James A. Dinsmore
About James A. Dinsmore
James A. Dinsmore, CFA, serves as President and Trustee of Ellsworth Growth and Income Fund Ltd. (ECF) and portfolio manager within the Gabelli Fund Complex; he has been President since February 2014 and a Trustee since 2013, and is an “interested person” due to his affiliation with the Fund’s Adviser, Gabelli Funds, LLC . He holds a BA in Economics from Cornell University and an MBA in Finance and Marketing from Rutgers University; the proxy lists his year of birth as 1982 . He is the Fund’s Principal Executive Officer (PEO) for SEC reporting, signing the Fund’s Form N-CSR certifications . Recent fund performance during his leadership includes a 4.1% NAV total return and 3.8% market total return for the six months ended March 31, 2025, versus 1.2% (ICE BofA U.S. Convertibles Index) and 1.8% (Bloomberg Balanced U.S. Convertibles Index); NAV was $10.38 with the shares at $9.08 on the NYSE American at period end .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Ellsworth Growth and Income Fund Ltd. | President | Feb 2014–Present | Oversees fund operations and portfolio management as PEO and President . |
| Ellsworth Growth and Income Fund Ltd. | Executive Vice President | Jan 2013–Feb 2014 | Senior fund officer prior to appointment as President . |
| Bancroft Fund Ltd. | Executive Vice President | 2013–2015 | Senior officer role at sister fund in the complex . |
| Ellsworth Growth and Income Fund Ltd. and Bancroft Fund Ltd. | Vice President | 2009–2012 | Fund officer responsibilities across both funds . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Gabelli Funds, LLC | Portfolio Manager | 2015–Present | Manages several funds within the Fund Complex . |
Fixed Compensation
| Component | Amount/Policy | Period/As of | Notes |
|---|---|---|---|
| Aggregate compensation from ECF (as Trustee/Officer) | $0 | FY ended Sep 30, 2024 | ECF pays $0 to Dinsmore; officers who are affiliated with the Adviser are typically compensated by the Adviser, not the Fund . |
| Aggregate compensation from Fund Complex paid to Trustees (calendar year) | $0 | CY 2024 | No trustee compensation paid to Dinsmore across the Fund Complex in 2024 . |
- The proxy does not disclose base salary, bonus targets/payouts, or equity awards for Dinsmore at the Adviser level; thus pay-for-performance alignment cannot be evaluated from ECF filings .
Performance Compensation
- Not disclosed by ECF; no RSU/PSU/option awards, metrics, or vesting schedules for Dinsmore are reported at the fund level (he is compensated by the Adviser, Gabelli Funds, LLC) .
Equity Ownership & Alignment
| Security | Beneficially Owned | % of Class | Date |
|---|---|---|---|
| Common Shares | 11,583 | <1% | As of Dec 31, 2024 . |
| 5.25% Series A Cumulative Preferred | 1,476 | <1% | As of Dec 31, 2024 . |
| Series B Cumulative Preferred | 3,000 | <1% | As of Dec 31, 2024 . |
| Dollar-range category (Fund) | “E” (Over $100,000) | — | As of Dec 31, 2024 . |
| Dollar-range category (Family of Investment Companies) | “E” (Over $100,000) | — | As of Dec 31, 2024 . |
- No disclosure of any pledging or hedging of ECF shares by Dinsmore in the proxy or recent fund reports .
- No stock ownership guidelines for trustees/officers are disclosed in the proxy .
Employment Terms
- Employment agreements, severance protections, non-compete/non-solicit terms, change-of-control provisions, and clawbacks for Dinsmore are not disclosed by ECF; as a fund officer affiliated with the Adviser, compensation and employment terms reside at Gabelli Funds, LLC and are not reported in ECF’s proxy .
Board Governance
- Board service: Trustee since 2013; re-nominated and elected in 2025 for a term expiring at the 2028 annual meeting .
- Independence: Dinsmore is an “Interested Trustee” under the 1940 Act due to his affiliation with the Adviser .
