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SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Topgolf Callaway Brands Corp.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| August 27, 2025 |
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 August 25, 2025 Date of Report (Date of earliest event reported) TOPGOLF CALLAWAY BRANDS CORP. (Exact name of registrant as specified in its charter) DELAWARE 1-10962 95-3797580 (State or other jurisdiction (Commission (IRS Employer |
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| August 6, 2025 |
TOPGOLF CALLAWAY BRANDS ANNOUNCES SECOND QUARTER 2025 RESULTS RAISES FULL YEAR 2025 GUIDANCE TOPGOLF CALLAWAY BRANDS ANNOUNCES SECOND QUARTER 2025 RESULTS RAISES FULL YEAR 2025 GUIDANCE HIGHLIGHTS •Q2 consolidated Net Revenue of $1,111 million and Adjusted EBITDA both exceeded expectations. |
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| August 6, 2025 |
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 August 6, 2025 Date of Report (Date of earliest event reported) TOPGOLF CALLAWAY BRANDS CORP. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 1-10962 (Commission File Num |
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| August 6, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2025 OR ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period to Commission file number 001-10962 Topgolf Callaway Brands Cor |
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| July 31, 2025 |
TOPGOLF CALLAWAY BRANDS ANNOUNCES RESIGNATION OF ARTIE STARRS, CEO OF TOPGOLF EX-99.1 Exhibit 99.1 TOPGOLF CALLAWAY BRANDS ANNOUNCES RESIGNATION OF ARTIE STARRS, CEO OF TOPGOLF CARLSBAD, CA /July 31, 2025/ Topgolf Callaway Brands Corp. (the “Company” or “Topgolf Callaway Brands,” “we,” “our,” “us”) (NYSE: MODG) announced the resignation of Artie Starrs, who is expected to remain with the Company through September 2025 to assist with an orderly transition. The Company confir |
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| July 31, 2025 |
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 July 29, 2025 Date of Report (Date of earliest event reported) TOPGOLF CALLAWAY BRANDS CORP. (Exact name of registrant as specified in its charter) DELAWARE 1-10962 95-3797580 (State or other jurisdiction of incorporation) (Commissio |
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| June 5, 2025 |
Regulation FD Disclosure, Financial Statements and Exhibits 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 May 31, 2025 Date of Report (Date of earliest event reported) TOPGOLF CALLAWAY BRANDS CORP. (Exact name of registrant as specified in its charter) DELAWARE 1-10962 95-3797580 (State or other jurisdiction of incorporation) (Commission |
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| June 5, 2025 |
UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS Exhibit 99.2 UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS On May 31, 2025, Topgolf Callaway Brands Corp. (the “Company”) completed the previously announced sale of 100% of the outstanding equity interests of Callaway Germany Holdco GmbH, which owns various entities that operate the Jack Wolfskin business (“Jack Wolfskin”), to Anca Holdco GmbH & Co. KG (the “Purchaser”), an indir |
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| June 5, 2025 |
Topgolf Callaway Brands Completes Sale of Jack Wolfskin to ANTA Sports Exhibit 99.1 Topgolf Callaway Brands Completes Sale of Jack Wolfskin to ANTA Sports CARLSBAD, Calif., June 2, 2025 /PRNewswire/ - Topgolf Callaway Brands Corp. (NYSE: MODG) (“Topgolf Callaway Brands” or the “Company”) is pleased to announce the successful completion of the sale of its Jack Wolfskin business to ANTA Sports for $290 million, subject to certain customary closing adjustments. The tran |
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| June 2, 2025 |
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 May 29, 2025 Date of Report (Date of earliest event reported) TOPGOLF CALLAWAY BRANDS CORP. (Exact name of registrant as specified in its charter) DELAWARE 1-10962 95-3797580 (State or other jurisdiction of incorporation) (Commission |
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| May 22, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT Topgolf Callaway Brands Corp. (Exact name of registrant as specified in its charter) Delaware 1-10962 (State or other jurisdiction of incorporation or organization) (Commission file number) 2180 Rutherford Road, Carlsbad, CA 92008 (Address of principal executive offices) (Zip code) Brian P |
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| May 12, 2025 |
TOPGOLF CALLAWAY BRANDS ANNOUNCES FIRST QUARTER 2025 RESULTS TOPGOLF CALLAWAY BRANDS ANNOUNCES FIRST QUARTER 2025 RESULTS HIGHLIGHTS •Q1 consolidated Net Revenue of $1,092 million and strong Adjusted EBITDA both outperformed expectations. |
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| May 12, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 May 12, 2025 Date of Report (Date of earliest event reported) TOPGOLF CALLAWAY BRANDS CORP. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 1-10962 (Commission File Numbe |
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| May 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2025 OR ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period to Commission file number 001-10962 Topgolf Callaway Brands Co |
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| April 16, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| April 16, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy State |
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| April 10, 2025 |
Topgolf Callaway Brands Announces Agreement to Sell Jack Wolfskin to ANTA Sports EX-99.1 Exhibit 99.1 Topgolf Callaway Brands Announces Agreement to Sell Jack Wolfskin to ANTA Sports (CARLSBAD, Calif.) April 10, 2025 – Topgolf Callaway Brands Corp. (NYSE: MODG) (“Topgolf Callaway Brands” or the “Company”) announced that it has entered into an agreement to sell its Jack Wolfskin business to ANTA Sports for a base price of $290 million in cash, subject to net working capital and |
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| April 10, 2025 |
Exhibit 2.1 Deed no. 1066 W/2025 Sale & Purchase Agreement On ninth/tenth of April in two thousand twenty-five, appeared before me, Dr. Robert Walz, notary in Munich, with the official residence in Prannerstraße 4, 80333 Munich, Germany, in the premises of Morgan, Lewis & Bockius LLP, Königinstraße 9 in 80539 Munich, Germany: 1. Mr. Michael Korbik, born on *, resident in Bornheim (Rheinland), |
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| April 10, 2025 |
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 April 9, 2025 Date of Report (Date of earliest event reported) TOPGOLF CALLAWAY BRANDS CORP. (Exact name of registrant as specified in its charter) DELAWARE 1-10962 95-3797580 (State or other jurisdiction (Commission (IRS Employer of |
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| April 10, 2025 |
Exhibit 10.1 THIRD AMENDMENT TO FIFTH AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This THIRD AMENDMENT TO FIFTH AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Amendment”), dated as of April 9, 2025, is entered into by and among the Lenders (as defined below) signatory hereto, BANK OF AMERICA, N.A., as administrative agent and as security trustee for the Lenders (in such capacity, “Ag |
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| March 3, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 1-10962 Topgolf Callaway Brands Co |
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| March 3, 2025 |
Exhibit 24.1 LIMITED POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that I, Erik J Anderson, a member of the Board of Directors of Topgolf Callaway Brands Corp, a Delaware corporation (the "Company"), with its principal executive offices in Carlsbad, California, do hereby constitute, designate and appoint each of Oliver G. Brewer III and Brian P. Lynch, each of whom are officers of the Comp |
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| March 3, 2025 |
Exhibit 19.1 TOPGOLF CALLAWAY BRANDS CORP. Insider Trading Policy Executive Summary •All officers, directors and employees, as well as their family members and controlled entities, are subject to this Insider Trading Policy. •All material nonpublic information must be kept confidential. •Trading in Company securities while in possession of material nonpublic information is prohibited. •Trading in |
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| March 3, 2025 |
Exhibit 21.1 TOPGOLF CALLAWAY BRANDS CORP. LIST OF SUBSIDIARIES – 12.31.2024 Subsidiaries State or Country of Incorporation or Organization Callaway Golf South Pacific Pty Ltd. Australia Callaway Golf Sales Company California Callaway Golf International Sales Company California Callaway Golf Canada Ltd. Canada Callaway Golf (Shanghai) Trading Co., Ltd. China Callaway Golf (Dongguan) Technology Ser |
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| February 24, 2025 |
TOPGOLF CALLAWAY BRANDS ANNOUNCES FOURTH QUARTER AND FULL YEAR 2024 RESULTS TOPGOLF CALLAWAY BRANDS ANNOUNCES FOURTH QUARTER AND FULL YEAR 2024 RESULTS HIGHLIGHTS •Q4 consolidated Net Revenue growth of 3% and strong Adjusted EBITDA growth both outperformed guidance. |
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| February 24, 2025 |
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 February 24, 2025 Date of Report (Date of earliest event reported) TOPGOLF CALLAWAY BRANDS CORP. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 1-10962 (Commission File |
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| December 12, 2024 |
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 11, 2024 Date of Report (Date of earliest event reported) TOPGOLF CALLAWAY BRANDS CORP. (Exact name of registrant as specified in its charter) Delaware 1-10962 95-3797580 (State or other jurisdiction of incorporation) (Commi |
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| November 12, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 November 12, 2024 Date of Report (Date of earliest event reported) TOPGOLF CALLAWAY BRANDS CORP. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 1-10962 (Commission File |
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| November 12, 2024 |
TOPGOLF CALLAWAY BRANDS ANNOUNCES THIRD QUARTER 2024 RESULTS Exhibit 99.1 TOPGOLF CALLAWAY BRANDS ANNOUNCES THIRD QUARTER 2024 RESULTS HIGHLIGHTS •Q3 Consolidated Revenues and Adjusted EBITDA were ahead of expectations. •The Callaway brand maintained its #1 position in U.S. market share in total golf clubs and achieved record U.S. market share in golf ball. •The Company further strengthened its available liquidity position to $863 million, increasing $129 m |
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| November 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2024 OR ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period to Commission file number 001-10962 Topgolf Callaway Brand |
