Callaway Golf Co·4

Mar 16, 4:34 PM ET

Reed Timothy R. 4

4 · Callaway Golf Co · Filed Mar 16, 2026

Research Summary

AI-generated summary of this filing

Updated

Callaway (CALY) EVP Timothy R. Reed Receives RSU Award; Tax Withholding Sale

What Happened

Timothy R. Reed, Executive Vice President, R&D and Tour at Callaway Golf Co. (CALY), had 11,364 restricted stock units (RSUs convert one-for-one into common stock) vest and convert into 11,364 shares on March 14, 2026. To satisfy tax withholding, the company withheld (disposed) 6,135 of those shares at an implied value of $13.38 per share, totaling about $82,086. The remaining 5,229 shares were retained by Reed. This was not an open-market sale by the insider but a routine tax-withholding transaction tied to RSU vesting.

Key Details

  • Transaction date: March 14, 2026; Form filed March 16, 2026.
  • Conversion (code M): 11,364 RSUs converted into 11,364 shares at $0.00 (acquisition via vesting).
  • Tax withholding (code F): 6,135 shares withheld/disposed at $13.38/share, totaling ~$82,086.
  • Net shares retained from this vesting: 5,229 (11,364 − 6,135).
  • Footnotes: RSUs were granted March 14, 2025 and vest in three equal annual installments beginning on the first anniversary of the grant; the reported shares relate to that grant and the company withheld shares to cover taxes.
  • Shares owned after transaction: not disclosed in the filing.
  • Filing timeliness: Form 4 was filed two days after the transaction (no late filing flag noted in the report).

Context

This transaction reflects RSU vesting and routine tax withholding rather than a market-directed purchase or sale. Transaction codes: M = exercise/conversion of a derivative (here, RSU conversion into common stock); F = shares withheld to satisfy tax withholding. Such withholding is a common administrative step and does not, by itself, indicate insider market sentiment.

Insider Transaction Report

Form 4
Period: 2026-03-14
Reed Timothy R.
EVP, R&D and Tour
Transactions
  • Exercise/Conversion

    Common Stock

    [F1][F2]
    2026-03-14+11,364172,640 total
  • Tax Payment

    Common Stock

    [F3]
    2026-03-14$13.38/sh6,135$82,086166,505 total
  • Exercise/Conversion

    Restricted Stock Units

    [F2][F1][F4][F5]
    2026-03-1411,36422,727 total
    Common Stock (11,364 underlying)
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 Timothy R. Reed under a Limited Power of Attorney dated February 5, 2026.|2026-03-16

Documents

1 file
  • 4
    wk-form4_1773693285.xmlPrimary

    FORM 4