Form 4 for CALY Callaway Golf Co
Accepted 2023-02-14 00:00:00 ET · period of report 2023-02-12 · accession 0001209191-23-009155 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| D | 2023-02-14 | 2023-02-12 | CALY | Thomas Jennifer L. | SVP, CAO | A - Grant | $0.00 | +1,342 | 59.9K | +2% | $0 |
| DM | 2023-02-14 | 2023-02-12 | CALY | Thomas Jennifer L. | SVP, CAO | M - OptEx | $0.00 | +3,782 | 58.9K | +7% | $0 |
| DM | 2023-02-14 | 2023-02-12 | CALY | Thomas Jennifer L. | SVP, CAO | F - Tax | $23.17 | -2,311 | 58.5K | -4% | -$53.5K |
| DM | 2023-02-14 | 2023-02-12 | CALY | Thomas Jennifer L. | SVP, CAO | M - OptEx | $0.00 | -3,783 | 0 | -100% | $0 |
| DM | 2023-02-14 | 2023-02-12 | CALY | Thomas Jennifer L. | SVP, CAO | A - Grant | $0.00 | +1,965 | 2,542 | +341% | $0 |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Common Stock | 2023-02-12 | A | A | 1,342 | $0.00 | 59,896 | D | — | — | (F1) Represents the number of shares of common stock issued upon the vesting of a Performance Stock Units ("PSUs"). (F3) On February 12, 2020, 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. (F2) PSUs/RSUs convert into common stock on a one-for-one basis. |
| 2 | Common | Common Stock | 2023-02-12 | M | A | 547 | $0.00 | 59,065 | D | — | — | (F2) PSUs/RSUs convert into common stock on a one-for-one basis. |
| 3 | Common | Common Stock | 2023-02-12 | F | D | 240 | $23.17 | 58,825 | D | — | — | (F4) Represents the number of shares of common stock withheld by the Company to satisfy tax withholding requirements in connection with the PSU/RSU vesting. |
| 4 | Common | Common Stock | 2023-02-12 | M | A | 2,542 | $0.00 | 58,554 | D | — | — | (F1) Represents the number of shares of common stock issued upon the vesting of a Performance Stock Units ("PSUs"). (F2) PSUs/RSUs convert into common stock on a one-for-one basis. |
| 5 | Common | Common Stock | 2023-02-12 | M | A | 693 | $0.00 | 58,867 | D | — | — | (F5) Represents the number of shares of common stock issued upon the vesting of Restricted Stock Units ("RSUs") plus the number of shares of common stock accrued with respect to such vested portion of the RSUs as a result of dividend equivalent rights paid by the Company pursuant to the terms of the award. The number of shares reported on Table 1 does not include the fractional shares, which were paid in cash upon settlement. (F2) PSUs/RSUs convert into common stock on a one-for-one basis. |
| 6 | Common | Common Stock | 2023-02-12 | F | D | 1,722 | $23.17 | 58,174 | D | — | — | (F4) Represents the number of shares of common stock withheld by the Company to satisfy tax withholding requirements in connection with the PSU/RSU vesting. |
| 7 | Common | Common Stock | 2023-02-12 | F | D | 349 | $23.17 | 58,518 | D | — | — | (F4) Represents the number of shares of common stock withheld by the Company to satisfy tax withholding requirements in connection with the PSU/RSU vesting. |
| 8 | Derivative | Restricted Stock Units | 2023-02-12 | M | D | 547 | $0.00 | 547 | D | — · — to — | 547 Common Stock | (F14) Represents only the unvested portion of the RSUs granted on February 12, 2021 and does not include other RSUs with different vesting terms. (F2) PSUs/RSUs convert into common stock on a one-for-one basis. (F13) The RSUs were granted on February 12, 2021 and vest in three equal annual installments beginning on the first anniversary of the grant date. |
| 9 | Derivative | Performance Stock Unit | 2023-02-12 | A | A | 300 | $0.00 | 802 | D | — · — to — | 300 Common Stock | (F9) 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. (F10) 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. (F6) Each PSU represents a contingent right to receive one share of common stock, subject to the achievement of applicable performance criteria. |
| 10 | Derivative | Performance Stock Unit | 2023-02-12 | M | D | 2,542 | $0.00 | 0 | D | — · — to — | 2,542 Common Stock | (F2) PSUs/RSUs convert into common stock on a one-for-one basis. (F8) Represents the aggregate number of PSUs originally granted on February 12, 2020, the vesting of which was subject to the achievement of certain 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 12, 2023. |
| 11 | Derivative | Performance Stock Unit | 2023-02-12 | A | A | 1,665 | $0.00 | 2,542 | D | — · — to — | 1,665 Common Stock | (F7) 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 in this line item represents the number of PSUs that were earned as a result of the achievement of such performance criteria. (F8) Represents the aggregate number of PSUs originally granted on February 12, 2020, the vesting of which was subject to the achievement of certain 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 12, 2023. (F6) Each PSU represents a contingent right to receive one share of common stock, subject to the achievement of applicable performance criteria. |
| 12 | Derivative | Restricted Stock Units | 2023-02-12 | M | D | 693.85 | $0.00 | 0 | D | — · — to — | 693.85 Common Stock | (F5) Represents the number of shares of common stock issued upon the vesting of Restricted Stock Units ("RSUs") plus the number of shares of common stock accrued with respect to such vested portion of the RSUs as a result of dividend equivalent rights paid by the Company pursuant to the terms of the award. The number of shares reported on Table 1 does not include the fractional shares, which were paid in cash upon settlement. (F12) Represents only the RSUs granted on February 12, 2020 and does not include RSUs with different vesting terms. (F2) PSUs/RSUs convert into common stock on a one-for-one basis. (F11) The RSUs were granted on February 12, 2020 and vest in three equal annual installments beginning on the first anniversary of the grant date. Therefore these RSUs have fully vested as of February 12, 2023. |