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| October 31, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Topgolf Callaway Brands Corp (Name of Issuer) Common Stock (Title of Class of Securities) 131193104 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which |
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| September 4, 2024 |
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 September 4, 2024 Date of Report (Date of earliest event reported) TOPGOLF CALLAWAY BRANDS CORP. (Exact name of registrant as specified in its charter) DELAWARE 1-10962 95-3797580 (State or other jurisdiction (Commission (IRS Employe |
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| September 4, 2024 |
Exhibit 99.1 TOPGOLF CALLAWAY BRANDS ANNOUNCES INTENT TO SEPARATE INTO TWO INDEPENDENT COMPANIES Separation Will Create a Leading Golf Equipment and Active Lifestyle Company with Strong Free Cash Flow and the Category Leading, High-Growth, Pure-Play Venue-Based Golf Entertainment Business Both Businesses Will Have Strong Balance Sheets, Positive Free Cash Flow and the Required Scale to be Leaders |
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| August 7, 2024 |
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 August 7, 2024 Date of Report (Date of earliest event reported) TOPGOLF CALLAWAY BRANDS CORP. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 1-10962 (Commission File Num |
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| August 7, 2024 |
Exhibit 10.1 SECOND AMENDMENT TO FIFTH AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This SECOND AMENDMENT TO FIFTH AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Amendment”), dated as of July 2, 2024, is entered into by and among the Lenders (as defined below) signatory hereto, BANK OF AMERICA, N.A., as administrative agent and as security trustee for the Lenders (in such capacity, “A |
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| August 7, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2024 OR ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period to Commission file number 001-10962 Topgolf Callaway Brands Cor |
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| August 7, 2024 |
Exhibit 99.1 TOPGOLF CALLAWAY BRANDS ANNOUNCES SECOND QUARTER 2024 RESULTS Announces Formal Strategic Review of Topgolf Including Organic and Inorganic Alternatives HIGHLIGHTS •Q2 Net Income of $62 million, Non-GAAP Net Income of $83 million, and Adjusted EBITDA of $206 million were all ahead of expectations. •Q2 Consolidated Revenues were down 1.9% year-over-year and full year Revenue and Adjuste |
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| July 24, 2024 |
As filed with the Securities and Exchange Commission on July 24, 2024 Table of Contents As filed with the Securities and Exchange Commission on July 24, 2024 Registration No. |
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| July 24, 2024 |
Exhibit 25.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 ☐ Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) WILMINGTON TRUST, NATIONAL ASSOCIATION (Exact name of trustee as specified in its charter) 16-1486454 (I.R.S. employer identification no.) 1100 North Market Street Wilmington, DE 19890-0001 (Address of principal |
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| July 24, 2024 |
Filing Fee Table, filed herewith. Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Topgolf Callaway Brands Corp. |
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| July 24, 2024 |
Power of Attorney, filed herewith. Exhibit 24.1 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below does hereby constitute and appoint Oliver. G. Brewer, III and Brian P. Lynch, and each of them, with full power of substitution and resubstitution and full power to act without the other, his or her true and lawful attorney-in-fact and agent to act for him or her and in his or her name |
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| July 24, 2024 |
Form of Indenture, filed herewith. Exhibit 4.4 TOPGOLF CALLAWAY BRANDS CORP. INDENTURE Dated as of , 20 WILMINGTON TRUST, NATIONAL ASSOCIATION Trustee TABLE OF CONTENTS Page ARTICLE I. DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.1. Definitions 1 Section 1.2. Other Definitions 4 Section 1.3. Incorporation by Reference of Trust Indenture Act 5 Section 1.4. Rules of Construction 5 ARTICLE II. THE SECURITIES 6 Section 2.1. I |
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| June 26, 2024 |
Topgolf Callaway Brands Corp. 2180 Rutherford Road Carlsbad, CA 92008-7328 T (760) 931 1771 VIA EDGAR June 26, 2024 United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| June 5, 2024 |
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 May 30, 2024 Date of Report (Date of earliest event reported) TOPGOLF CALLAWAY BRANDS CORP. (Exact name of registrant as specified in its charter) DELAWARE 1-10962 95-3797580 (State or other jurisdiction of incorporation) (Commission |
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| June 3, 2024 |
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 May 31, 2024 Date of Report (Date of earliest event reported) TOPGOLF CALLAWAY BRANDS CORP. (Exact name of registrant as specified in its charter) DELAWARE 1-10962 95-3797580 (State or other jurisdiction of incorporation) (Commission |
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| May 30, 2024 |
VIA EDGAR May 30, 2024 United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| May 24, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT Topgolf Callaway Brands Corp. (Exact name of registrant as specified in its charter) Delaware 1-10962 (State or other jurisdiction of incorporation or organization) (Commission file number) 2180 Rutherford Road, Carlsbad, CA 92008 (Address of principal executive offices) (Zip code) Brian P |
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| May 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2024 OR ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period to Commission file number 001-10962 Topgolf Callaway Brands Co |
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| May 8, 2024 |
TOPGOLF CALLAWAY BRANDS ANNOUNCES STRONG FIRST QUARTER 2024 RESULTS Exhibit 99.1 TOPGOLF CALLAWAY BRANDS ANNOUNCES STRONG FIRST QUARTER 2024 RESULTS HIGHLIGHTS •Q1 Revenue of $1.144 billion and Topgolf same venue sales of -7% – both in line with expectations. •Net Income of $7 million, Non-GAAP Net Income of $16 million and Adjusted EBITDA of $161 million – all ahead of expectations. •Company reaffirmed full year Adjusted EBITDA guidance and increased full year ea |
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| May 8, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 May 8, 2024 Date of Report (Date of earliest event reported) TOPGOLF CALLAWAY BRANDS CORP. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 1-10962 (Commission File Number |
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| May 8, 2024 |
Exhibit 10.2 FIRST AMENDMENT TO FIFTH AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This FIRST AMENDMENT TO FIFTH AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Amendment”), dated as of April 10, 2024, is entered into by and among the Lenders (as defined below) signatory hereto, BANK OF AMERICA, N.A., as administrative agent and as security trustee for the Lenders (in such capacity, “A |
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| May 8, 2024 |
Exhibit 10.1 AMENDMENT NO. 1 TO CREDIT AGREEMENT This AMENDMENT NO. 1 TO CREDIT AGREEMENT (this “Amendment”) is dated as of March 19, 2024, and entered into by and among TOPGOLF CALLAWAY BRANDS CORP., a Delaware corporation (the “Borrower”), BANK OF AMERICA, N.A., as administrative agent (the “Administrative Agent”), at the direction of and on behalf of the Lenders described in Section 2.A. hereof |
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| May 7, 2024 |
Topgolf Callaway Brands Corp. 2180 Rutherford Road Carlsbad, CA 92008-7328 T (760) 931 1771 May 7, 2024 Via Edgar Ms. Claire Erlanger United States Securities and Exchange Commission Division of Corporation Finance Office of Manufacturing 100 F Street, N.E. Washington, DC 20549 Re: Topgolf Callaway Brands Corp. Form 10-K for the Fiscal Year Ended December 31, 2023 Form 8-K furnished February 13, 2024 Dear Ms. Erlanger: We are writing in response to your letter dated May 1, 2024 (the “C |
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| April 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| April 17, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy State |
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| March 21, 2024 |
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 March 19, 2024 Date of Report (Date of earliest event reported) TOPGOLF CALLAWAY BRANDS CORP. (Exact name of registrant as specified in its charter) DELAWARE 1-10962 95-3797580 (State or other jurisdiction of incorporation) (Commissi |
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| March 21, 2024 |
TOPGOLF CALLAWAY BRANDS SUCCESSFULLY COMPLETES DEBT REPRICING EX-99.1 Exhibit 99.1 TOPGOLF CALLAWAY BRANDS SUCCESSFULLY COMPLETES DEBT REPRICING CARLSBAD, Calif., March 21, 2024/PRNewswire/ – Topgolf Callaway Brands Corp. (NYSE: MODG) (“Topgolf Callaway Brands” or the “Company”) today announced the repricing of its term loan, thereby lowering its future interest costs. Summary of Transaction • Successfully repriced the existing $1.24 billion Topgolf Callaway |
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| February 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 1-10962 Topgolf Callaway Brands Co |
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| February 29, 2024 |
Exhibit 24.1 LIMITED POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that I, Erik J Anderson, a member of the Board of Directors of Topgolf Callaway Brands Corp, a Delaware corporation (the "Company"), with its principal executive offices in Carlsbad, California, do hereby constitute, designate and appoint each of Oliver G. Brewer III and Brian P. Lynch, each of whom are officers of the Comp |
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| February 29, 2024 |
Exhibit 4.2 DESCRIPTION OF REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 Topgolf Callaway Brands Corp. (“we,” “us,” “our” or the “Company”) has one class of securities registered pursuant to Section 12 of the Securities Exchange Act of 1934, as amended: our common stock. Description of Common Stock The following summary of the terms of our common |
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| February 29, 2024 |
Exhibit 97.1 TOPGOLF CALLAWAY BRANDS CORP. POLICY FOR RECOVERY OF ERRONEOUSLY AWARDED COMPENSATION Topgolf Callaway Brands Corp. (the “Company”) has adopted this Policy for Recovery of Erroneously Awarded Compensation (the “Policy”), effective as of August 30, 2023 (the “Effective Date”). Capitalized terms used in this Policy but not otherwise defined herein are defined in Section 11. 1.Persons Su |
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| February 29, 2024 |
