ECF-A Ellsworth Growth and Income Fund Ltd

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 811-04656

Ellsworth Growth and Income Fund Ltd.

(Exact name of registrant as specified in charter)

One Corporate Center

Rye, New York 10580-1422

(Address of principal executive offices) (Zip code)

James A. Dinsmore

Gabelli Funds, LLC

One Corporate Center

Rye, New York 10580-1422

(Name and address of agent for service)

Registrant’s telephone number, including area code: 1-800-422-3554

Date of fiscal year end: September 30

Date of reporting period: July 1, 2019 – June 30, 2020

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.

Investment Company Report

ALIBABA GROUP HOLDING LIMITED

Security

01609W102

Meeting Type

Annual

Ticker Symbol

BABA

Meeting Date

15-Jul-2019

ISIN

US01609W1027

Agenda

935052302 - Management

Item

Proposal

Proposed by

Vote

For/Against Management

1.

Effect an increase in the number of authorized Ordinary Shares to 32,000,000,000 and effect a one-to-eight share subdivision of the Company's Ordinary Shares.

Management

For

For

2.1

Election of Director for a three year term: DANIEL ZHANG

Management

For

For

2.2

Election of Director for a three year term: CHEE HWA TUNG

Management

For

For

2.3

Election of Director for a three year term: JERRY YANG

Management

For

For

2.4

Election of Director for a three year term: WAN LING MARTELLO

Management

For

For

3.

Ratify the appointment of PricewaterhouseCoopers as the independent registered public accounting firm of the Company.

Management

For

For

GOODRICH PETROLEUM CORPORATION

Security

382410843

Meeting Type

Annual

Ticker Symbol

GDP

Meeting Date

20-Aug-2019

ISIN

US3824108431

Agenda

935065070 - Management

Item

Proposal

Proposed by

Vote

For/Against Management

1.

DIRECTOR

Management

1

Walter G. Goodrich

For

For

2

Robert C. Turnham, Jr

For

For

3

Timothy D. Leuliette

For

For

4

Ronald F. Coleman

For

For

5

K. Adam Leight

For

For

6

Thomas M. Souers

For

For

7

Jeffrey S. Serota

For

For

8

Edward J. Sondey

For

For

2.

Ratify the selection of Moss Adams LLP as the Companys independent registered public accounting firm for the fiscal year ended December 31, 2019.

Management

For

For

3.

Approve, on an advisory basis, the compensation of our Named Executive Officers.

Management

For

For

CONAGRA BRANDS, INC.

Security

205887102

Meeting Type

Annual

Ticker Symbol

CAG

Meeting Date

19-Sep-2019

ISIN

US2058871029

Agenda

935067694 - Management

Item

Proposal

Proposed by

Vote

For/Against Management

1A.

Election of Director: Anil Arora

Management

For

For

1B.

Election of Director: Thomas K. Brown

Management

For

For

1C.

Election of Director: Stephen G. Butler

Management

For

For

1D.

Election of Director: Sean M. Connolly

Management

For

For

1E.

Election of Director: Joie A. Gregor

Management

For

For

1F.

Election of Director: Rajive Johri

Management

For

For

1G.

Election of Director: Richard H. Lenny

Management

For

For

1H.

Election of Director: Melissa Lora

Management

For

For

1I.

Election of Director: Ruth Ann Marshall

Management

For

For

1J.

Election of Director: Craig P. Omtvedt

Management

For

For

1K.

Election of Director: Scott Ostfeld

Management

For

For

2.

Ratification of the appointment of KPMG LLP as our independent auditor for fiscal 2020.

Management

For

For

3.

Advisory approval of our named executive officer compensation.

Management

For

For

MICROSOFT CORPORATION

Security

594918104

Meeting Type

Annual

Ticker Symbol

MSFT

Meeting Date

04-Dec-2019

ISIN

US5949181045

Agenda

935092849 - Management

Item

Proposal

Proposed by

Vote

For/Against Management

1A.

Election of Director: William H. Gates III

Management

For

For

1B.

Election of Director: Reid G. Hoffman

Management

For

For

1C.

Election of Director: Hugh F. Johnston

Management

For

For

1D.

Election of Director: Teri L. List-Stoll

Management

For

For

1E.

Election of Director: Satya Nadella

Management

For

For

1F.

Election of Director: Sandra E. Peterson

Management

For

For

1G.

Election of Director: Penny S. Pritzker

Management

For

For

1H.

Election of Director: Charles W. Scharf

Management

For

For

1I.

