Joseph B. Flannery Under A. - 17 Feb 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.
Issuer symbol: MODG
Transactions as of: 17 Feb 2023
Net transactions value: -$31,691
Form type: 4
Filing time: 17 Feb 2023, 17:27:50 UTC
Previous filing: 14 Feb 2023
Next filing: 23 Feb 2023
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	+3,743	+39%	$0.000000	13,316	17 Feb 2023	Direct	F1
transaction	MODG	Common Stock	Tax liability	$31,691	-1,331	-10%	$23.81	11,985	17 Feb 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	-3,743	-33%	$0.000000	7,484	17 Feb 2023	Common Stock	3,743	$0.000000	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.