Hickey Glenn F. 4

4 · Callaway Golf Co · Filed Feb 23, 2026

AI-generated summary of this filing

Updated Feb 23, 2026

Callaway (CALY) EVP Glenn Hickey Receives RSU Shares

What Happened

Glenn F. Hickey, EVP & President, Callaway Sales, had restricted stock units (RSUs) vest on Feb 22, 2026, converting 6,221 RSUs into common shares (reported as a derivative conversion/exercise at $0.00). To satisfy tax withholding, 3,395 of those shares were withheld (disposed) at $14.60 each, totaling $49,567. The remaining 2,826 shares were delivered to him net of withholding. This was an award/vesting event rather than an open-market purchase or discretionary sale.

Key Details

Transaction date: 2026-02-22; filing date: 2026-02-23 (timely).
Acquired: 6,221 shares via RSU conversion (exercise/conversion code M) at $0.00.
Disposed (withheld for taxes): 3,395 shares at $14.60 per share, proceeds/value $49,567 (code F).
Net shares delivered to insider: 2,826 shares.
Footnotes: RSUs were granted Feb 22, 2023 and vest in three equal annual installments starting on the first anniversary; RSUs convert 1:1 into common stock; the withheld shares satisfy tax withholding for the vesting RSUs and F5 notes these figures cover only the RSUs from the Feb 22, 2023 grant.
Filing status: Timely (filed next day); no 10b5-1 or other trading plan disclosed in this filing.

Context

This was a standard RSU vesting event (award), not a market purchase or voluntary sale. The transaction code patterns (M for conversion/exercise at $0.00 and F for tax withholding) indicate a conversion of RSUs into shares with some shares withheld to cover tax obligations (a cashless tax withholding), a common administrative step that doesn’t necessarily signal an intent to trade shares in the market.

Form 4

Period: 2026-02-22

EVP & Pres., Callaway Sales

Transactions

Exercise/Conversion
Common Stock
[F1][F2]
2026-02-22+6,221→ 94,018 total
Tax Payment
Common Stock
[F3]
2026-02-22$14.60/sh−3,395$49,567→ 90,623 total
Exercise/Conversion
Restricted Stock Units
[F2][F1][F4][F5]
2026-02-22−6,221→ 0 total
→ Common Stock (6,221 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 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.

Signature

/s/ Clinton Foss Attorney-in-Fact for Glenn F. Hickey under a Limited Power of Attorney dated November 30, 2023.|2026-02-23

1 file