Election of Director: Arne M. Sorenson

Management

For

For

1J.

Election of Director: John W. Stanton

Management

For

For

1K.

Election of Director: John W. Thompson

Management

For

For

1L.

Election of Director: Emma Walmsley

Management

For

For

1M.

Election of Director: Padmasree Warrior

Management

For

For

2.

Advisory vote to approve named executive officer compensation

Management

For

For

3.

Ratification of Deloitte & Touche LLP as our independent auditor for fiscal year 2020

Management

For

For

4.

Shareholder Proposal - Report on Employee Representation on Board of Directors

Shareholder

Against

For

5.

Shareholder Proposal - Report on Gender Pay Gap

Shareholder

Abstain

Against

THE WALT DISNEY COMPANY

Security

254687106

Meeting Type

Annual

Ticker Symbol

DIS

Meeting Date

11-Mar-2020

ISIN

US2546871060

Agenda

935125648 - Management

Item

Proposal

Proposed by

Vote

For/Against Management

1A.

Election of Director: Susan E. Arnold

Management

For

For

1B.

Election of Director: Mary T. Barra

Management

For

For

1C.

Election of Director: Safra A. Catz

Management

For

For

1D.

Election of Director: Francis A. deSouza

Management

For

For

1E.

Election of Director: Michael B.G. Froman

Management

For

For

1F.

Election of Director: Robert A. Iger

Management

For

For

1G.

Election of Director: Maria Elena Lagomasino

Management

For

For

1H.

Election of Director: Mark G. Parker

Management

For

For

1I.

Election of Director: Derica W. Rice

Management

For

For

2.

To ratify the appointment of PricewaterhouseCoopers LLP as the Company's registered public accountants for fiscal 2020.

Management

For

For

3.

To approve the advisory resolution on executive compensation.

Management

For

For

4.

To approve an amendment to the Company's Amended and Restated 2011 Stock Incentive Plan.

Management

Against

Against

5.

Shareholder proposal requesting an annual report disclosing information regarding the Company's lobbying policies and activities.

Shareholder

Against

For

CITIGROUP INC.

Security

172967424

Meeting Type

Annual

Ticker Symbol

C

Meeting Date

21-Apr-2020

ISIN

US1729674242

Agenda

935139849 - Management

Item

Proposal

Proposed by

Vote

For/Against Management

1A.

Election of Director: Michael L. Corbat

Management

For

For

1B.

Election of Director: Ellen M. Costello

Management

For

For

1C.

Election of Director: Grace E. Dailey

Management

For

For

1D.

Election of Director: Barbara J. Desoer

Management

For

For

1E.

Election of Director: John C. Dugan

Management

For

For

1F.

Election of Director: Duncan P. Hennes

Management

For

For

1G.

Election of Director: Peter B. Henry

Management

For

For

1H.

Election of Director: S. Leslie Ireland

Management

For

For

1I.

Election of Director: Lew W. (Jay) Jacobs, IV

Management

For

For

1J.

Election of Director: Renée J. James

Management

For

For

1K.

Election of Director: Gary M. Reiner

Management

For

For

1L.

Election of Director: Diana L. Taylor

Management

For

For

1M.

Election of Director: James S. Turley

Management

For

For

1N.

Election of Director: Deborah C. Wright

Management

For

For

1O.

Election of Director: Alexander R. Wynaendts

Management

For

For

1P.

Election of Director: Ernesto Zedillo Ponce de Leon

Management

For

For

2.

Proposal to ratify the selection of KPMG LLP as Citi's independent registered public accounting firm for 2020.

Management

For

For

3.

Advisory vote to approve Citi's 2019 Executive Compensation.

Management

For

For

4.

Approval of Additional Authorized Shares Under the Citigroup 2019 Stock Incentive Plan.

Management

For

For

5.

Stockholder proposal requesting an amendment to Citi's proxy access by-law provisions pertaining to the aggregation limit.

Shareholder

Against

For

6.

Stockholder proposal requesting that the Board review Citi's governance documents and make recommendations to shareholders on how the "Purpose of a Corporation" signed by Citi's CEO can be fully implemented.

Shareholder

Against

For

7.

Stockholder proposal requesting a report disclosing information regarding Citi's lobbying policies and activities.

Shareholder

Abstain

Against

PFIZER INC.

Security

717081103

Meeting Type

Annual

Ticker Symbol

PFE

Meeting Date

23-Apr-2020

ISIN

US7170811035

Agenda

935138998 - Management

Item

Proposal

Proposed by

Vote

For/Against Management

1A.

