0001209191-22-011748.txt : 20220222
0001209191-22-011748.hdr.sgml : 20220222
20220222170132
ACCESSION NUMBER: 0001209191-22-011748
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20220217
FILED AS OF DATE: 20220222
DATE AS OF CHANGE: 20220222
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BREWER OLIVER G III
CENTRAL INDEX KEY: 0001072918
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-10962
FILM NUMBER: 22659167
MAIL ADDRESS:
STREET 1: 2180 RUTHERFORD ROAD
CITY: CARLSBAD
STATE: CA
ZIP: 92008
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: CALLAWAY GOLF CO
CENTRAL INDEX KEY: 0000837465
STANDARD INDUSTRIAL CLASSIFICATION: [3949]
IRS NUMBER: 953797580
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
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
FORMER COMPANY:
FORMER CONFORMED NAME: CALLAWAY GOLF
DATE OF NAME CHANGE: 20070604
FORMER COMPANY:
FORMER CONFORMED NAME: CALLAWAY GOLF CO
DATE OF NAME CHANGE: 20070604
FORMER COMPANY:
FORMER CONFORMED NAME: CALLAWAY GOLF CO /CA
DATE OF NAME CHANGE: 19940222
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2022-02-17
0
0000837465
CALLAWAY GOLF CO
ELY
0001072918
BREWER OLIVER G III
2180 RUTHERFORD ROAD
CARLSBAD
CA
92008
1
1
0
0
President and CEO
Common Stock
2022-02-18
4
M
0
81387
0.00
A
81387
D
Common Stock
2022-02-18
4
A
0
122012
0.00
A
203399
D
Common Stock
2022-02-18
4
F
0
100846
23.38
D
102553
D
Common Stock
2022-02-18
5
G
0
E
102553
0.00
D
0
D
Common Stock
2022-02-18
5
G
0
E
102553
0.00
A
596555
I
By Family Trust
Common Stock
266545
I
By Family Trust for Spouse
Common Stock
88849
I
By Family Trust for Son 1
Common Stock
88848
I
By Family Trust for Son 2
Common Stock
88848
I
By Family Trust for Son 3
Performance Stock Unit
2022-02-17
4
A
0
39458
0.00
A
Common Stock
39458
39458
D
Performance Stock Unit
2022-02-17
4
A
0
22558
0.00
A
Common Stock
22558
22558
D
Restricted Stock Units
2022-02-17
4
A
0
57173
0.00
A
Common Stock
57173
57173
D
Performance Stock Unit
2022-02-18
4
A
0
47644
0.00
A
Common Stock
47644
81387
D
Performance Stock Unit
2022-02-18
4
M
0
81387
0.00
D
Common Stock
81387
0
D
Represents the number of shares of common stock issued upon the vesting of a Performance Stock Units ("PSUs").
PSUs convert into common stock on a one-for-one basis.
On February 8, 2019, the Reporting Person was granted PSUs, the vesting of which is subject to the achievement of certain rTSR performance criteria. The number of shares reported represents the number of PSUs that were earned as a result of the achievement of such performance criteria.
Represents the number of shares of common stock withheld by the Company to satisfy tax withholding requirements in connection with the PSU vesting.
Each PSU represents a contingent right to receive one share of common stock, subject to the achievement of applicable performance criteria.
On February 12, 2020, the Reporting Person was granted PSUs, the vesting of which is subject to the achievement of certain performance criteria. The number of shares reported represents the number of PSUs that were earned as a result of the achievement of such performance criteria. Such PSUs converted to time-based units that will vest on the third anniversary of the grant date subject to continued employment through such date.
Represents the aggregate number of PSUs originally granted on February 12, 2020 that have been earned as a result of the achievement of the applicable performance criteria.
On February 12, 2021, the Reporting Person was granted PSUs, the vesting of which is subject to the achievement of certain performance criteria. The number of shares reported represents the number of PSUs that were earned as a result of the achievement of such performance criteria. Such PSUs converted to time-based units that will vest on the third anniversary of the grant date subject to continued employment through such date.
Represents the aggregate number of PSUs originally granted on February 12, 2021 that have been earned as a result of the achievement of the applicable performance criteria.
Each Restricted Stock Unit ("RSUs") represents a contingent right to receive one share of common stock.
These RSUs are scheduled to vest as follows: 1/3 of the RSUs vest on February 17, 2023; 1/3 of the RSUs vest on February 17, 2024; and 1/3 of the RSUs vest on February 17, 2025.
Represents only the RSUs granted on February 17, 2022 and does not include RSUs with different vesting terms.
On February 8, 2019, the Reporting Person was granted PSUs, the vesting of which is subject to the achievement of certain EPS performance criteria. The number of shares reported in this line item represents the number of PSUs that were earned as a result of the achievement of such performance criteria.
Represents the aggregate number of PSUs originally granted on February 8, 2019, the vesting of which was subject to the achievement of certain EPS performance criteria, that have been earned as a result of the achievement of the applicable performance criteria. All of such shares have fully vested as of February 18, 2022.
/s/ Sarah Kim Attorney-in-Fact for Oliver G. Brewer III under a Limited Power of Attorney dated February 1, 2019.
2022-02-22