Exhibit 21.1 Subsidiaries State or Country of Incorporation or Organization Callaway Golf South Pacific Pty Ltd. Australia Callaway Golf Sales Company California Callaway Golf International Sales Company California Callaway Golf Canada Ltd. Canada Callaway Golf (Shanghai) Trading Co., Ltd. China Callaway Golf (Dongguan) Technology Service Co., Ltd. China Callaway Golf Ball Operations, Inc. Delawar |
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| February 13, 2024 |
TOPGOLF CALLAWAY BRANDS ANNOUNCES FOURTH QUARTER AND FULL-YEAR 2023 RESULTS Exhibit 99.1 TOPGOLF CALLAWAY BRANDS ANNOUNCES FOURTH QUARTER AND FULL-YEAR 2023 RESULTS HIGHLIGHTS •Consolidated full year revenue growth of 7%. •Consolidated Cash from Operations of $365 million and $221 million of Embedded Cash Flow.1 •Topgolf business delivers full year 1% Same Venue Sales growth and positive Free Cash Flow. •Golf Equipment maintained strong U.S. market share in 2023 including |
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| February 13, 2024 |
MODG / Topgolf Callaway Brands Corp. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 7)* Name of issuer: Topgolf Callaway Brands Corp Title of Class of Securities: Common Stock CUSIP Number: 131193104 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to designate the rule pursuant to which this Schedule is |
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| February 13, 2024 |
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 February 13, 2024 Date of Report (Date of earliest event reported) TOPGOLF CALLAWAY BRANDS CORP. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 1-10962 (Commission File |
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| November 8, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 November 8, 2023 Date of Report (Date of earliest event reported) TOPGOLF CALLAWAY BRANDS CORP. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 1-10962 (Commission File N |
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| November 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2023 OR ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period to Commission file number 001-10962 Topgolf Callaway Brand |
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| November 8, 2023 |
TOPGOLF CALLAWAY BRANDS ANNOUNCES THIRD QUARTER 2023 RESULTS Exhibit 99.1 TOPGOLF CALLAWAY BRANDS ANNOUNCES THIRD QUARTER 2023 RESULTS HIGHLIGHTS •Topgolf continues to drive efficiencies and delivered strong venue-level margins. •On-course golf participation and engagement remain strong; and Callaway sustained its strong U.S. market share including #1 year-to-date in Woods, Drivers, Fairway Woods, Hybrids, and Irons, as well as its brand position as a leade |
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| November 1, 2023 |
TOPGOLF CALLAWAY ACQUIRES BIGSHOTS GOLF, STRENGTHENING ITS LEADERSHIP IN OFF-COURSE GOLF Exhibit 99.1 TOPGOLF CALLAWAY ACQUIRES BIGSHOTS GOLF, STRENGTHENING ITS LEADERSHIP IN OFF-COURSE GOLF CARLSBAD, Calif., November 1, 2023/PRNewswire/ – Topgolf Callaway Brands Corp. (NYSE: MODG) (the “Company” or “Topgolf Callaway Brands”) announced today that it has purchased certain assets from Invited, Inc. (“Invited”), the largest owner and operator of private golf clubs in the US, rel |
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| November 1, 2023 |
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 November 1, 2023 Date of Report (Date of earliest event reported) TOPGOLF CALLAWAY BRANDS CORP. (Exact name of registrant as specified in its charter) DELAWARE 1-10962 95-3797580 (State or other jurisdiction of incorporation) (Commis |
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| September 29, 2023 |
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 September 29, 2023 Date of Report (Date of earliest event reported) TOPGOLF CALLAWAY BRANDS CORP. (Exact name of registrant as specified in its charter) DELAWARE 1-10962 95-3797580 (State or other jurisdiction of incorporation) (Comm |
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| August 8, 2023 |
TOPGOLF CALLAWAY BRANDS ANNOUNCES SECOND QUARTER 2023 RESULTS Exhibit 99.1 TOPGOLF CALLAWAY BRANDS ANNOUNCES SECOND QUARTER 2023 RESULTS HIGHLIGHTS •Company delivered strong Q2 results consistent with expectations and reaffirms full year 2023 revenue and Adjusted EBITDA guidance •Topgolf delivered same venue sales growth within the guidance range, marking the seventh consecutive quarter of growth •Topgolf opened 2 new venues in the U.S. and remains on plan t |
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| August 8, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 August 8, 2023 Date of Report (Date of earliest event reported) TOPGOLF CALLAWAY BRANDS CORP. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 1-10962 (Commission File Num |
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| August 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2023 OR ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period to Commission file number 001-10962 Topgolf Callaway Brands Cor |
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| August 7, 2023 |
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 August 7, 2023 Date of Report (Date of earliest event reported) TOPGOLF CALLAWAY BRANDS CORP. (Exact name of registrant as specified in its charter) DELAWARE 1-10962 95-3797580 (State or other jurisdiction of incorporation) (Commissi |
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| June 9, 2023 |
EX-3.1 Exhibit 3.1 AMENDED AND RESTATED BYLAWS OF TOPGOLF CALLAWAY BRANDS CORP. (A DELAWARE CORPORATION) (as Amended and Restated Effective June 6, 2023) INDEX ARTICLE I CORPORATE OFFICES 1 1.1 Registered Office 1 1.2 Other Offices 1 ARTICLE II MEETINGS OF STOCKHOLDERS 1 2.1 Place of Meetings 1 2.2 Annual Meeting 1 2.3 Notice of Business to be Brought Before a Meeting 1 2.4 Notice of Nominations f |
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| June 9, 2023 |
EX-10.1 Exhibit 10.1 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT is made as of the 6th day of June, 2023, by and between Topgolf Callaway Brands Corp., a Delaware corporation (the “Company”), and Charles Matthew Turney (“Indemnitee”), a director of the Company. WHEREAS, the Company and Indemnitee recognize the increasing difficulty in obtaining liability insurance covering directors, |
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| June 9, 2023 |
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 June 6, 2023 Date of Report (Date of earliest event reported) TOPGOLF CALLAWAY BRANDS CORP. (Exact name of registrant as specified in its charter) DELAWARE 1-10962 95-3797580 (State or other jurisdiction of incorporation) (Commission |
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| June 1, 2023 |
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 June 1, 2023 Date of Report (Date of earliest event reported) TOPGOLF CALLAWAY BRANDS CORP. (Exact name of registrant as specified in its charter) DELAWARE 1-10962 95-3797580 (State or other jurisdiction (Commission (IRS Employer of |
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| May 23, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT Topgolf Callaway Brands Corp. (Exact name of registrant as specified in its charter) Delaware 1-10962 (State or other jurisdiction of incorporation or organization) (Commission file number) 2180 Rutherford Road, Carlsbad, CA 92008 (Address of principal executive offices) (Zip code) Brian P |
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| May 22, 2023 |
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 May 15, 2023 Date of Report (Date of earliest event reported) TOPGOLF CALLAWAY BRANDS CORP. (Exact name of registrant as specified in its charter) DELAWARE 1-10962 95-3797580 (State or other jurisdiction of incorporation) (Commission |
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| May 10, 2023 |
Exhibit 10.2 EXECUTION VERSION TOPGOLF CALLAWAY BRANDS CORP. (formerly known as Callaway Golf Company), CALLAWAY GOLF SALES COMPANY, CALLAWAY GOLF BALL OPERATIONS, INC., OGIO INTERNATIONAL, INC., TRAVISMATHEW, LLC, JACK WOLFSKIN NORTH AMERICA, INC., and TOP GOLF USA INC. as U.S. Borrowers, Canadian Facility Guarantors, U.K./Dutch Facility Guarantors and German Facility Guarantors, CALLAWAY GOLF CA |
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| May 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2023 OR ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period to Commission file number 001-10962 Topgolf Callaway Brands Co |
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| May 10, 2023 |
Exhibit 10.3 Execution Version CREDIT AGREEMENT Dated as of March 16, 2023 among TOPGOLF CALLAWAY BRANDS CORP., as the Borrower, THE FINANCIAL INSTITUTIONS PARTY HERETO, as Lenders, BANK OF AMERICA, N.A., as Administrative Agent BANK OF AMERICA, N.A., JPMORGAN CHASE BANK, N.A., MUFG SECURITIES AMERICAS INC., and TRUIST SECURITIES, INC., as Joint Lead Arrangers and Joint Bookrunners and JPMORGAN CH |
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| May 9, 2023 |
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 May 9, 2023 Date of Report (Date of earliest event reported) TOPGOLF CALLAWAY BRANDS CORP. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 1-10962 (Commission File Number |
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| May 9, 2023 |
TOPGOLF CALLAWAY BRANDS ANNOUNCES FIRST QUARTER 2023 RESULTS Exhibit 99.1 TOPGOLF CALLAWAY BRANDS ANNOUNCES FIRST QUARTER 2023 RESULTS HIGHLIGHTS •Q1 2023 revenue and Adjusted EBITDA exceeded expectations •Topgolf delivered same venue sales growth of 11% compared to Q1 2022, marking six consecutive quarters of reported same venue sales growth •Topgolf venue profitability and return metrics are improving versus the Company’s previously disclosed long-term ta |
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| April 20, 2023 |
DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro |
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| April 20, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy State |
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| March 30, 2023 |
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 March 28, 2023 Date of Report (Date of earliest event reported) TOPGOLF CALLAWAY BRANDS CORP. (Exact name of registrant as specified in its charter) DELAWARE 1-10962 95-3797580 (State or other jurisdiction of incorporation) (Commissi |
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| March 21, 2023 |
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 March 16, 2023 Date of Report (Date of earliest event reported) TOPGOLF CALLAWAY BRANDS CORP. (Exact name of registrant as specified in its charter) DELAWARE 1-10962 95-3797580 (State or other jurisdiction of incorporation) (Commissi |
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| March 16, 2023 |
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 March 16, 2023 Date of Report (Date of earliest event reported) TOPGOLF CALLAWAY BRANDS CORP. (Exact name of registrant as specified in its charter) DELAWARE 1-10962 95-3797580 (State or other jurisdiction of incorporation) (Commissi |