Election of Director: Ronald E. Blaylock

Management

For

For

1B.

Election of Director: Albert Bourla

Management

For

For

1C.

Election of Director: W. Don Cornwell

Management

For

For

1D.

Election of Director: Joseph J. Echevarria

Management

For

For

1E.

Election of Director: Scott Gottlieb

Management

For

For

1F.

Election of Director: Helen H. Hobbs

Management

For

For

1G.

Election of Director: Susan Hockfield

Management

For

For

1H.

Election of Director: James M. Kilts

Management

For

For

1I.

Election of Director: Dan R. Littman

Management

For

For

1J.

Election of Director: Shantanu Narayen

Management

For

For

1K.

Election of Director: Suzanne Nora Johnson

Management

For

For

1L.

Election of Director: James Quincey

Management

For

For

1M.

Election of Director: James C. Smith

Management

For

For

2.

Ratify the selection of KPMG LLP as independent registered public accounting firm for 2020

Management

For

For

3.

2020 advisory approval of executive compensation

Management

For

For

4.

Shareholder proposal regarding right to act by written consent

Shareholder

Against

For

5.

Shareholder proposal regarding enhancing proxy access

Shareholder

Against

For

6.

Shareholder proposal regarding report on lobbying activities

Shareholder

Abstain

Against

7.

Shareholder proposal regarding independent chair policy

Shareholder

Against

For

8.

Shareholder proposal regarding gender pay gap

Shareholder

Abstain

Against

9.

Election of Director: Susan Desmond-Hellmann

Management

For

For

AT&T INC.

Security

00206R102

Meeting Type

Annual

Ticker Symbol

T

Meeting Date

24-Apr-2020

ISIN

US00206R1023

Agenda

935138140 - Management

Item

Proposal

Proposed by

Vote

For/Against Management

1A.

Election of Director: Randall L. Stephenson

Management

For

For

1B.

Election of Director: Samuel A. Di Piazza, Jr.

Management

For

For

1C.

Election of Director: Richard W. Fisher

Management

For

For

1D.

Election of Director: Scott T. Ford

Management

For

For

1E.

Election of Director: Glenn H. Hutchins

Management

For

For

1F.

Election of Director: William E. Kennard

Management

For

For

1G.

Election of Director: Debra L. Lee

Management

For

For

1H.

Election of Director: Stephen J. Luczo

Management

For

For

1I.

Election of Director: Michael B. McCallister

Management

For

For

1J.

Election of Director: Beth E. Mooney

Management

For

For

1K.

Election of Director: Matthew K. Rose

Management

For

For

1L.

Election of Director: Cynthia B. Taylor

Management

For

For

1M.

Election of Director: Geoffrey Y. Yang

Management

For

For

2.

Ratification of appointment of independent auditors.

Management

For

For

3.

Advisory approval of executive compensation.

Management

For

For

4.

Independent Board Chairman.

Shareholder

Against

For

5.

Employee Representative Director.

Shareholder

Against

For

6.

Improve Guiding Principles of Executive Compensation.

Shareholder

Against

For

UNILEVER N.V.

Security

904784709

Meeting Type

Annual

Ticker Symbol

UN

Meeting Date

30-Apr-2020

ISIN

US9047847093

Agenda

935149686 - Management

Item

Proposal

Proposed by

Vote

For/Against Management

2.

To adopt the Annual Accounts and appropriation of the profit for the 2019 financial year.

Management

For

For

3.

To consider, and if thought fit, approve the Directors' Remuneration Report.

Management

For

For

4.

To discharge the Executive Directors.

Management

For

For

5.

To discharge the Non-Executive Directors.

Management

For

For

6.

To reappoint Mr N Andersen as a Non-Executive Director.

Management

For

For

7.

To reappoint Mrs L Cha as a Non-Executive Director.

Management

For

For

8.

To reappoint Mr V Colao as a Non-Executive Director.

Management

For

For

9.

To reappoint Dr J Hartmann as a Non-Executive Director.

Management

For

For

10.

To reappoint Mr A Jope as an Executive Director.

Management

For

For

11.

To reappoint Ms A Jung as a Non-Executive Director.

Management

For

For

12.

To reappoint Ms S Kilsby as a Non-Executive Director.

Management

For

For

13.

To reappoint Mr S Masiyiwa as a Non-Executive Director.

Management

For

For

14.

To reappoint Professor Y Moon as a Non-Executive Director.

Management

For

For

15.

To reappoint Mr G Pitkethly as an Executive Director.

