-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, VjNLVNRWC5RRTO7RJedmNK48arcLe4MFFY6DnWJ0HhVTZBDxKKv2ygCMj76wE8vI 3Eu9vyxzFmtRSsszJblHZA== 0001157523-04-011525.txt : 20041216 0001157523-04-011525.hdr.sgml : 20041216 20041215192732 ACCESSION NUMBER: 0001157523-04-011525 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20041215 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20041216 DATE AS OF CHANGE: 20041215 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CALLAWAY GOLF CO /CA CENTRAL INDEX KEY: 0000837465 STANDARD INDUSTRIAL CLASSIFICATION: [3949] IRS NUMBER: 953797580 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-10962 FILM NUMBER: 041206090 BUSINESS ADDRESS: STREET 1: 2180 RUTHERFORD RD CITY: CARLSBAD STATE: CA ZIP: 92008-8815 BUSINESS PHONE: 7609311771 MAIL ADDRESS: STREET 1: 2180 RUTHERFORD ROAD CITY: CARLSBAD STATE: CA ZIP: 92008 8-K 1 a4785834.txt CALLAWAY GOLF UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 December 15, 2004 Date of Report (Date of earliest event reported) CALLAWAY GOLF COMPANY (Exact name of registrant as specified in its charter) DELAWARE 1-10962 95-3797580 - ---------------------------- ------------ ------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 2180 Rutherford Road, Carlsbad, CA 92008-7328 ---------------------------------------- ---------- (Address of principal executive offices) (Zip Code) (760) 931-1771 Registrant's telephone number, including area code (Former name or former address, if changed since last report.) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 8.01 Other Events. On December 15, 2004, Callaway Golf Company issued a press release captioned, "Callaway Golf Launches Search For CEO." A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by this reference. Item 9.01 Financial Statements and Exhibits. (c) Exhibits: The following exhibits are filed with this report on Form 8-K: Exhibit No. Description - ---------- ----------- 99.1 Press release, dated December 15, 2004, captioned, "Callaway Golf Launches Search For CEO." SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. CALLAWAY GOLF COMPANY Date: December 15, 2004 By: /s/ Steven C. McCracken ----------------------- Name: Steven C. McCracken Title: Senior Executive Vice President, Chief Legal Officer and Secretary Exhibit Index ------------- Exhibit Number Description - -------------- ----------- 99.1 Press release, dated December 15, 2004, captioned, "Callaway Golf Launches Search For CEO." EX-99.1 2 a4785834ex991.txt PRESS RELEASE Exhibit 99.1 Callaway Golf Launches Search for CEO CARLSBAD, Calif.--(BUSINESS WIRE)--Dec. 15, 2004--Callaway Golf Company (NYSE:ELY) today announced it is beginning the search process for a Chief Executive Officer to whom current CEO William C. Baker can ultimately turn over management responsibilities. Mr. Baker, who was appointed to the CEO position on August 2, 2004, will lead the search. Mr. Baker also serves as Chairman of the Board and has been a director of Callaway Golf since 1994. At the time of his appointment to the CEO position in August, no specific term of office was announced by the Board. Instead, Mr. Baker agreed to assume the leadership role for such period of time as he and the Board deemed appropriate. Upon his appointment, Mr. Baker, 71, immediately began a review and revision of Callaway Golf's product offerings and launch dates for 2005 and engaged in a complete business review, including strategic initiatives and succession planning. As a result of these efforts, the Board has determined this is the appropriate time to commence a formal search for Mr. Baker's successor. Mr. Baker stated, "As the current CEO, one of my most important responsibilities is the identification and training of my successor. With the overall review of the Company's business and strategic plans well underway, I believe that now is the time to begin this search. An important task like this cannot be rushed and must be coordinated with the findings of our overall business review. We believe strongly in the Callaway Golf family of brands and look forward to emerging from this transition period a stronger, more focused Company." Callaway Golf Company makes and sells Big Bertha(R) Woods, Hybrids and Irons, including ERC(R) Fusion(R) Drivers and Fairway Woods, Great Big Bertha(R) II Titanium Drivers and Fairway Woods, Great Big Bertha II 415 Titanium Drivers, Big Bertha Titanium Drivers and Big Bertha Stainless Steel Fairway Woods, Big Bertha Heavenwood(R) Hybrids, Big Bertha Fusion Irons, Hawk Eye(R) VFT(R) Tungsten Injected(TM) Titanium Irons, Big Bertha Stainless Steel Irons, Steelhead(R) X-16(R) and Steelhead X-16 Pro Series Stainless Steel Irons, the Game Enjoyment System(TM) of GES(TM) Golf Clubs, Callaway Golf Forged+ Wedges and Callaway Golf Forged Wedges, and Callaway Golf Tour Blue(TM) Putters. Callaway Golf Company also makes and sells Odyssey(R) Putters, including White Steel(TM), White Hot(R), TriHot(R), DFX(R), Dual Force(R) and 2-Ball Putters. Callaway Golf Company makes and sells the Callaway Golf(R) HX(R) Tour Balls, HX Blue and HX Red Balls, Big Bertha(TM) Blue and Big Bertha Red Balls, and the Warbird(R) Balls. Callaway Golf also owns and operates The Top-Flite Golf Company, a wholly owned subsidiary that includes the Top-Flite(R) and Ben Hogan(R) brands and Bettinardi Putters. The Trade In! Trade Up!(TM) program is owned and operated by Callaway Golf Company. For more information about Callaway Golf Company, please visit our websites at www.callawaygolf.com, www.topflite.com, www.odysseygolf.com and www.tradeintradeup.com. CONTACT: Callaway Golf Company Larry Dorman/Steve McCracken, 760-931-1771 -----END PRIVACY-ENHANCED MESSAGE-----