Jennifer L. Thomas Under A. - 03 Jun 2024 Form 4 Insider Report for Topgolf Callaway Brands Corp. (MODG)

Role
SVP, Chief Accounting Officer
Signature
/s/ Clinton Foss Attorney-in-Fact for Jennifer L. Thomas under a Limited Power of Attorney dated November 30, 2023.
Issuer symbol
MODG
Transactions as of
03 Jun 2024
Net transactions value
-$137,278
Form type
4
Filing time
04 Jun 2024, 17:08:13 UTC
Previous filing
08 Feb 2024
Next filing
07 Feb 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 +2,006 +3.1% $0.000000 66,527 03 Jun 2024 Direct F1
transaction MODG Common Stock Tax liability $13,689 -873 -1.3% $15.68 65,654 03 Jun 2024 Direct F2
transaction MODG Common Stock Options Exercise $0 +521 +0.79% $0.000000 66,175 03 Jun 2024 Direct F1
transaction MODG Common Stock Tax liability $3,559 -227 -0.34% $15.68 65,948 03 Jun 2024 Direct F2
transaction MODG Common Stock Options Exercise $0 +547 +0.83% $0.000000 66,495 03 Jun 2024 Direct F1
transaction MODG Common Stock Tax liability $3,732 -238 -0.36% $15.68 66,257 03 Jun 2024 Direct F2
transaction MODG Common Stock Options Exercise $0 +1,559 +2.4% $0.000000 67,816 03 Jun 2024 Direct F1
transaction MODG Common Stock Tax liability $10,412 -664 -0.98% $15.68 67,152 03 Jun 2024 Direct F2
transaction MODG Common Stock Options Exercise $0 +1,556 +2.3% $0.000000 68,708 03 Jun 2024 Direct F1
transaction MODG Common Stock Tax liability $10,396 -663 -0.96% $15.68 68,045 03 Jun 2024 Direct F2
transaction MODG Common Stock Options Exercise $0 +12,564 +18% $0.000000 80,609 03 Jun 2024 Direct F1
transaction MODG Common Stock Tax liability $85,456 -5,450 -6.8% $15.68 75,159 03 Jun 2024 Direct F2
transaction MODG Common Stock Options Exercise $0 +1,503 +2% $0.000000 76,662 03 Jun 2024 Direct F1
transaction MODG Common Stock Tax liability $10,035 -640 -0.83% $15.68 76,022 03 Jun 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 -2,006 -100% $0.000000* 0 03 Jun 2024 Common Stock 2,006 Direct F1, F3
transaction MODG Performance Stock Unit Options Exercise $0 -521 -100% $0.000000* 0 03 Jun 2024 Common Stock 521 Direct F1, F4
transaction MODG Restricted Stock Units Options Exercise $0 -547 -100% $0.000000* 0 03 Jun 2024 Common Stock 547 Direct F1, F5
transaction MODG Restricted Stock Units Options Exercise $0 -1,559 -50% $0.000000 1,559 03 Jun 2024 Common Stock 1,559 Direct F1, F6, F7
transaction MODG Restricted Stock Units Options Exercise $0 -1,556 -33% $0.000000 3,111 03 Jun 2024 Common Stock 1,556 Direct F1, F8, F9
transaction MODG Performance Stock Unit Options Exercise $0 -12,564 -100% $0.000000* 0 03 Jun 2024 Common Stock 12,564 Direct F1, F10
transaction MODG Restricted Stock Units Options Exercise $0 -1,503 -100% $0.000000* 0 03 Jun 2024 Common Stock 1,503 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.