Management

For

For

16.

To reappoint Mr J Rishton as a Non-Executive Director.

Management

For

For

17.

To reappoint Mr F Sijbesma as a Non-Executive Director.

Management

For

For

18.

To appoint the Auditor charged with the auditing of the Annual Accounts for the 2020 financial year.

Management

For

For

19.

To designate the Board of Directors as the company body authorised in respect of the issue of shares in the share capital of the Company.

Management

For

For

20.

To designate the Board of Directors as the company body authorised to restrict or exclude the statutory pre- emption rights that accrue to shareholders upon issue of shares for general corporate purposes.

Management

For

For

21.

To designate the Board of Directors as the company body authorised to restrict or exclude the statutory pre- emption rights that accrue to shareholders upon issue of shares for acquisition or specified capital investment purposes.

Management

For

For

22.

To authorise the Board of Directors to purchase ordinary shares in the share capital of the Company.

Management

For

For

23.

To reduce the capital with respect to ordinary shares held by the Company in its own share capital.

Management

For

For

UNILEVER N.V.

Security

904784709

Meeting Type

Annual

Ticker Symbol

UN

Meeting Date

30-Apr-2020

ISIN

US9047847093

Agenda

935175720 - Management

Item

Proposal

Proposed by

Vote

For/Against Management

2.

To adopt the Annual Accounts and appropriation of the profit for the 2019 financial year.

Management

For

For

3.

To consider, and if thought fit, approve the Directors' Remuneration Report.

Management

For

For

4.

To discharge the Executive Directors.

Management

For

For

5.

To discharge the Non-Executive Directors.

Management

For

For

6.

To reappoint Mr N Andersen as a Non-Executive Director.

Management

For

For

7.

To reappoint Mrs L Cha as a Non-Executive Director.

Management

For

For

8.

To reappoint Mr V Colao as a Non-Executive Director.

Management

For

For

9.

To reappoint Dr J Hartmann as a Non-Executive Director.

Management

For

For

10.

To reappoint Mr A Jope as an Executive Director.

Management

For

For

11.

To reappoint Ms A Jung as a Non-Executive Director.

Management

For

For

12.

To reappoint Ms S Kilsby as a Non-Executive Director.

Management

For

For

13.

To reappoint Mr S Masiyiwa as a Non-Executive Director.

Management

For

For

14.

To reappoint Professor Y Moon as a Non-Executive Director.

Management

For

For

15.

To reappoint Mr G Pitkethly as an Executive Director.

Management

For

For

16.

To reappoint Mr J Rishton as a Non-Executive Director.

Management

For

For

17.

To reappoint Mr F Sijbesma as a Non-Executive Director.

Management

For

For

18.

To appoint the Auditor charged with the auditing of the Annual Accounts for the 2020 financial year.

Management

For

For

19.

To designate the Board of Directors as the company body authorised in respect of the issue of shares in the share capital of the Company.

Management

For

For

20.

To designate the Board of Directors as the company body authorised to restrict or exclude the statutory pre- emption rights that accrue to shareholders upon issue of shares for general corporate purposes.

Management

For

For

21.

To designate the Board of Directors as the company body authorised to restrict or exclude the statutory pre- emption rights that accrue to shareholders upon issue of shares for acquisition or specified capital investment purposes.

Management

For

For

22.

To authorise the Board of Directors to purchase ordinary shares in the share capital of the Company.

Management

For

For

23.

To reduce the capital with respect to ordinary shares held by the Company in its own share capital.

Management

For

For

ELI LILLY AND COMPANY

Security

532457108

Meeting Type

Annual

Ticker Symbol

LLY

Meeting Date

04-May-2020

ISIN

US5324571083

Agenda

935148937 - Management

Item

Proposal

Proposed by

Vote

For/Against Management

1A.

Election of Director: M. L. Eskew

Management

For

For

1B.

Election of Director: W. G. Kaelin, Jr.

Management

For

For

1C.

Election of Director: D. A. Ricks

Management

For

For

1D.

Election of Director: M. S. Runge

Management

For

For

1E.

Election of Director: K. Walker

Management

For

For

2.

Approval, by non-binding vote, of the compensation paid to the company's named executive officers.

Management

For

For

3.

Ratification of Ernst & Young LLP as the independent auditor for 2020.

Management

For

For

4.

Approve amendments to the Articles of Incorporation to eliminate the classified board structure.

Management

For

For

5.

Approve amendments to the Articles of Incorporation to eliminate supermajority voting provisions.

