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Topgolf Callaway Brands Corp. — Director's Dealing 2024
Jun 4, 2024
31798_dirs_2024-06-04_bd836e6f-fc0f-4932-a42e-924dabeefc37.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: Topgolf Callaway Brands Corp. (MODG)
CIK: 0000837465
Period of Report: 2024-06-03
Reporting Person: Leposky Mark F (EVP,Chief Supply Chain Officer)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2024-06-03 | Common Stock | M | 10026 | — | Acquired | 287155 | Direct |
| 2024-06-03 | Common Stock | F | 3558 | $15.68 | Disposed | 283597 | Direct |
| 2024-06-03 | Common Stock | M | 2607 | — | Acquired | 286204 | Direct |
| 2024-06-03 | Common Stock | F | 912 | $15.68 | Disposed | 285292 | Direct |
| 2024-06-03 | Common Stock | M | 2734 | — | Acquired | 288026 | Direct |
| 2024-06-03 | Common Stock | F | 946 | $15.68 | Disposed | 287080 | Direct |
| 2024-06-03 | Common Stock | M | 4990 | — | Acquired | 292070 | Direct |
| 2024-06-03 | Common Stock | F | 2475 | $15.68 | Disposed | 289595 | Direct |
| 2024-06-03 | Common Stock | M | 6222 | — | Acquired | 295817 | Direct |
| 2024-06-03 | Common Stock | F | 3085 | $15.68 | Disposed | 292732 | Direct |
| 2024-06-03 | Common Stock | M | 25130 | — | Acquired | 317862 | Direct |
| 2024-06-03 | Common Stock | F | 9458 | $15.68 | Disposed | 308404 | Direct |
| 2024-06-03 | Common Stock | M | 3007 | — | Acquired | 311411 | Direct |
| 2024-06-03 | Common Stock | F | 1491 | $15.68 | Disposed | 309920 | Direct |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2024-06-03 | Performance Stock Unit | $ | M | 10026 | Disposed | Common Stock (10026) | Direct | |
| 2024-06-03 | Performance Stock Unit | $ | M | 2607 | Disposed | Common Stock (2607) | Direct | |
| 2024-06-03 | Restricted Stock Units | $ | M | 2734 | Disposed | Common Stock (2734) | Direct | |
| 2024-06-03 | Restricted Stock Units | $ | M | 4990 | Disposed | Common Stock (4990) | Direct | |
| 2024-06-03 | Restricted Stock Units | $ | M | 6222 | Disposed | Common Stock (6222) | Direct | |
| 2024-06-03 | Performance Stock Unit | $ | M | 25130 | Disposed | Common Stock (25130) | Direct | |
| 2024-06-03 | Restricted Stock Units | $ | M | 3007 | Disposed | Common Stock (3007) | Direct |
Footnotes
F1: Performance Stock Units ("PSUs")/Restricted Stock Units ("RSUs') convert into common stock on a one-for-one basis.
F2: Represents the number of shares of common stock withheld by the Company to satisfy tax withholding requirements in connection with the PSU/RSU vesting.
F3: Represents the aggregate number of PSUs originally granted on February 12, 2021, the vesting of which was subject to the achievement of certain performance criteria, that have been earned as a result of the achievement of the applicable performance criteria. All of such shares were fully vested as of February 12, 2024.
F4: Represents the aggregate number of rTSR PSUs originally granted on February 12, 2021, the vesting of which was subject to the achievement of certain performance criteria, that have been earned as a result of the achievement of the applicable performance criteria. All of such shares were fully vested as of February 12, 2024.
F5: The RSUs were granted on February 12, 2021 and vested in three equal annual installments beginning on the first anniversary of the grant date. Therefore, these RSUs were fully vested as of February 12, 2024.
F6: The RSUs were granted on February 17, 2022 and vest in three equal annual installments beginning on the first anniversary of the grant date.
F7: Represents only the unvested portion of the RSUs granted on February 17, 2022 and does not include RSUs with different vesting terms.
F8: The RSUs were granted on February 22, 2023 and vest in three equal annual installments beginning on the first anniversary of the grant date.
F9: Represents only the unvested portion of the RSUs granted on February 22, 2023 and does not include RSUs with different vesting terms.
F10: Represents the aggregate number of PSUs originally granted on March 8, 2021, the vesting of which was subject to the achievement of certain performance criteria, that have been earned as a result of the achievement of the applicable performance criteria. All of such shares were fully vested as of March 8, 2024.
F11: The RSUs were granted on March 8, 2021 and vested in three equal annual installments beginning on the first anniversary of the grant date. Therefore these RSUs were fully vested as of March 8, 2024.