Joseph B. Flannery - Feb 17, 2023 Form 4 Insider Report for Topgolf Callaway Brands Corp. (MODG)

Role: EVP, Apparel & Soft Goods
Signature: /s/ Clinton Foss Attorney-in-Fact for Joseph B. Flannery under a Limited Power of Attorney dated November 21, 2022.
Stock symbol: MODG
Transactions as of: Feb 17, 2023
Transactions value $: -$31,691
Form type: 4
Date filed: 2/17/2023, 05:27 PM
Previous filing: Feb 14, 2023
Next filing: Feb 23, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	MODG	Common Stock	Options Exercise	$0	+3.74K	+39.1%	$0.00	13.3K	Feb 17, 2023	Direct	F1
transaction	MODG	Common Stock	Tax liability	-$31.7K	-1.33K	-10%	$23.81	12K	Feb 17, 2023	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	Restricted Stock Units	Options Exercise	$0	-3.74K	-33.34%	$0.00	7.48K	Feb 17, 2023	Common Stock	3.74K	$0.00	Direct	F1, F3, F4

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	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 RSU vesting.
F3	The RSUs were granted on February 17, 2022 and vest in three equal annual installments beginning on the first anniversary of the grant date.
F4	Represents only the unvested portion of the RSUs granted on February 17, 2022 and does not include other RSUs with different vesting terms.