Management

For

For

6.

Shareholder proposal to disclose direct and indirect lobbying activities and expenditures.

Shareholder

Abstain

Against

7.

Shareholder proposal to publish a report on the effectiveness of the forced swim test.

Shareholder

Against

For

8.

Shareholder proposal to amend the bylaws to require an independent board chair.

Shareholder

Against

For

9.

Shareholder proposal on board diversity requesting disclosures of specific minimum qualifications and board nominee skills, experience, and ideological perspective.

Shareholder

Abstain

Against

10.

Shareholder proposal to publish feasibility report on incorporating public concern over drug prices into senior executive compensation arrangements.

Shareholder

Abstain

Against

11.

Shareholder proposal to implement a bonus deferral policy.

Shareholder

Against

For

12.

Shareholder proposal to disclose clawbacks on executive incentive compensation due to misconduct.

Shareholder

Abstain

Against

INVESCO MORTGAGE CAPITAL INC.

Security

46131B100

Meeting Type

Annual

Ticker Symbol

IVR

Meeting Date

05-May-2020

ISIN

US46131B1008

Agenda

935141109 - Management

Item

Proposal

Proposed by

Vote

For/Against Management

1.1

Election of Director: John S. Day

Management

For

For

1.2

Election of Director: Carolyn B. Handlon

Management

For

For

1.3

Election of Director: Edward J. Hardin

Management

For

For

1.4

Election of Director: James R. Lientz, Jr.

Management

For

For

1.5

Election of Director: Dennis P. Lockhart

Management

For

For

1.6

Election of Director: Gregory G. McGreevey

Management

For

For

1.7

Election of Director: Loren M. Starr

Management

For

For

2.

Advisory vote to approve Company's 2019 executive compensation

Management

For

For

3.

Appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for 2020

Management

For

For

VERIZON COMMUNICATIONS INC.

Security

92343V104

Meeting Type

Annual

Ticker Symbol

VZ

Meeting Date

07-May-2020

ISIN

US92343V1044

Agenda

935148406 - Management

Item

Proposal

Proposed by

Vote

For/Against Management

1a.

Election of Director: Shellye L. Archambeau

Management

For

For

1b.

Election of Director: Mark T. Bertolini

Management

For

For

1c.

Election of Director: Vittorio Colao

Management

For

For

1d.

Election of Director: Melanie L. Healey

Management

For

For

1e.

Election of Director: Clarence Otis, Jr.

Management

For

For

1f.

Election of Director: Daniel H. Schulman

Management

For

For

1g.

Election of Director: Rodney E. Slater

Management

For

For

1h.

Election of Director: Hans E. Vestberg

Management

For

For

1i.

Election of Director: Gregory G. Weaver

Management

For

For

2.

Advisory Vote to Approve Executive Compensation

Management

For

For

3.

Ratification of Appointment of Independent Registered Public Accounting Firm

Management

For

For

4.

Nonqualified Savings Plan Earnings

Shareholder

Against

For

5.

Special Shareholder Meetings

Shareholder

Against

For

6.

Lobbying Activities Report

Shareholder

Abstain

Against

7.

User Privacy Metric

Shareholder

Against

For

8.

Amend Severance Approval Policy

Shareholder

Against

For

GOODRICH PETROLEUM CORPORATION

Security

382410843

Meeting Type

Annual

Ticker Symbol

GDP

Meeting Date

12-May-2020

ISIN

US3824108431

Agenda

935186329 - Management

Item

Proposal

Proposed by

Vote

For/Against Management

1.

DIRECTOR

Management

1

Walter G. Goodrich

For

For

2

Robert C. Turnham, Jr.

For

For

3

Timothy D. Leuliette

For

For

4

Ronald F. Coleman

For

For

5

K. Adam Leight

For

For

6

Thomas M. Souers

For

For

7

Jeffrey S. Serota

For

For

8

Edward J. Sondey

For

For

2.

Ratify the selection of Moss Adams LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2020.

Management

For

For

3.

Approve, on an advisory basis, the compensation of our Named Executive Officers.

Management

For

For

CROWN CASTLE INTERNATIONAL CORP

Security

22822V101

Meeting Type

Annual

Ticker Symbol

CCI

Meeting Date

14-May-2020

ISIN

US22822V1017

Agenda

935157823 - Management

Item

Proposal

Proposed by

Vote

For/Against Management

1A.

Election of Director: P. Robert Bartolo

Management

For

For

1B.

Election of Director: Jay A. Brown

Management

For

For

1C.