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| March 16, 2023 |
TOPGOLF CALLAWAY BRANDS SUCCESSFULLY COMPLETES DEBT REFINANCING EX-99.1 Exhibit 99.1 TOPGOLF CALLAWAY BRANDS SUCCESSFULLY COMPLETES DEBT REFINANCING CARLSBAD, Calif., March 16, 2023 /PRNewswire/ – Topgolf Callaway Brands Corp. (NYSE: MODG) (“Topgolf Callaway Brands” or the “Company”) today announced the completion of a series of related transactions in support of a comprehensive plan to refinance its capital structure. Through these transactions, the Company s |
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| March 6, 2023 |
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 March 6, 2023 Date of Report (Date of earliest event reported) TOPGOLF CALLAWAY BRANDS CORP. (Exact name of registrant as specified in its charter) DELAWARE 1-10962 95-3797580 (State or other jurisdiction of incorporation) (Commissio |
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| March 1, 2023 |
s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934. Exhibit 4.2 DESCRIPTION OF REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 Topgolf Callaway Brands Corp. (“we,” “us,” “our” or the “Company”) has one class of securities registered pursuant to Section 12 of the Securities Exchange Act of 1934, as amended: our common stock. Description of Common Stock The following summary of the terms of our common |
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| March 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 1-10962 Topgolf Callaway Brands Co |
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| March 1, 2023 |
Exhibit 24.1 LIMITED POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that I, Erik J Anderson, a member of the Board of Directors of Topgolf Callaway Brands Corp, a Delaware corporation (the "Company"), with its principal executive offices in Carlsbad, California, do hereby constitute, designate and appoint each of Oliver G. Brewer III and Brian P. Lynch, each of whom are officers of the Comp |
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| March 1, 2023 |
Exhibit 21.1 Subsidiaries State or Country of Incorporation or Organization Callaway Golf South Pacific Pty Ltd. Australia Callaway Golf Sales Company California Callaway Golf International Sales Company California Callaway Golf Canada Ltd. Canada Callaway Golf (Shanghai) Trading Co., Ltd. China Callaway Golf (Dongguan) Technology Service Co., Ltd. China Callaway Golf Ball Operations, Inc. Delawar |
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| February 23, 2023 |
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 February 21, 2023 Date of Report (Date of earliest event reported) TOPGOLF CALLAWAY BRANDS CORP. (Exact name of registrant as specified in its charter) DELAWARE 1-10962 95-3797580 (State or other jurisdiction (Commission (IRS Employe |
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| February 17, 2023 |
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 February 14, 2023 Date of Report (Date of earliest event reported) TOPGOLF CALLAWAY BRANDS CORP. (Exact name of registrant as specified in its charter) DELAWARE 1-10962 95-3797580 (State or other jurisdiction (Commission (IRS Employe |
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| February 17, 2023 |
Exhibit 10.1 Execution Copy SEVENTH AMENDMENT TO FOURTH AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This SEVENTH AMENDMENT TO FOURTH AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Amendment”), dated as of February 14, 2023, is entered into by and among the Lenders (as defined below) signatory hereto, BANK OF AMERICA, N.A., as administrative agent and as security trustee for the Lende |
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| February 9, 2023 |
Exhibit 99.1 TOPGOLF CALLAWAY BRANDS ANNOUNCES FOURTH QUARTER AND FULL YEAR 2022 RESULTS Record Revenue Reflects Continued Strength Across All Operating Segments Raises Full Year 2023 Revenue and Adjusted EBITDA Outlook Fourth Quarter and Full Year 2022 Highlights •Q4 net revenue increased 19.6% compared to 2021 •Q4 seasonal operating loss improved 36.6% compared to 2021, or 42.4% on a non-GAAP ba |
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| February 9, 2023 |
ELY / Callaway Golf Co / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 6)* Name of issuer: Topgolf Callaway Brands Corp. Title of Class of Securities: Common Stock CUSIP Number: 131193104 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to designate the rule pursuant to which this Schedule i |
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| February 9, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 February 9, 2023 Date of Report (Date of earliest event reported) TOPGOLF CALLAWAY BRANDS CORP. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 1-10962 (Commission File N |
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| January 25, 2023 |
ELY / Callaway Golf Co / BlackRock Inc. Passive Investment SC 13G/A 1 us1311931042012523.txt us1311931042012523.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 16) Topgolf Callaway Brands Corp - (Name of Issuer) Common Stock - (Title of Class of Securities) 131193104 - (CUSIP Number) December 31, 2022 - (Date of Event Which Requires Filing of this Statement) Check the appr |
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| November 16, 2022 |
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 November 16, 2022 Date of Report (Date of earliest event reported) TOPGOLF CALLAWAY BRANDS CORP. (Exact name of registrant as specified in its charter) DELAWARE 1-10962 95-3797580 (State or other jurisdiction (Commission (IRS Employe |
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| November 4, 2022 |
Exhibit 10.1 FIFTH AMENDMENT TO FOURTH AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This FIFTH AMENDMENT TO FOURTH AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Amendment”), dated as of December 16, 2021, is entered into by and among the Lenders (as defined below) signatory hereto, BANK OF AMERICA, N.A., as administrative agent and as security trustee for the Lenders (in such capacit |
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| November 4, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2022 OR ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period to Commission file number 001-10962 Topgolf Callaway Brand |
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| November 3, 2022 |
Exhibit 99.1 TOPGOLF CALLAWAY BRANDS CORP. ANNOUNCES RECORD THIRD QUARTER 2022 RESULTS AND RAISES FULL YEAR GUIDANCE Third Quarter Revenue Increase Driven by Strength Across All Segments Introduces Full Year 2023 Revenue and Adjusted EBITDA Outlook •Q3 2022 consolidated net revenues of $988.5 million, an increase of 15.4%, or 21.3% on a constant currency basis, compared to Q3 2021 •Q3 2022 GAAP in |
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| November 3, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 November 3, 2022 Date of Report (Date of earliest event reported) TOPGOLF CALLAWAY BRANDS CORP. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 1-10962 (Commission File N |
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| September 28, 2022 |
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 September 23, 2022 Date of Report (Date of earliest event reported) TOPGOLF CALLAWAY BRANDS CORP. (Exact name of registrant as specified in its charter) DELAWARE 1-10962 95-3797580 (State or other jurisdiction of incorporation) (Comm |
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| September 28, 2022 |
Exhibit 10.1 Execution Copy SIXTH AMENDMENT TO FOURTH AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT This SIXTH AMENDMENT TO FOURTH AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this ?Amendment?), dated as of September 23, 2022, is entered into by and among the Lenders (as defined below) signatory hereto, BANK OF AMERICA, N.A., as administrative agent and as security trustee for the Lenders |
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| September 7, 2022 |
TOPGOLF CALLAWAY BRANDS CORP. TO ATTEND GOLDMAN SACHS 29TH ANNUAL GLOBAL RETAILING CONFERENCE Exhibit 99.1 TOPGOLF CALLAWAY BRANDS CORP. TO ATTEND GOLDMAN SACHS 29TH ANNUAL GLOBAL RETAILING CONFERENCE CARLSBAD, Calif., September 7, 2022 /PRNewswire/ ? Topgolf Callaway Brands Corp. (NYSE: MODG) (?Topgolf Callaway Brands? or the ?Company?) announced today that it will be attending the Goldman Sachs 29th Annual Global Retailing Conference on September 7, 2022 in New York, NY. The Company?s pr |
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| September 7, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits 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 September 7, 2022 Date of Report (Date of earliest event reported) TOPGOLF CALLAWAY BRANDS CORP. (Exact name of registrant as specified in its charter) DELAWARE 1-10962 95-3797580 (State or other jurisdiction of incorporation) (Commi |
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| September 6, 2022 |
Exhibit 3.2 THIRD RESTATED CERTIFICATE OF INCORPORATION OF TOPGOLF CALLAWAY BRANDS CORP. Topgolf Callaway Brands Corp. (the ?Corporation?), a corporation organized and existing under the laws of the State of Delaware, does hereby certify that: 1. The name of the Corporation is Topgolf Callaway Brands Corp. The Corporation was originally incorporated under the name Callaway Golf Company. The Corpor |
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| September 6, 2022 |
Certificate of Amendment to Second Restated Certificate of Incorporation of Callaway Golf Company Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE SECOND RESTATED CERTIFICATE OF INCORPORATION OF CALLAWAY GOLF COMPANY Callaway Golf Company (the ?Corporation?), a corporation organized and existing under the law of the State of Delaware, hereby certifies as follows: 1. The Second Restated Certificate of Incorporation of the Corporation is hereby amended by deleting the text of Article I thereof and in |
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| September 6, 2022 |
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 September 6, 2022 Date of Report (Date of earliest event reported) TOPGOLF CALLAWAY BRANDS CORP. (Exact name of registrant as specified in its charter) Delaware 1-10962 95-3797580 (State or other jurisdiction of incorporation) (Commi |
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| September 6, 2022 |
Exhibit 3.3 EIGHTH AMENDED AND RESTATED BYLAWS OF TOPGOLF CALLAWAY BRANDS CORP. (A DELAWARE CORPORATION) (as Amended and Restated Effective September 6, 2022) INDEX ARTICLE I Corporate Offices 1 1.1 Registered Office 1 1.2 Other Offices 1 ARTICLE II Meetings of Stockholders 1 2.1 Place of Meetings 1 2.2 Annual Meeting 1 2.3 Special Meeting 1 2.4 Notice of Business to be Brought Before a Meeting 1 |
