Leposky Mark F 4

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.