Topgolf Callaway Brands Corp. — Director's Dealing 2021

Feb 16, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CALLAWAY GOLF CO (ELY)
CIK: 0000837465
Period of Report: 2021-02-12

Reporting Person: Lynch Brian P. (EVP, CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-02-12	Common Stock	M	5205	$0.00	Acquired	80016	Direct
2021-02-12	Common Stock	F	2810	$29.93	Disposed	77206	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-02-12	Restricted Stock Units	$0.00	M	5205.39	Disposed		Common Stock (5205.39)	Direct
2021-02-12	Restricted Stock Units	$0.00	A	12304	Acquired		Common Stock (12304)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	6575	Indirect

Footnotes

F1: Represents the number of shares of common stock issued upon the vesting of restricted stock units ("RSUs") plus the number of shares of common stock accrued with respect to such vested portion of the RSUs as a result of dividend equivalent rights paid by the Company pursuant to the terms of the award. The number of shares reported on Table 1 does not include the fractional shares, which were paid in cash upon settlement.

F2: RSUs convert into common stock on a one-for-one basis.

F3: Represents the number of shares of common stock withheld by the Company to satisfy tax withholding requirements in connection with the RSU vesting.

F4: The RSUs were granted on February 12, 2020 and vest in three equal annual installments beginning on the first anniversary of the grant date.

F5: Represents only the unvested portion of the RSUs granted on February 12, 2020 plus the number of shares of common stock accrued with respect to such unvested portion of the RSUs as a result of dividend equivalent rights to be paid by the Company pursuant to the terms of the award and does not include other RSUs with different vesting terms.

F6: Each RSU represents a contingent right to receive one share of common stock.

F7: These RSUs are scheduled to vest as follows: 1/3 of the RSUs vest on February 12, 2022; 1/3 of the RSUs vest on February 12, 2023; and 1/3 of the RSUs vest on February 12, 2024.

F8: Represents only the RSUs granted on February 12, 2021 and does not include RSUs with different vesting terms.