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| August 5, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ? Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2022 OR ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period to Commission file number 001-10962 Callaway Golf Company (Exac |
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| August 5, 2022 |
CALLAWAY GOLF COMPANY OFFICER EMPLOYMENT AGREEMENT This Officer Employment Agreement ("Agreement") is entered into as of March 8, 2021 (the ?Effective Date?) by and between Callaway Golf Company, a Delaware corporation, (the "Company") and Rebecca Fine ("Employee"). |
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| August 4, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 August 4, 2022 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 incorp |
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| August 4, 2022 |
CALLAWAY GOLF COMPANY ANNOUNCES RECORD SECOND QUARTER 2022 RESULTS AND RAISES FULL YEAR GUIDANCE Exhibit 99.1 CALLAWAY GOLF COMPANY ANNOUNCES RECORD SECOND QUARTER 2022 RESULTS AND RAISES FULL YEAR GUIDANCE Second Quarter Revenue Increase Driven by Strong Demand and Strength Across All Segments Topgolf Delivers 8% Growth in Same Venue Sales Compared to 2019 Q2 2022 consolidated net revenues increased $202.1 million to $1,115.7 million, an increase of 22.1% compared to Q2 2021 Q2 2022 GAAP net |
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| June 8, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits 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 June 8, 2022 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 of incorporation) (Commission File Nu |
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| June 8, 2022 |
CALLAWAY GOLF COMPANY ANNOUNCES A NON-DEAL ROADSHOW WITH JP MORGAN AND BANK OF AMERICA Exhibit 99.1 CALLAWAY GOLF COMPANY ANNOUNCES A NON-DEAL ROADSHOW WITH JP MORGAN AND BANK OF AMERICA CARLSBAD, Calif., June 8, 2022 /PRNewswire/ - Callaway Golf Company (NYSE: ELY) announced today that it will be meeting with investors on June 8th and 9th, 2022, in a non-deal roadshow with meetings hosted by JP Morgan and Bank of America. The Company?s presentation materials can be accessed through |
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| May 26, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT Callaway Golf Company (Exact name of registrant as specified in its charter) Delaware 1-10962 95-3797580 (State or other jurisdiction of incorporation or organization) (Commission File Number) (I.R.S. Employer Identification No.) 2180 Rutherford Road, Carlsbad, CA 92008 (Address of princip |
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| May 26, 2022 |
Callaway Golf Company Announces New $100 Million Stock Repurchase Program Exhibit 99.1 Callaway Golf Company Announces New $100 Million Stock Repurchase Program CARLSBAD, Calif., May 26, 2022 /PRNewswire/ ? Callaway Golf Company (NYSE: ELY) (the ?Company?) announced today that the Board of Directors has authorized the Company to repurchase up to $100 million of the Company?s common stock in open market or in private transactions. The Company will assess market condition |
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| May 26, 2022 |
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 May 25, 2022 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 of incorporation) (Commission File Nu |
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| May 25, 2022 |
Exhibit 10.3 Callaway Golf Company Recipient: Employee/Consultant Effective Grant Date: Restricted Stock Unit Grant Number of Restricted Stock Units/Equivalent Shares: Plan: 2022 Incentive Plan CALLAWAY GOLF COMPANY, a Delaware corporation (the ?Company?), has elected to grant to you, Recipient named above, a Restricted Stock Unit award subject to the restrictions and on the terms and conditions s |
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| May 25, 2022 |
Calculation of Filing Fee Table Exhibit 107 CALCULATION OF FILING FEE TABLE Form S-8 (Form Type) Callaway Golf Company (Exact name of registrant as specified in its charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount to be Registered (1) Proposed Maximum Offering Price Per Share Proposed Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, $0. |
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| May 25, 2022 |
As filed with the Securities and Exchange Commission on May 25, 2022 As filed with the Securities and Exchange Commission on May 25, 2022 Registration No. |
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| May 25, 2022 |
Exhibit 10.2 Callaway Golf Company Recipient: Performance Stock Unit Grant Effective Grant Date: Number of Performance Stock Units: Plan: 2022 Incentive Plan CALLAWAY GOLF COMPANY, a Delaware corporation (the ?Company?), has elected to grant to you, Recipient named above, a performance stock unit award subject to the restrictions and on the terms and conditions set forth below, in consideration fo |
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| May 10, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ? Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2022 OR ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period to Commission file number 001-10962 Callaway Golf Company (Exa |
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| May 10, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 May 10, 2022 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 incorpor |
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| May 10, 2022 |
CALLAWAY GOLF COMPANY ANNOUNCES RECORD FIRST QUARTER 2022 RESULTS AND INCREASES 2022 OUTLOOK Exhibit 99.1 CALLAWAY GOLF COMPANY ANNOUNCES RECORD FIRST QUARTER 2022 RESULTS AND INCREASES 2022 OUTLOOK First Quarter Revenue Increase Driven by Strong Demand, Improved Supply and Strength Across All Segments Topgolf Delivers Positive 2.3% Same Venue Sales Growth Compared to 2019 Q1 2022 consolidated net revenues increased $388.6 million (+59.6% compared to Q1 2021) to $1,040.2 million Q1 2022 G |
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| April 26, 2022 |
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 April 26, 2022 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 of incorporation) (Commission File |
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| April 26, 2022 |
Exhibit 99.1 Callaway Golf Company Holds Investor Day and Sets Long-Term Financial Targets Strategic Mix Shift to Higher Growth-Oriented Segments Expected to Drive Sustainable Growth Through 2025 and Beyond Topgolf Segment Showcases Significant Runway for Growth, Underpinned by Expectations to Open 11 Company-Owned Venues Annually Through 2025 Provides Fiscal First Quarter 2022 Financial Update CA |
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| April 8, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State |
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| April 8, 2022 |
DEF 14A 1 d201924ddef14a.htm DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as |
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| March 15, 2022 |
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 March 15, 2022 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 of incorporation) (Commission File |
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| March 15, 2022 |
Varsha Rao Named to Board of Directors of Callaway Golf Company Exhibit 99.1 Contacts: Brian Lynch Lauren Scott (760) 931-1771 Varsha Rao Named to Board of Directors of Callaway Golf Company CARLSBAD, CA, March 15, 2022 /PRNewswire/ Callaway Golf Company (the ?Company?) (NYSE:ELY) today announced that it has increased the size of the Company?s Board of Directors (the ?Board?) from thirteen to fourteen members, and that Varsha Rao has been appointed to the Boar |
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| March 15, 2022 |
Exhibit 10.1 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT is made as of the 15th day of March 2022, by and between Callaway Golf Company, a Delaware corporation (the ?Company?), and Varsha R. Rao (?Indemnitee?), a director of the Company. WHEREAS, the Company and Indemnitee recognize the increasing difficulty in obtaining liability insurance covering directors, the significant increase |
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| March 8, 2022 |
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 March 8, 2022 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 of incorporation) (Commission File N |
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| March 1, 2022 |
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 March 1, 2022 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 of incorporation) (Commission File N |
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| March 1, 2022 |
Exhibit 4.5 ASSIGNMENT, ASSUMPTION AND AMENDMENT AGREEMENT This Assignment, Assumption and Amendment Agreement (this ?Agreement?) is made and entered into as of October 27, 2020, by and among Callaway Golf Company, a Delaware corporation (the ?Company?), Topgolf International, Inc., a Delaware corporation (?Assignor?), and PEP TG Investments LP (including any successors or the assignees, ?Purchase |
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| March 1, 2022 |
Exhibit 4.2 DESCRIPTION OF REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 Callaway Golf Company (“we,” “us,” “our” or the “Company”) has one class of securities registered pursuant to Section 12 of the Securities Exchange Act of 1934, as amended: our common stock. Description of Common Stock The following summary of the terms of our common stock is |
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| March 1, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 1-10962 Callaway Golf Company (Exa |
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| March 1, 2022 |
Exhibit 21.1 Subsidiaries State or Country of Incorporation or Organization Callaway Golf South Pacific Pty Ltd. Australia Callaway Golf Sales Company California Callaway Golf International Sales Company California Callaway Golf Canada Ltd. Canada Callaway Golf (Shanghai) Trading Co., Ltd. China Callaway Golf (Dongguan) Technology Service Co., Ltd. China Callaway Golf Ball Operations, Inc. Delawar |
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| March 1, 2022 |
Exhibit 24.1 LIMITED POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that I, Erik J Anderson, a member of the Board of Directors of Callaway Golf Company, a Delaware corporation (the "Company"), with its principal executive offices in Carlsbad, California, do hereby constitute, designate and appoint each of Brian P. Lynch and Sarah E. Kim, each of whom are officers of the Company, as my true |
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| February 17, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits 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 February 17, 2022 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 of incorporation) (Commission Fi |
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| February 17, 2022 |