Election of Director: Cindy Christy

Management

For

For

1D.

Election of Director: Ari Q. Fitzgerald

Management

For

For

1E.

Election of Director: Robert E. Garrison II

Management

For

For

1F.

Election of Director: Andrea J. Goldsmith

Management

For

For

1G.

Election of Director: Lee W. Hogan

Management

For

For

1H.

Election of Director: Edward C. Hutcheson, Jr.

Management

For

For

1I.

Election of Director: J. Landis Martin

Management

For

For

1J.

Election of Director: Robert F. McKenzie

Management

For

For

1K.

Election of Director: Anthony J. Melone

Management

For

For

1L.

Election of Director: W. Benjamin Moreland

Management

For

For

2.

The ratification of the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accountants for fiscal year 2020.

Management

For

For

3.

The non-binding, advisory vote to approve the compensation of the Company's named executive officers.

Management

For

For

INTEL CORPORATION

Security

458140100

Meeting Type

Annual

Ticker Symbol

INTC

Meeting Date

14-May-2020

ISIN

US4581401001

Agenda

935158635 - Management

Item

Proposal

Proposed by

Vote

For/Against Management

1A.

Election of Director: James J. Goetz

Management

For

For

1B.

Election of Director: Alyssa Henry

Management

For

For

1C.

Election of Director: Omar Ishrak

Management

For

For

1D.

Election of Director: Risa Lavizzo-Mourey

Management

For

For

1E.

Election of Director: Tsu-Jae King Liu

Management

For

For

1F.

Election of Director: Gregory D. Smith

Management

For

For

1G.

Election of Director: Robert ("Bob") H. Swan

Management

For

For

1H.

Election of Director: Andrew Wilson

Management

For

For

1I.

Election of Director: Frank D. Yeary

Management

For

For

2.

Ratification of selection of Ernst & Young LLP as our independent registered public accounting firm for 2020

Management

For

For

3.

Advisory vote to approve executive compensation of our listed officers

Management

For

For

4.

Approval of amendment and restatement of the 2006 Employee Stock Purchase Plan

Management

For

For

5.

Stockholder proposal on whether to allow stockholders to act by written consent, if properly presented at the meeting

Shareholder

Against

For

6.

Stockholder proposal requesting a report on the global median gender/racial pay gap, if properly presented at the meeting

Shareholder

Abstain

Against

SBA COMMUNICATIONS CORPORATION

Security

78410G104

Meeting Type

Annual

Ticker Symbol

SBAC

Meeting Date

14-May-2020

ISIN

US78410G1040

Agenda

935159221 - Management

Item

Proposal

Proposed by

Vote

For/Against Management

1.1

Election of Director For a three-year term expiring at the 2023 Annual Meeting: Steven E. Bernstein

Management

For

For

1.2

Election of Director For a three-year term expiring at the 2023 Annual Meeting: Duncan H. Cocroft

Management

For

For

1.3

Election of Director For a three-year term expiring at the 2023 Annual Meeting: Fidelma Russo

Management

For

For

2.

Ratification of the appointment of Ernst & Young LLP as SBA's independent registered public accounting firm for the 2020 fiscal year.

Management

For

For

3.

Approval, on an advisory basis, of the compensation of SBA's named executive officers.

Management

For

For

4.

Approval of the 2020 Performance and Equity Incentive Plan.

Management

Against

Against

AMERICAN TOWER CORPORATION

Security

03027X100

Meeting Type

Annual

Ticker Symbol

AMT

Meeting Date

18-May-2020

ISIN

US03027X1000

Agenda

935169450 - Management

Item

Proposal

Proposed by

Vote

For/Against Management

1A.

Election of Director: Thomas A. Bartlett

Management

For

For

1B.

Election of Director: Raymond P. Dolan

Management

For

For

1C.

Election of Director: Robert D. Hormats

Management

For

For

1D.

Election of Director: Gustavo Lara Cantu

Management

For

For

1E.

Election of Director: Grace D. Lieblein

Management

For

For

1F.

Election of Director: Craig Macnab

Management

For

For

1G.

Election of Director: JoAnn A. Reed

Management

For

For

1H.

Election of Director: Pamela D.A. Reeve

Management

For

For

1I.

Election of Director: David E. Sharbutt

Management

For

For

1J.

Election of Director: Bruce L. Tanner

Management

For

For

1K.

Election of Director: Samme L. Thompson

Management

For

For

2.

To ratify the selection of Deloitte & Touche LLP as the Company's independent registered public accounting firm for 2020.