- Committee roles: ECF’s committees (Audit; Nominating; ad hoc Proxy Voting; ad hoc Pricing; multi-fund ad hoc Compensation Committees) are chaired and populated by Independent Trustees; Dinsmore is not listed as a committee member .
- Lead Independent Director: James P. Conn serves as Lead Independent Trustee, presiding over executive sessions; the Board is majority independent (9 of 11) with Mario J. Gabelli as Chair .
- Attendance: The Board met four times in FY2024; each Trustee then serving attended at least 75% of Board and applicable committee meetings .
- Dual-role implications: Dinsmore holds both executive (President/PEO) and trustee roles and is an “interested person,” which raises independence considerations; mitigants include a Lead Independent Trustee, majority-independent Board, and Independent-chaired committees .
- Shareholder voting support: At the May 12, 2025 meeting, Dinsmore received 9,604,713 votes “for” and 2,283,390 “withheld” (common and preferred voting together) .
Director Compensation
- Dinsmore: $0 from ECF and $0 from the Fund Complex as trustee compensation (CY2024) .
- Context for Independent Trustees: Annual retainer $8,500; $1,000 per Board meeting; $500 per committee meeting; Audit Chair $2,000; Nominating Chair $2,000; Lead Independent $1,000 (FY2024 aggregate paid to Trustees: $103,875) .
Performance & Track Record
| Metric | Period | Result |
|---|---|---|
| NAV total return | Six months ended Mar 31, 2025 | 4.1% . |
| Market (share price) total return | Six months ended Mar 31, 2025 | 3.8% . |
| NAV per share | As of Mar 31, 2025 | $10.38 . |
| Market price | As of Mar 31, 2025 | $9.08 . |
Additional trading/flow signal: ECF repurchased 26,604 common shares during Oct 2024–Mar 2025 under its ongoing discount-driven repurchase authorization; also repurchased 1,500 Series A preferred in Oct 2024 .
Say-on-Pay & Shareholder Feedback
- No say-on-pay applies to ECF; trustee elections are conducted by shareholder vote. Dinsmore was re-elected in 2025 as noted above .
Compensation Committee Analysis
- ECF has multi-fund ad hoc Compensation Committees addressing compensation of the Chief Compliance Officer and certain other officers across closed-end funds; Independent Trustees chair committees, not including Dinsmore .
Equity Ownership & Alignment (Detail)
| Holder | Common | Series A Preferred | Series B Preferred | % Ownership |
|---|---|---|---|---|
| James A. Dinsmore | 11,583 | 1,476 | 3,000 | Each <1% of respective class (as of Dec 31, 2024) . |
- Group ownership by Trustees and executive officers is <1% of common and 29.2% of preferred outstanding; preferred concentration largely reflects holdings attributed to Mario J. Gabelli and affiliates, as detailed in footnotes .
External Directorships & Interlocks
- Dinsmore has no other public company directorships listed in the proxy’s “Other Directorships” column .
Investment Implications
- Pay-for-performance transparency risk: Dinsmore’s compensation is paid by the Adviser and not disclosed at ECF; investors cannot assess cash/equity mix, incentive metrics, or vesting terms from the fund filings, limiting visibility into retention risk and alignment at the executive level .
- Alignment via ownership: Dinsmore holds 11,583 common shares and preferred stakes; while absolute dollar range is “E” (> $100k), position sizes are each <1% of class, implying modest direct voting power; no pledging disclosed, reducing headline risk from collateral-driven selling .
- Governance checks on dual role: He is an interested executive-trustee, but mitigants include a Lead Independent Trustee, majority-independent board, and independent committees; continued shareholder support (9.6M votes for in 2025) suggests acceptable governance equilibrium for now .
- Trading signals: Ongoing repurchases at discounts can be accretive to NAV and signal capital discipline; recent six-month NAV outperformance vs benchmarks indicates current execution is tracking favorably in the convertible/equity allocation mandate .