Exhibit 99.1 Callaway Golf Company Lender Presentation February 17, 2022 IMPORTANT NOTICES Forward-looking Statements. During the presentation, any comments made about future plans, events, financial results, performance, prospects, or growth opportunities, including statements relating to the Company?s and Topgolf?s financial outlook (including revenue, Adjusted EBITDA/EBITDAR and capital expendi |
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| February 10, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 February 10, 2022 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 inc |
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| February 10, 2022 |
Exhibit 99.1 CALLAWAY GOLF COMPANY ANNOUNCES RECORD FOURTH QUARTER AND FULL YEAR 2021 RESULTS; PROVIDES INITIAL 2022 OUTLOOK Full Year Revenue Nearly Doubled to Over $3 Billion Fourth Quarter Outperformance Driven by Strong Topgolf Same Venue Sales Expect All Business Segments to Grow in 2022 -Full Year 2021 consolidated net revenue of $3.1 billion, +97% year-over-year; Q4 2021 consolidated net re |
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| February 9, 2022 |
ELY / Callaway Golf Co / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 5)* Name of issuer: Callaway Golf Co. Title of Class of Securities: Common Stock CUSIP Number: 131193104 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ??R |
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| December 6, 2021 |
Bavan M. Holloway Named to Board of Directors of Callaway Golf Company Exhibit 99.1 Contacts: Brian Lynch Lauren Scott (760) 931-1771 Bavan M. Holloway Named to Board of Directors of Callaway Golf Company CARLSBAD, CA, December 6, 2021 /PRNewswire/ Callaway Golf Company (the ?Company?) (NYSE:ELY) today announced that it has increased the size of the Company?s Board of Directors from twelve to thirteen members, and that Bavan M. Holloway has been appointed to the Boar |
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| December 6, 2021 |
Indemnification Agreement, dated December 6, 2021, between the Company and Bavan M. Holloway Exhibit 10.1 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT is made as of the 6th day of December 2021, by and between Callaway Golf Company, a Delaware corporation (the ?Company?), and Bavan M. Holloway (?Indemnitee?), a director of the Company. WHEREAS, the Company and Indemnitee recognize the increasing difficulty in obtaining liability insurance covering directors, the significant in |
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| December 6, 2021 |
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 6, 2021 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 inco |
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| November 30, 2021 |
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 November 30, 2021 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 of incorporation) (Commission Fi |
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| November 17, 2021 |
ELY / Callaway Golf Co / PEP TG Investments LP - SC 13D/A Activist Investment SC 13D/A 1 brhc10030944sc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Amendment No. 2) Under the Securities Exchange Act of 1934 Callaway Golf Company (Name of Issuer) Common Stock, par value $0.01 per share (Titles of Class of Securities) 131193104 (CUSIP Number) Providence Equity Partners L.L.C. 50 Kennedy Plaza, 18th Floor Providence, R |
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| November 9, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 November 9, 2021 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 inco |
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| November 9, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ? Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2021 OR ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period to Commission file number 001-10962 Callaway Golf Company |
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| November 9, 2021 |
Exhibit 99.1 Callaway Golf Company Announces Record Financial Results For Third Quarter 2021 And Increases Full Year 2021 Guidance High-Demand for Golf Equipment and Apparel Continues Topgolf Revenue Driven by Strong Walk-in Traffic and Social Events Business - Q3 2021 consolidated net revenue increased $381 million (+80%) to $856 million - Q3 2021 GAAP net loss of $(16) million and non-GAAP net i |
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| October 1, 2021 |
ELY / Callaway Golf Co / WestRiver Management, LLC - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) Callaway Golf Company (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 131193104 (CUSIP Number) Trent Dawson WestRiver Management, LLC 920 5th Ave, Ste 3450 Seattle, WA 98104 425-952-3950 Copy to: David Clarke, Esq. |
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| September 22, 2021 |
ELY / Callaway Golf Co / PEP TG Investments LP - SC 13D/A Activist Investment SC 13D/A 1 brhc10029168sc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Amendment No. 1) Under the Securities Exchange Act of 1934 Callaway Golf Company (Name of Issuer) Common Stock, par value $0.01 per share (Titles of Class of Securities) 131193104 (CUSIP Number) Providence Equity Partners L.L.C. 50 Kennedy Plaza, 18th Floor Providence, R |
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| September 16, 2021 |
Table of Contents Filed Pursuant to Rule 424(b)(7) Registration No. 333-259537 CALCULATION OF REGISTRATION FEE Title of Each Class of Securities Offered Amount to be Registered(1) Maximum Offering Price Per Unit Maximum Aggregate Offering Price Amount of Registration Fee(2) Common Stock, par value $0.01 per share 4,600,000 $29.25 $134,550,000.00 $14,679.41 (1) Includes 600,000 shares of common sto |
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| September 16, 2021 |
Exhibit 1.1 Callaway Golf Company 4,000,000 Shares of Common Stock Underwriting Agreement September 15, 2021 Goldman Sachs & Co. LLC, As representative (the ?Representative?) of the several Underwriters named in Schedule I hereto, c/o Goldman Sachs & Co. LLC 200 West Street, New York, New York 10282-2198 Ladies and Gentlemen: The stockholder of Callaway Golf Company, a Delaware corporation (the ?C |
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| September 16, 2021 |
Financial Statements and Exhibits, Other Events 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 September 15, 2021 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 of incorporation) (Commission F |
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| September 15, 2021 |
Financial Statements and Exhibits, Other Events 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 September 15, 2021 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 of incorporation) (Commission F |
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| September 15, 2021 |
Form of Indenture, filed herewith. EX-4.4 2 d349542dex44.htm EX-4.4 Exhibit 4.4 CALLAWAY GOLF COMPANY INDENTURE Dated as of , 20 WILMINGTON TRUST, NATIONAL ASSOCIATION Trustee TABLE OF CONTENTS Page ARTICLE I. DEFINITIONS AND INCORPORATION BY REFERENCE 1 Section 1.1. Definitions 1 Section 1.2. Other Definitions 4 Section 1.3. Incorporation by Reference of Trust Indenture Act 5 Section 1.4. Rules of Construction 5 ARTICLE II. THE SE |
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| September 15, 2021 |
Subject to Completion Preliminary Prospectus Supplement dated September 15, 2021 Table of Contents Filed Pursuant to Rule 424(b)(7) Registration No. 333-259537 The information in this preliminary prospectus supplement and the accompanying prospectus is not complete and may be changed. A registration statement relating to these securities has become effective under the Securities Act of 1933, as amended. This preliminary prospectus supplement and the accompanying prospectus are |
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| September 15, 2021 |
Power of Attorney, filed herewith. EX-24.1 6 d349542dex241.htm EX-24.1 Exhibit 24.1 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below does hereby constitute and appoint Oliver. G. Brewer, III and Brian P. Lynch, and each of them, with full power of substitution and resubstitution and full power to act without the other, his or her true and lawful attorney-in-fact and agent to act f |
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| September 15, 2021 |
Exhibit 25.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 ? Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) WILMINGTON TRUST, NATIONAL ASSOCIATION (Exact name of trustee as specified in its charter) 16-1486454 (I.R.S. employer identification no.) 1100 North Market Street Wilmington, DE 19890-0001 (Address of principal |
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| September 15, 2021 |
CALLAWAY GOLF COMPANY UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS Exhibit 99.2 CALLAWAY GOLF COMPANY UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS The unaudited pro forma condensed combined financial information gives effect to Callaway Golf Company?s (?Callaway? or the ?Company?) merger with Topgolf International, Inc. (?Topgolf?) which closed on March 8, 2021 (the ?Merger?), further described in Note 1?Description of Transaction. We are providing |
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| September 15, 2021 |
As filed with the Securities and Exchange Commission on September 15, 2021 Table of Contents As filed with the Securities and Exchange Commission on September 15, 2021 Registration No. |
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| September 15, 2021 |
Exhibit 99.1 Consolidated Financial Statements and Report of Independent Auditors Topgolf International, Inc. January 3, 2021, December 29, 2019 and December 30, 2018 INDEX TO CONSOLIDATED FINANCIAL STATEMENTS Page Audited Consolidated Financial Statements Report of Ernst & Young LLP, independent auditors 1 Consolidated Balance Sheets as of January 3, 2021 and December 29, 2019 2 Consolidated Stat |
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| September 7, 2021 |
Financial Statements and Exhibits, Other Events 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 September 7, 2021 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 inc |
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| September 7, 2021 |
Callaway Golf Company Provides Business Update And Increases Financial Outlook Exhibit 99.1 Callaway Golf Company Provides Business Update And Increases Financial Outlook CARLSBAD, Calif., Sept. 7, 2021 /PRNewswire/ - Callaway Golf Company (the "Company" or "Callaway") (NYSE: ELY) today provided a business update and increased its financial outlook for the third quarter and full year 2021. "I am very pleased with how our teams are navigating the rapidly changing business env |
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| August 9, 2021 |
Exhibit 10.7 CALLAWAY GOLF COMPANY OFFICER EMPLOYMENT AGREEMENT This Officer Employment Agreement ("Agreement") is entered into as of April 5, 2021 (the "Effective Date") by and between Topgolf International, Inc., a Delaware corporation, (the "Company") and Arthur Starrs ("Employee"). 1. TERM. The Company hereby employs Employee and Employee hereby accepts employment pursuant to the terms and pro |
