 FOR FOR 2) Ratify D&T LLP as IA Management 04/14/04 AGAINST AGAINST 3) Specific compensation plan Management 04/14/04 AGAINST FOR Provident PBKS 743859100 04/21/04 1) Directors Management 04/19/04 FOR FOR Bankshares 2) Approve 11/3/03 Reorg Plan Management 04/19/04 FOR FOR 3) Approve 2004 Equity Comp Management 04/19/04 AGAINST AGAINST Plan 4) Ratify KPMG LLP as IA Management 04/19/04 FOR FOR Burlington BR 122014103 04/21/04 1) Directors Management 04/15/04 WH - 8 AGAINST Resources 2) Increase shares to 650 Management 04/15/04 FOR FOR million 3) Ratify PWC LLP as IA Management 04/15/04 FOR FOR SCS SCST 81111t102 04/21/04 1) Directors Management 04/15/04 FOR FOR Transportation 2) Ratification Ind. Auditors Management 04/15/04 FOR FOR ALFA Corporation ALFA 15385107 04/22/04 1) Directors Management 04/19/04 FOR FOR Michael Baker BKR 57149106 04/22/04 1) Directors Management 04/21/04 FOR FOR 2) Amend nonemp. Dir. Management 04/21/04 FOR FOR Stk Incentive Plan PPL Corporation PPL 69351t106 04/23/04 1) Directors Management 04/19/04 FOR FOR 2) Ratify PWC LLP as IA Management 04/19/04 FOR FOR Insituform INSU 457667103 04/28/04 1) Directors Management 04/15/04 FOR FOR Tredegar TG 894650100 04/29/04 1) Directors Management 04/27/04 WH - 2,3,4 AGAINST 2) Approve 2004 equity Management 04/27/04 FOR FOR Incentive Plan Southern Financial SFFB 842870107 04/29/04 1) Approve 11/3/03 Reorg Plan Management 04/26/04 FOR FOR Bancorp Pentair PNR 709631105 04/30/04 1) Directors Management 04/28/04 FOR FOR 2) Approve non-emp. Dir. Management 04/28/04 FOR FOR Comp. Plan 3) Approve omnibus stk Management 04/28/04 AGAINST AGAINST incentive plan 4) Approve emp stk purchase Management 04/28/04 FOR FOR and bonus plan 5) Approve intl stk purchase Management 04/28/04 FOR FOR and bonus plan 6) Ratify D&T as IA Management 04/28/04 FOR FOR EOG Resources EOG 26875p101 05/04/04 1) Directors Management 05/03/04 FOR FOR 2) Ratify D&T LLP as IA Management 05/03/04 FOR FOR 3) Approve amended/restated Management 05/03/04 FOR FOR 1992 stock plan 4) Other business Management 05/03/04 FOR FOR United National UNGL 91103x102 05/04/04 1) Directors United National Management 04/28/04 FOR FOR Group Group 2) Approve the share incentive Management 04/28/04 FOR FOR plan 3) Ratify PWC as IA for Management 04/28/04 FOR FOR United Natl Grp 4) Directors Wind River Management 04/28/04 FOR FOR Ins. Grp Barbados 5) Ratify PWC as IA for Management 04/28/04 FOR FOR Wind River Ins Grp 6) Directors Wind River Management 04/28/04 FOR FOR Ins Grp Bermuda 7) Ratify PWC as IA for Management 04/28/04 FOR FOR Wind River Ins Grp 8) Directors Wind River Management 04/28/04 FOR FOR Services Ltd 9) Ratify PWC as IA for Management 04/28/04 FOR FOR Wind River Services Imation Corp IMN 45245a107 05/05/04 1) Directors Management 05/04/04 FOR FOR 2) Ratify PWC LLP as IA Management 05/04/04 FOR FOR W. R. Berkley Corp BER 84423102 05/11/04 1) Directors Management 05/10/04 FOR FOR 2) Approve 2004 long term Management 05/10/04 FOR FOR incentive plan 3) Approve amend/restated Management 05/10/04 FOR FOR Cert of Inc. 4) Ratify KPMG LLP as IPA Management 05/10/04 FOR FOR Nisource Inc. NI 65473p105 05/11/04 1) Directors Management 05/10/04 FOR FOR 2) Ratify D&T as IA Management 05/10/04 FOR FOR CIT Group