Oliver G. Brewer III - Mar 8, 2025 Form 4 Insider Report for Topgolf Callaway Brands Corp. (MODG)

Role
President and CEO, Director
Signature
/s/ Clinton Foss Attorney-in-Fact for Oliver G. Brewer III under a Limited Power of Attorney dated November 30, 2023.
Stock symbol
MODG
Transactions as of
Mar 8, 2025
Transactions value $
-$1,060,320
Form type
4
Date filed
3/10/2025, 05:11 PM
Previous filing
Mar 5, 2025
Next filing
Mar 17, 2025
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction MODG Common Stock Options Exercise $0 +348K $0.00 348K Mar 8, 2025 Direct F1
transaction MODG Common Stock Tax liability -$1.06M -168K -48.3% $6.31 180K Mar 8, 2025 Direct F2
transaction MODG Common Stock Gift $0 -180K -100% $0.00 0 Mar 8, 2025 Direct
transaction MODG Common Stock Gift $0 +180K +22.23% $0.00 989K Mar 8, 2025 By Family Trust
holding MODG Common Stock 408K Mar 8, 2025 By Family Trust for Spouse
holding MODG Common Stock 181K Mar 8, 2025 By Family Trust for Son 1
holding MODG Common Stock 181K Mar 8, 2025 By Family Trust for Son 2
holding MODG Common Stock 181K Mar 8, 2025 By Family Trust for Son 3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction MODG Performance Stock Unit Options Exercise $0 -348K -100% $0.00 0 Mar 8, 2025 Common Stock 348K Direct F1, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Performance Stock Units ("PSUs") 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 vesting.
F3 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. Such PSUs converted to time-based units 50% of which vested on the third anniversary of the grant date and 50% of which vested on the fourth anniversary of the grant date.