Management

For

For

3.

To approve, on an advisory basis, the Company's executive compensation.

Management

For

For

4.

To require periodic reports on political contributions and expenditures.

Shareholder

Abstain

Against

5.

To amend the bylaws to reduce the ownership threshold required to call a special meeting of the stockholders.

Shareholder

Against

For

PAYPAL HOLDINGS, INC.

Security

70450Y103

Meeting Type

Annual

Ticker Symbol

PYPL

Meeting Date

21-May-2020

ISIN

US70450Y1038

Agenda

935170869 - Management

Item

Proposal

Proposed by

Vote

For/Against Management

1A.

Election of Director: Rodney C. Adkins

Management

For

For

1B.

Election of Director: Jonathan Christodoro

Management

For

For

1C.

Election of Director: John J. Donahoe

Management

For

For

1D.

Election of Director: David W. Dorman

Management

For

For

1E.

Election of Director: Belinda J. Johnson

Management

For

For

1F.

Election of Director: Gail J. McGovern

Management

For

For

1G.

Election of Director: Deborah M. Messemer

Management

For

For

1H.

Election of Director: David M. Moffett

Management

For

For

1I.

Election of Director: Ann M. Sarnoff

Management

For

For

1J.

Election of Director: Daniel H. Schulman

Management

For

For

1K.

Election of Director: Frank D. Yeary

Management

For

For

2.

Advisory vote to approve named executive officer compensation.

Management

For

For

3.

Ratification of the appointment of PricewaterhouseCoopers LLP as our independent auditor for 2020.

Management

For

For

4.

Stockholder Proposal - Stockholder right to act by written consent.

Shareholder

Against

For

5.

Stockholder Proposal - Human and indigenous peoples' rights.

Shareholder

Abstain

Against

SYNCHRONY FINANCIAL

Security

87165B103

Meeting Type

Annual

Ticker Symbol

SYF

Meeting Date

21-May-2020

ISIN

US87165B1035

Agenda

935174095 - Management

Item

Proposal

Proposed by

Vote

For/Against Management

1a.

Election of Director: Margaret M. Keane

Management

For

For

1b.

Election of Director: Fernando Aguirre

Management

For

For

1c.

Election of Director: Paget L. Alves

Management

For

For

1d.

Election of Director: Arthur W. Coviello, Jr.

Management

For

For

1e.

Election of Director: William W. Graylin

Management

For

For

1f.

Election of Director: Roy A. Guthrie

Management

For

For

1g.

Election of Director: Richard C. Hartnack

Management

For

For

1h.

Election of Director: Jeffrey G. Naylor

Management

For

For

1i.

Election of Director: Laurel J. Richie

Management

For

For

1j.

Election of Director: Olympia J. Snowe

Management

For

For

1k.

Election of Director: Ellen M. Zane

Management

For

For

2.

Advisory Vote to Approve Named Executive Officer Compensation

Management

For

For

3.

Ratification of Selection of KPMG LLP as Independent Registered Public Accounting firm of the Company for 2020

Management

For

For

MERCK & CO., INC.

Security

58933Y105

Meeting Type

Annual

Ticker Symbol

MRK

Meeting Date

26-May-2020

ISIN

US58933Y1055

Agenda

935176431 - Management

Item

Proposal

Proposed by

Vote

For/Against Management

1A.

Election of Director: Leslie A. Brun

Management

For

For

1B.

Election of Director: Thomas R. Cech

Management

For

For

1C.

Election of Director: Mary Ellen Coe

Management

For

For

1D.

Election of Director: Pamela J. Craig

Management

For

For

1E.

Election of Director: Kenneth C. Frazier

Management

For

For

1F.

Election of Director: Thomas H. Glocer

Management

For

For

1G.

Election of Director: Risa Lavizzo-Mourey

Management

For

For

1H.

Election of Director: Paul B. Rothman

Management

For

For

1I.

Election of Director: Patricia F. Russo

Management

For

For

1J.

Election of Director: Christine E. Seidman

Management

For

For

1K.

Election of Director: Inge G. Thulin

Management

For

For

1L.

Election of Director: Kathy J. Warden

Management

For

For

1M.

Election of Director: Peter C. Wendell

Management

For

For

2.

Non-binding advisory vote to approve the compensation of our named executive officers.

Management

For

For

3.

Ratification of the appointment of the Company's independent registered public accounting firm for 2020.

Management

For

For

4.

Shareholder proposal concerning shareholder right to act by written consent.

