Joseph B. Flannery - Feb 17, 2022 Form 4 Insider Report for CALLAWAY GOLF CO (MODG)

Role
EVP, Apparel & Soft Goods
Signature
/s/ Sarah Kim Attorney-in-Fact for Joseph B. Flannery under a Limited Power of Attorney dated February 21, 2020.
Stock symbol
MODG
Transactions as of
Feb 17, 2022
Transactions value $
-$28,243
Form type
4
Date filed
2/22/2022, 04:04 PM
Previous filing
Feb 14, 2022
Next filing
Mar 10, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction MODG Common Stock Options Exercise $0 +3.47K +93.05% $0.00 7.2K Feb 21, 2022 Direct F1, F2
transaction MODG Common Stock Tax liability -$28.2K -1.21K -16.79% $23.38 5.99K Feb 21, 2022 Direct F3

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 Award $0 +4.38K $0.00 4.38K Feb 17, 2022 Common Stock 4.38K Direct F4, F5, F6
transaction MODG Performance Stock Unit Award $0 +2.51K $0.00 2.51K Feb 17, 2022 Common Stock 2.51K Direct F4, F7, F8
transaction MODG Restricted Stock Units Award $0 +11.2K $0.00 11.2K Feb 17, 2022 Common Stock 11.2K Direct F9, F10, F11
transaction MODG Restricted Stock Units Options Exercise $0 -3.47K -50.01% $0.00 3.47K Feb 21, 2022 Common Stock 3.47K Direct F1, F2, F12, F13
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents the number of shares of common stock issued upon the vesting of Restricted Stock Units ("RSUs")
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 Each PSU represents a contingent right to receive one share of common stock, subject to the achievement of applicable performance criteria.
F5 On February 21, 2020, the Reporting Person was granted PSUs, the vesting of which is subject to the achievement of certain performance criteria. The number of shares reported represents the number of PSUs that were earned as a result of the achievement of such performance criteria. Such PSUs converted to time-based units that will vest on the third anniversary of the grant date subject to continued employment through such date.
F6 Represents the aggregate number of PSUs originally granted on February 21, 2020 that have been earned as a result of the achievement of the applicable performance criteria.
F7 On February 12, 2021, the Reporting Person was granted PSUs, the vesting of which is subject to the achievement of certain performance criteria. The number of shares reported represents the number of PSUs that were earned as a result of the achievement of such performance criteria. Such PSUs converted to time-based units that will vest on the third anniversary of the grant date subject to continued employment through such date.
F8 Represents the aggregate number of PSUs originally granted on February 12, 2021 that have been earned as a result of the achievement of the applicable performance criteria.
F9 Each RSU represents a contingent right to receive one share of common stock.
F10 These RSUs are scheduled to vest as follows: 1/3 of the RSUs vest on February 17, 2023; 1/3 of the RSUs vest on February 17, 2024; and 1/3 of the RSUs vest on February 17, 2025.
F11 Represents only the RSUs granted on February 17, 2022 and does not include RSUs with different vesting terms.
F12 The RSUs were granted on February 21, 2020 and vest in three equal annual installments beginning on the first anniversary of the grant date.
F13 Represents only the unvested portion of the RSUs granted on February 21, 2020 and does not include other RSUs with different vesting terms.