Mark F. Leposky - Jun 3, 2024 Form 4 Insider Report for Topgolf Callaway Brands Corp. (MODG)

Role
EVP,Chief Supply Chain Officer
Signature
/s/ Clinton Foss Attorney-in-Fact for Mark F. Leposky under a Limited Power of Attorney dated November 30, 2023.
Stock symbol
MODG
Transactions as of
Jun 3, 2024
Transactions value $
-$343,784
Form type
4
Date filed
6/4/2024, 05:07 PM
Previous filing
Apr 24, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction MODG Common Stock Options Exercise $0 +10K +3.62% $0.00 287K Jun 3, 2024 Direct F1
transaction MODG Common Stock Tax liability -$55.8K -3.56K -1.24% $15.68 284K Jun 3, 2024 Direct F2
transaction MODG Common Stock Options Exercise $0 +2.61K +0.92% $0.00 286K Jun 3, 2024 Direct F1
transaction MODG Common Stock Tax liability -$14.3K -912 -0.32% $15.68 285K Jun 3, 2024 Direct F2
transaction MODG Common Stock Options Exercise $0 +2.73K +0.96% $0.00 288K Jun 3, 2024 Direct F1
transaction MODG Common Stock Tax liability -$14.8K -946 -0.33% $15.68 287K Jun 3, 2024 Direct F2
transaction MODG Common Stock Options Exercise $0 +4.99K +1.74% $0.00 292K Jun 3, 2024 Direct F1
transaction MODG Common Stock Tax liability -$38.8K -2.48K -0.85% $15.68 290K Jun 3, 2024 Direct F2
transaction MODG Common Stock Options Exercise $0 +6.22K +2.15% $0.00 296K Jun 3, 2024 Direct F1
transaction MODG Common Stock Tax liability -$48.4K -3.09K -1.04% $15.68 293K Jun 3, 2024 Direct F2
transaction MODG Common Stock Options Exercise $0 +25.1K +8.58% $0.00 318K Jun 3, 2024 Direct F1
transaction MODG Common Stock Tax liability -$148K -9.46K -2.98% $15.68 308K Jun 3, 2024 Direct F2
transaction MODG Common Stock Options Exercise $0 +3.01K +0.98% $0.00 311K Jun 3, 2024 Direct F1
transaction MODG Common Stock Tax liability -$23.4K -1.49K -0.48% $15.68 310K Jun 3, 2024 Direct F2

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 -10K -100% $0.00* 0 Jun 3, 2024 Common Stock 10K Direct F1, F3
transaction MODG Performance Stock Unit Options Exercise $0 -2.61K -100% $0.00* 0 Jun 3, 2024 Common Stock 2.61K Direct F1, F4
transaction MODG Restricted Stock Units Options Exercise $0 -2.73K -100% $0.00* 0 Jun 3, 2024 Common Stock 2.73K Direct F1, F5
transaction MODG Restricted Stock Units Options Exercise $0 -4.99K -50.01% $0.00 4.99K Jun 3, 2024 Common Stock 4.99K Direct F1, F6, F7
transaction MODG Restricted Stock Units Options Exercise $0 -6.22K -33.34% $0.00 12.4K Jun 3, 2024 Common Stock 6.22K Direct F1, F8, F9
transaction MODG Performance Stock Unit Options Exercise $0 -25.1K -100% $0.00* 0 Jun 3, 2024 Common Stock 25.1K Direct F1, F10
transaction MODG Restricted Stock Units Options Exercise $0 -3.01K -100% $0.00* 0 Jun 3, 2024 Common Stock 3.01K Direct F1, F11
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
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.