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| August 9, 2021 |
Callaway Golf Company Announces Record Financial Results For Second Quarter And First Half 2021 EX-99.1 2 d203210dex991.htm EX-99.1 Exhibit 99.1 Callaway Golf Company Announces Record Financial Results For Second Quarter And First Half 2021 FULL YEAR 2021 OUTLOOK REFLECTS OUTPERFORMANCE IN ALL SEGMENTS - Q2 2021 consolidated net revenue increased $617 million (+208%) to $914 million - Golf equipment and soft goods revenue increased 98% to a record $588 million - Topgolf overperformed with $3 |
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| August 9, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 August 9, 2021 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 incorp |
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| August 9, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ? Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2021 OR ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period to Commission file number 001-10962 Callaway Golf Company (Exac |
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| May 26, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT Callaway Golf Company (Exact name of registrant as specified in its charter) Delaware 1-10962 95-3797580 (State or other jurisdiction of incorporation or organization) (Commission File Number) (IRS Employer Identification No.) 2180 Rutherford Road, Carlsbad, CA 92008 (Address of principal |
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| May 20, 2021 |
EX-3.1 2 d147657dex31.htm EX-3.1 Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE RESTATED CERTIFICATE OF INCORPORATION OF CALLAWAY GOLF COMPANY Callaway Golf Company (the “Corporation”), a corporation organized and existing under the law of the State of Delaware, hereby certifies as follows: 1. That the name of the Corporation is Callaway Golf Company. The Corporation’s original Certificate of Incorpo |
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| May 20, 2021 |
Exhibit 3.2 SECOND RESTATED CERTIFICATE OF INCORPORATION OF CALLAWAY GOLF COMPANY Callaway Golf Company (the ?Corporation?), a corporation organized and existing under the laws of the State of Delaware, does hereby certify that: 1. The name of the Corporation is Callaway Golf Company. The Corporation?s original Certificate of Incorporation was filed with the Secretary of State of the State of Dela |
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| May 20, 2021 |
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 May 19, 2021 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 of incorporation) (Commission File Nu |
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| May 10, 2021 |
Exhibit 10.7 CALLAWAY GOLF COMPANY OFFICER EMPLOYMENT AGREEMENT This Officer Employment Agreement ("Agreement") is entered into as of April 5, 2021 (the "Effective Date") by and between Topgolf International, Inc., a Delaware corporation, (the "Company") and Arthur Starrs ("Employee"). 1. TERM. The Company hereby employs Employee and Employee hereby accepts employment pursuant to the terms and pro |
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| May 10, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q ? Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2021 OR ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period to Commission file number 001-10962 Callaway Golf Company (Exa |
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| May 10, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 May 10, 2021 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 incorpor |
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| May 10, 2021 |
Exhibit 99.1 Callaway Golf Company Announces Record Financial Results For The First Quarter Of 2021; Topgolf Acquisition Exceeds Expectations; And Callaway Increases Financial Projections - First quarter 2021 consolidated Net Revenue of $652 million, a new record for the Company and a 47% increase compared to the first quarter of 2020. - First quarter 2021 Net Income of $272 million compared to $2 |
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| April 20, 2021 |
DEFA14A 1 d134404ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule |
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| April 2, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defi |
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| April 2, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Definitive Proxy State |
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| March 22, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defi |
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| March 18, 2021 |
Schedule 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. ) Callaway Golf Company (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 131193104 (CUSIP Number) Trent Dawson WestRiver Management, LLC 920 5th Ave, Ste 3450 Seattle, WA 98104 425-952-3950 Copy to: David C |
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| March 18, 2021 |
JOINT FILING AGREEMENT Dated as of March 18, 2021 EX-1 Exhibit 1 JOINT FILING AGREEMENT Dated as of March 18, 2021 In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, each of the undersigned hereby agrees to the joint filing on behalf of each of the undersigned of a Schedule 13D (including any and all amendments thereto) with respect to the common stock, par value $0. |
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| March 17, 2021 |
TOPGOLF INTERNATIONAL, INC. WARRANT TO PURCHASE SHARES OF SERIES E PREFERRED STOCK Exhibit 2.2 Execution Version Warrant THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?), OR QUALIFIED UNDER ANY STATE OR FOREIGN SECURITIES LAWS AND MAY NOT BE OFFERED, SOLD, ASSIGNED, PLEDGED, TRANSFERRED OR OTHERWISE DISPOSED OF IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT U |
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| March 17, 2021 |
Exhibit 99.1 Joint Filing Agreement In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the common stock, par value $0.01 per share, of Callaway Golf Company, a Delaware corporation, and further agree that t |
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| March 17, 2021 |
ASSIGNMENT, ASSUMPTION AND AMENDMENT AGREEMENT Exhibit 2.3 Execution Version ASSIGNMENT, ASSUMPTION AND AMENDMENT AGREEMENT This Assignment, Assumption and Amendment Agreement (this ?Agreement?) is made and entered into as of October 27, 2020, by and among Callaway Golf Company, a Delaware corporation (the ?Company?), Topgolf International, Inc., a Delaware corporation (?Assignor?), and PEP TG Investments LP (including any successors or the as |
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| March 17, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Callaway Golf Company (Name of Issuer) Common Stock, par value $0.01 per share (Titles of Class of Securities) 131193104 (CUSIP Number) Providence Equity Partners L.L.C. 50 Kennedy Plaza, 18th Floor Providence, Rhode Island 02903 (401) 751-1700 with a copy to: Kevin J. Sul |
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| March 16, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits 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 March 16, 2021 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 of incorporation) (Commission File |
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| March 16, 2021 |
Artie Starrs Appointed New Chief Executive Officer at Topgolf Entertainment Group EX-99.1 Exhibit 99.1 Artie Starrs Appointed New Chief Executive Officer at Topgolf Entertainment Group DALLAS, Texas, March 16, 2021 – Global sports and entertainment leader Topgolf Entertainment Group, announced today that Artie Starrs will join as the new Chief Executive Officer at Topgolf, effective April 5, 2021. In this role, he will be responsible for the continued growth and expansion of To |
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| March 11, 2021 |
SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. |
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| March 11, 2021 |
EX-99.1 EXHIBIT I JOINT FILING AGREEMENT This will confirm the agreement by and among the undersigned that the Schedule 13D filed with the Securities and Exchange Commission on or about the date hereof with respect to the beneficial ownership by the undersigned of the common stock, par value $0.01 per share, of Callaway Golf Company, a Delaware corporation, is being filed and all amendments theret |
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| March 8, 2021 |
Form of Stock Unit Grant Agreement under the Callaway Golf Company 2021 Employment Inducement Plan EX-10.6 7 d115018dex106.htm EX-10.6 Exhibit 10.6 Callaway Golf Company Recipient: Stock Unit Grant Effective Grant Date: Number of Stock Units/Equivalent Shares: Plan: 2021 Employment Inducement Plan CALLAWAY GOLF COMPANY, a Delaware corporation (the “Company”), has elected to grant to you, Recipient named above, a Stock Unit award subject to the restrictions and on the terms and conditions set fo |
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| March 8, 2021 |
Form of Stock Unit Grant Agreement under the Callaway Golf Company 2021 Employment Inducement Plan Exhibit 10.3 Callaway Golf Company Recipient: Stock Unit Grant Effective Grant Date: Number of Stock Units/Equivalent Shares: Plan: 2021 Employment Inducement Plan CALLAWAY GOLF COMPANY, a Delaware corporation (the ?Company?), has elected to grant to you, Recipient named above, a Stock Unit award subject to the restrictions and on the terms and conditions set forth below, in consideration for your |
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| March 8, 2021 |
Exhibit 10.5 Callaway Golf Company Performance Unit Grant Recipient: Effective Grant Date: Number of Units: Plan: 2021 Employment Inducement Plan CALLAWAY GOLF COMPANY, a Delaware corporation (the ?Company?), has elected to grant to you, Recipient named above, a performance share unit award subject to the restrictions and on the terms and conditions set forth below, in consideration for your comme |
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| March 8, 2021 |
Exhibit 10.8 TOPGOLF INTERNATIONAL, INC. NONQUALIFIED STOCK OPTION GRANT NOTICE FOR 2016 STOCK PLAN Topgolf International, Inc. (the ?Company?), hereby grants to the Participant named below a stock option (the ?Option?) to purchase any part or all of the number of shares of its Common Stock that are covered by this Option, as specified below, at the exercise price per share specified below and upo |
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| March 8, 2021 |
As filed with the Securities and Exchange Commission on March 8, 2021 Registration No. |
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| March 8, 2021 |
Exhibit 10.5 TOPGOLF INTERNATIONAL, INC. NONQUALIFIED STOCK OPTION GRANT NOTICE FOR 2015 STOCK INCENTIVE PLAN Topgolf International, Inc. (the ?Company?), hereby grants to the Participant named below a nonqualified stock option (the ?Option?) to purchase any part or all of the number of shares of its Common Stock that are covered by this Option, as specified below, at the exercise price per share |