Inc. CIT 125581108 05/12/04 1) Directors Management 05/10/04 FOR FOR 2) Ratify PWC LLP as IA Management 05/10/04 FOR FOR Partnerre Ltd PRE g68527105 05/13/04 1) Directors Management 04/26/04 FOR FOR 2) Modify board compositon Management 04/26/04 FOR FOR 3) Amend by-laws Management 04/26/04 FOR FOR 4) Increase shares/emp Management 04/26/04 FOR FOR incentive plan 5) Ratify D&T as IA Management 04/26/04 FOR FOR First Potomac FPO 33610f109 05/13/04 1) Directors Management 05/11/04 FOR FOR Realty Wabash National WNC 929566107 05/13/04 1) Directors Management 05/11/04 FOR FOR Corp 2) Approve 2004 stock Management 05/11/04 FOR FOR incentive plan 3) Other matters Management 04/26/04 FOR FOR NABI NABI 629519109 05/14/04 1) Directors Management 05/12/04 FOR FOR Biopharmaceuticals 2) Amend/restate Articles Management 05/12/04 FOR FOR of Incorporation 3) approve/amend 2000 equity Management 05/12/04 AGAINST AGAINST incentive plan 4) Approve 2004 stk plan Management 05/12/04 FOR FOR non-emp directors Hilb Rogal Hobbs HRH 431294107 05/14/04 1) Directors Management 05/03/04 WH - 4 AGAINST 2) Approve amend. Articles Management 05/03/04 FOR FOR of Incorporation 3) Approve outside dir. Management 05/03/04 FOR FOR deferral plan 4) Approval of Emp. Stk. Management 05/03/04 FOR FOR Purchase Plan 5) Approval of prop. for Management 05/03/04 FOR FOR Adjournment, if nec FTI Consulting FCN 302941109 05/19/04 1) Directors Management 05/19/04 FOR FOR 2) Approve 2004 long-term Management 05/19/04 FOR FOR incentive plan 3) Approve ESOP/increase Management 05/19/04 FOR FOR authorized shares 4) Ratify Ernst & Young as IA Management 05/19/04 FOR FOR U.S.I. Holdings USIH 90333h101 05/21/04 1) Directors Management 05/20/04 FOR FOR 2) Other business Management 05/20/04 FOR FOR Columbia Bancorp CBMD 197227101 05/25/04 1) Directors Management 05/20/04 FOR FOR Waste Industries WWIN 941057101 05/25/04 1) Directors Management 05/24/04 FOR FOR USA 2) Ratify D&T as IA Management 05/24/04 FOR FOR 3) Other matters Management 05/24/04 FOR FOR Gladstone GLAD 376536108 05/26/04 1) Directors Management 05/24/04 FOR FOR Commercial Corp 2) Approve change to Management 05/24/04 AGAINST AGAINST investment policies 3) Amend 2003 equity Management 05/24/04 FOR FOR incentive plan 4) Ratify PWC as IA Management 05/24/04 FOR FOR Calpine CPN 131347106 05/26/04 1) Directors Management 05/24/04 FOR FOR Corporation 2) Amend/restate Articles Management 05/24/04 FOR FOR of Incorporation 3) Increase shares in 1996 Management 05/24/04 FOR FOR Stk Incentive Plan 4) Increase shares in 2000 Management 05/24/04 FOR FOR ESOP Plan 5) Adoption of indigenous Shareholder 05/24/04 AGAINST FOR peoples policy 6) Proposal regarding Sr Shareholder 05/24/04 AGAINST FOR Exec Equity Comp Plan 7) Proposal regarding Shareholder 05/24/04 AGAINST FOR shareholder voting 8) Ratify PWC as IA Management 05/24/04 FOR FOR Yardville Natl YANB 985021104 06/03/04 1) Directors Management 06/01/04 FOR FOR Bancorp Emcor EME 29084q100 06/10/04 1) Directors Management 06/09/04 FOR FOR 2) Ratify Ernst & Young as IA Management 06/09/04 FOR FOR
Signatures Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Greenspring Fund, Incorporated By: /s/ Charles vK. Carlson Charles vK. Carlson Chief Executive Officer August 4, 2004