Shareholder

Against

For

5.

Shareholder proposal regarding allocation of corporate tax savings.

Shareholder

Against

For

CHEVRON CORPORATION

Security

166764100

Meeting Type

Annual

Ticker Symbol

CVX

Meeting Date

27-May-2020

ISIN

US1667641005

Agenda

935183979 - Management

Item

Proposal

Proposed by

Vote

For/Against Management

1A.

Election of Director: W. M. Austin

Management

For

For

1B.

Election of Director: J. B. Frank

Management

For

For

1C.

Election of Director: A. P. Gast

Management

For

For

1D.

Election of Director: E. Hernandez, Jr.

Management

For

For

1E.

Election of Director: C. W. Moorman IV

Management

For

For

1F.

Election of Director: D. F. Moyo

Management

For

For

1G.

Election of Director: D. Reed-Klages

Management

For

For

1H.

Election of Director: R. D. Sugar

Management

For

For

1I.

Election of Director: D. J. Umpleby III

Management

For

For

1J.

Election of Director: M. K. Wirth

Management

For

For

2.

Ratification of Appointment of PwC as Independent Registered Public Accounting Firm

Management

For

For

3.

Advisory Vote to Approve Named Executive Officer Compensation

Management

For

For

4.

Report on Lobbying

Shareholder

Abstain

Against

5.

Create a Board Committee on Climate Risk

Shareholder

Against

For

6.

Report on Climate Lobbying

Shareholder

Abstain

Against

7.

Report on Petrochemical Risk

Shareholder

Abstain

Against

8.

Report on Human Rights Practices

Shareholder

Abstain

Against

9.

Set Special Meeting Threshold at 10%

Shareholder

Against

For

10.

Adopt Policy for an Independent Chairman

Shareholder

Against

For

T-MOBILE US, INC.

Security

872590104

Meeting Type

Annual

Ticker Symbol

TMUS

Meeting Date

04-Jun-2020

ISIN

US8725901040

Agenda

935192524 - Management

Item

Proposal

Proposed by

Vote

For/Against Management

1.

DIRECTOR

Management

1

Marcelo Claure

For

For

2

Srikant M. Datar

For

For

3

Ronald D. Fisher

For

For

4

Srini Gopalan

For

For

5

Lawrence H. Guffey

For

For

6

Timotheus Höttges

For

For

7

Christian P. Illek

For

For

8

Stephen R. Kappes

For

For

9

Raphael Kübler

For

For

10

Thorsten Langheim

For

For

11

G. Michael Sievert

For

For

12

Teresa A. Taylor

For

For

13

Kelvin R. Westbrook

For

For

2.

Ratification of the Appointment of PricewaterhouseCoopers LLP as the Company's Independent Registered Public Accounting Firm for Fiscal Year 2020.

Management

For

For

3.

Advisory Vote to Approve the Compensation Provided to the Company's Named Executive Officers for 2019.

Management

For

For

4.

Stockholder Proposal for Limitations on Accelerated Vesting of Equity Awards in the Event of a Change of Control.

Shareholder

Against

For

EQUINIX, INC.

Security

29444U700

Meeting Type

Annual

Ticker Symbol

EQIX

Meeting Date

18-Jun-2020

ISIN

US29444U7000

Agenda

935209014 - Management

Item

Proposal

Proposed by

Vote

For/Against Management

1.

DIRECTOR

Management

1

Thomas Bartlett

For

For

2

Nanci Caldwell

For

For

3

Adaire Fox-Martin

For

For

4

Gary Hromadko

For

For

5

William Luby

For

For

6

Irving Lyons III

For

For

7

Charles Meyers

For

For

8

Christopher Paisley

For

For

9

Sandra Rivera

For

For

10

Peter Van Camp

For

For

2.

To approve, by a non-binding advisory vote, the compensation of Equinix's named executive officers.

Management

For

For

3.

To approve the Equinix, Inc. 2020 Equity Incentive Plan.

Management

For

For

4.

To ratify the appointment of PricewaterhouseCoopers LLP as Equinix's independent registered public accounting firm for the fiscal year ending December 31, 2020.

Management

For

For

5.

Stockholder proposal related to political contributions disclosure and oversight.

Shareholder

Abstain

Against

 

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.

 

Registrant

Ellsworth Growth and Income Fund Ltd.

 

By (Signature and Title)*	/s/ James A. Dinsmore
	James A. Dinsmore, Principal Executive Officer

 

Date	August 21, 2020

 

*Print the name and title of each signing officer under his or her signature.

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