Topgolf Callaway Brands Corp.·4

Feb 14, 4:35 PM ET

Flannery Joseph B. 4

4 · Topgolf Callaway Brands Corp. · Filed Feb 14, 2023

Insider Transaction Report

Form 4
Period: 2023-02-12
Flannery Joseph B.
EVP, Apparel & Soft Goods
Transactions
  • Exercise/Conversion

    Common Stock

    2023-02-12+2,73410,688 total
  • Tax Payment

    Common Stock

    2023-02-12$23.17/sh1,115$25,8359,573 total
  • Award

    Performance Stock Unit

    2023-02-12+8,32412,708 total
    Common Stock (8,324 underlying)
  • Award

    Performance Stock Unit

    2023-02-12+6,7106,710 total
    Common Stock (6,710 underlying)
  • Award

    Performance Stock Unit

    2023-02-12+1,5034,010 total
    Common Stock (1,503 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    2023-02-122,7342,734 total
    Common Stock (2,734 underlying)
Footnotes (10)
  • [F1]RSUs convert into common stock on a one-for-one basis.
  • [F10]Represents only the unvested portion of the RSUs granted on February 12, 2021 and does not include other RSUs with different vesting terms.
  • [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]Each PSU represents a contingent right to receive one share of common stock, subject to the achievement of applicable performance criteria.
  • [F4]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.
  • [F5]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.
  • [F6]On February 21, 2020, the Reporting Person was granted PSUs, the vesting of which is subject to the achievement of certain rTSR 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.
  • [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]The RSUs were granted on February 12, 2021 and vest in three equal annual installments beginning on the first anniversary of the grant date.

Documents

2 files
  • 4
    doc4.xmlPrimary

    FORM 4 SUBMISSION

  • EX-24

    POA DOCUMENT