Leposky Mark F 4
4 · Callaway Golf Co · Filed Feb 23, 2026
Research Summary
AI-generated summary of this filing
Callaway (CALY) EVP Mark Leposky Receives RSUs; Shares Withheld
What Happened
Mark F. Leposky, EVP & Chief Supply Chain Officer of Callaway Golf Co. (CALY), had 6,221 restricted stock units (RSUs) vest on February 22, 2026. The RSUs converted one-for-one into 6,221 shares of common stock (exercise/conversion reported at $0). The company withheld 2,189 shares to satisfy tax withholding obligations at $14.60 per share, producing proceeds of approximately $31,959 and leaving a net 4,032 shares issued to him.
Key Details
- Transaction date: February 22, 2026; Form 4 filed February 23, 2026 (timely filing).
- Vesting/conversion: 6,221 RSUs converted to 6,221 common shares (transaction code M).
- Tax withholding/disposition: 2,189 shares withheld to cover taxes at $14.60/share (transaction code F); total withheld value ≈ $31,959.
- Net shares delivered to insider: 4,032 shares (6,221 vested − 2,189 withheld).
- Footnotes: RSUs were granted 2/22/2023, vest in three equal annual installments beginning 2/22/2024; RSUs convert 1:1 and the reported withholding reflects only the RSUs from the 2/22/2023 grant.
- Shares owned after the transaction: not disclosed in the provided filing.
Context
This was an award/vesting event (RSU vesting with net-share settlement via company withholding), not an open-market sale or cash purchase. Withholding to satisfy tax obligations is routine and does not necessarily signal a deliberate sale of shares by the insider.
Insider Transaction Report
- Exercise/Conversion
Common Stock
[F1][F2]2026-02-22+6,221→ 336,234 total - Tax Payment
Common Stock
[F3]2026-02-22$14.60/sh−2,189$31,959→ 334,045 total - Exercise/Conversion
Restricted Stock Units
[F2][F1][F4][F5]2026-02-22−6,221→ 0 total→ Common Stock (6,221 underlying)
Footnotes (5)
- [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]The RSUs were granted on February 22, 2023 and vest in three equal annual installments beginning on the first anniversary of the grant date.
- [F5]Represents only the RSUs granted on February 22, 2023 and does not include RSUs with different vesting terms.