Lynch Brian P. 4

4 · Callaway Golf Co · Filed Mar 16, 2026

AI-generated summary of this filing

Updated Mar 16, 2026

Callaway (CALY) CFO Brian Lynch Receives RSUs; Withholds Shares for Taxes

What Happened

Brian P. Lynch, EVP and Chief Financial Officer of Callaway Golf Co., had 34,091 restricted stock units (RSUs) vest on March 14, 2026, which converted into 34,091 shares of common stock (reported at $0.00 per share as the RSUs converted).
To satisfy tax withholding on the vesting, 18,403 of those shares were withheld (disposed) at an implied value of $13.38 per share, totaling $246,232. The filing records the RSU conversion (transaction code M) and the tax-withholding disposition (transaction code F).

Key Details

Transaction date: March 14, 2026; Form 4 filed March 16, 2026 (appears timely).
Shares issued on vesting: 34,091 shares (conversion of RSUs recorded at $0.00).
Shares withheld for taxes: 18,403 shares @ $13.38 = $246,232.
Footnotes: RSUs were granted March 14, 2025, convert one-for-one to common stock, vest in three equal annual installments beginning on the first anniversary; withheld shares satisfy tax withholding.
Shares owned after the transaction: not specified in the excerpt of this filing (see full Form 4 for total beneficial ownership).

Context

This was a routine compensation-related vesting event (RSU conversion) with a share-withholding ("sell-to-cover") to meet tax obligations. Such withholding is common and does not necessarily indicate insider sentiment about the stock. The filing shows conversion of RSUs into shares (derivative conversion) and the company withholding shares to satisfy tax liabilities.

Form 4

Period: 2026-03-14

EVP, CFO

Transactions

Exercise/Conversion
Common Stock
[F1][F2]
2026-03-14+34,091→ 298,461 total
Tax Payment
Common Stock
[F3]
2026-03-14$13.38/sh−18,403$246,232→ 280,058 total
Exercise/Conversion
Restricted Stock Units
[F2][F1][F4][F5]
2026-03-14−34,091→ 68,182 total
→ Common Stock (34,091 underlying)

Holdings

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 March 14, 2025 and vest in three equal annual installments beginning on the first anniversary of the grant date.
[F5]Represents only the unvested portion of the RSUs granted on March 14, 2025 and does not include RSUs with different vesting terms.

Signature

/s/ Clinton Foss Attorney-in-Fact for Brian P. Lynch under a Limited Power of Attorney dated November 30, 2023.|2026-03-16

1 file