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| March 8, 2021 |
Exhibit 10.9 TOPGOLF INTERNATIONAL, INC. INCENTIVE STOCK OPTION GRANT NOTICE FOR 2016 STOCK INCENTIVE PLAN Topgolf International, Inc. (the ?Company?), hereby grants to the Participant named below an incentive stock option (the ?Option?) to purchase any part or all of the number of shares of its Common Stock that are covered by this Option, as specified below, at the exercise price per share speci |
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| March 8, 2021 |
Exhibit 10.2 Callaway Golf Company Performance Unit Grant Recipient: Effective Grant Date: Number of Units: Plan: 2021 Employment Inducement Plan CALLAWAY GOLF COMPANY, a Delaware corporation (the ?Company?), has elected to grant to you, Recipient named above, a performance share unit award subject to the restrictions and on the terms and conditions set forth below, in consideration for your comme |
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| March 8, 2021 |
Exhibit 10.7 TOPGOLF INTERNATIONAL, INC. 2016 STOCK INCENTIVE PLAN 1. PURPOSE. The purpose of this Topgolf International, Inc. 2016 Stock Incentive Plan is to attract and retain the best available personnel, to provide additional incentive to persons who provide services to the Company or its Subsidiaries, and to promote the success of the business of Topgolf International, Inc. The Plan provides |
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| March 8, 2021 |
Exhibit 10.1 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT is made as of the 8th day of March 2021, by and between Callaway Golf Company, a Delaware corporation (the ?Company?), and Erik Anderson (?Indemnitee?), a director of the Company. WHEREAS, the Company and Indemnitee recognize the increasing difficulty in obtaining liability insurance covering directors, the significant increases |
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| March 8, 2021 |
Exhibit 10.10 TOPGOLF INTERNATIONAL, INC. NONQUALIFIED STOCK OPTION GRANT NOTICE Topgolf International, Inc. (the ?Company?), hereby grants to the Participant named below a nonqualified stock option (the ?Option?) to purchase any part or all of the number of shares of its Common Stock that are covered by this Option, as specified below, at the exercise price per share specified below and upon the |
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| March 8, 2021 |
EX-99.1 8 d115018dex991.htm EX-99.1 Exhibit 99.1 Contacts: Brian Lynch Patrick Burke (760) 931-1771 Callaway Golf Company Completes Merger with Topgolf, Creating an Unrivaled Global Leader in the Game of Golf CARLSBAD, CA and DALLAS, TX / March 8, 2021 / PRNewswire / — Callaway Golf Company (“Callaway”) (NYSE:ELY) and Topgolf International, Inc. (“Topgolf”) announced today that the companies have |
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| March 8, 2021 |
Exhibit 10.4 TOPGOLF INTERNATIONAL, INC. 2015 STOCK INCENTIVE PLAN (an Amendment and Restatement of the TopGolf International, Inc. Amended and Restated 2010 Stock Option and Purchase Plan) 1. PURPOSE. This Topgolf International, Inc. 2015 Stock Incentive Plan is an amendment and restatement of the TopGolf International, Inc. Amended and Restated 2010 Stock Option and Purchase Plan. The purpose of |
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| March 8, 2021 |
EX-10.2 3 d115018dex102.htm EX-10.2 Exhibit 10.2 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT is made as of the 8th day of March 2021, by and between Callaway Golf Company, a Delaware corporation (the “Company”), and Tom Dundon (“Indemnitee”), a director of the Company. WHEREAS, the Company and Indemnitee recognize the increasing difficulty in obtaining liability insurance covering dir |
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| March 8, 2021 |
Callaway Golf Company 2021 Employment Inducement Plan Exhibit 10.1 CALLAWAY GOLF COMPANY 2021 EMPLOYMENT INDUCEMENT PLAN SECTION 1. PURPOSES OF THE PLAN The Callaway Golf Company 2021 Employment Inducement Plan (the ?Plan?) is established to (a) promote the long-term interests of Callaway Golf Company (the ?Company?) and its shareholders by strengthening the Company?s ability to attract and retain Eligible Individuals who will provide valuable servic |
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| March 8, 2021 |
Exhibit 10.3 INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT is made as of the 8th day of March 2021, by and between Callaway Golf Company, a Delaware corporation (the ?Company?), and Scott Marimow (?Indemnitee?), a director of the Company. WHEREAS, the Company and Indemnitee recognize the increasing difficulty in obtaining liability insurance covering directors, the significant increases |
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| March 8, 2021 |
Callaway Golf Company 2021 Employment Inducement Plan Exhibit 10.4 CALLAWAY GOLF COMPANY 2021 EMPLOYMENT INDUCEMENT PLAN SECTION 1. PURPOSES OF THE PLAN The Callaway Golf Company 2021 Employment Inducement Plan (the ?Plan?) is established to (a) promote the long-term interests of Callaway Golf Company (the ?Company?) and its shareholders by strengthening the Company?s ability to attract and retain Eligible Individuals who will provide valuable servic |
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| March 8, 2021 |
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 March 8, 2021 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 of incorporation) (Commission File N |
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| March 8, 2021 |
Exhibit 10.6 TOPGOLF INTERNATIONAL, INC. INCENTIVE STOCK OPTION GRANT NOTICE FOR 2015 STOCK INCENTIVE PLAN Topgolf International, Inc. (the ?Company?), hereby grants to the Participant named below an incentive stock option (the ?Option?) to purchase any part or all of the number of shares of its Common Stock that are covered by this Option, as specified below, at the exercise price per share speci |
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| March 3, 2021 |
Submission of Matters to a Vote of Security Holders 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 March 3, 2021 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 of incorporation) (Commission File N |
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| March 1, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 1-10962 Callaway Golf Company (Exa |
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| March 1, 2021 |
Executive Consulting Agreement between Melody Harris-Jensbach EXHIBIT 10.5 EXECUTIVE CONSULTING AGREEMENT (the "Agreement") between Melody Harris-Jensbach, an individual, with a place of residence of Brabanter Stra?e 39, 50672 K?ln, Germany, - hereinafter referred to as "the Consultant" - and SKYRAGER GmbH, a limited liability company under the laws of Germany, Jack-Wolfskin-Kreisel 1, 65510 Idstein, Germany, - hereinafter referred to as "JACK WOLFSKIN" - - |
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| March 1, 2021 |
EX-21.1 3 ex-211q420.htm EX-21.1 Exhibit 21.1 Subsidiaries State or country of Incorporation or Organization Callaway Golf South Pacific Pty Ltd. Australia Callaway Golf Sales Company California Callaway Golf International Sales Company California Callaway Golf Canada Ltd. Canada Callaway Golf (Shanghai) Trading Co., Ltd. China Callaway Golf (Dongguan) Technology Service Co., Ltd. China Callaway G |
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| March 1, 2021 |
Exhibit 24.1 LIMITED POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that I, Samuel H. Armacost, a member of the Board of Directors of Callaway Golf Company, a Delaware corporation (the "Company"), with its principal executive offices in Carlsbad, California, do hereby constitute, designate and appoint each of Brian P. Lynch and Sarah E. Kim, each of whom are officers of the Company, as my t |
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| February 26, 2021 |
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 February 24, 2021 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 of incorporation) (Commission Fi |
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| February 19, 2021 |
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 February 19, 2021 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 of incorporation) (Commission Fi |
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| February 19, 2021 |
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 February 19, 2021 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 of incorporation) (Commission Fi |
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| February 19, 2021 |
425 1 d101576d425.htm 425 Filed by Callaway Golf Company Pursuant to Rule 425 Under the Securities Act of 1933 And Deemed Filed Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: Callaway Golf Company (Subject Company Commission File No.: 001-10962) This filing relates to the proposed merger involving Callaway Golf Company, a Delaware corporation (“Callaway”), 51 St |
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| February 12, 2021 |
SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 9 )* Callaway Golf Co (Name of Issuer) Common Stock (Title of Class of Securities) 131193104 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to de |
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| February 10, 2021 |
SC 13G/A 1 tv0450-callawaygolfco.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 4)* Name of issuer: Callaway Golf Co. Title of Class of Securities: Common Stock CUSIP Number: 131193104 Date of Event Which Requires Filing of this Statement: December 31, 2020 Check the appropriate box to designate th |
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| February 10, 2021 |
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 February 10, 2021 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 inc |
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| February 10, 2021 |
Callaway Golf Company Announces Record Net Sales For The Fourth Quarter Of 2020 Exhibit 99.1 Callaway Golf Company Announces Record Net Sales For The Fourth Quarter Of 2020 CARLSBAD, Calif., Feb. 10, 2021 /PRNewswire/ - Fourth quarter 2020 consolidated net sales of $375 million, a new record for the Company and a 20% increase compared to the fourth quarter of 2019, including: +48.5% growth in Golf Club sales +14.3% growth in Golf Ball sales +8.7% growth in Apparel sales Calla |
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| February 10, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 February 10, 2021 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 inc |
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| February 10, 2021 |
Callaway Golf Company Announces Record Net Sales For The Fourth Quarter Of 2020 Exhibit 99.1 Callaway Golf Company Announces Record Net Sales For The Fourth Quarter Of 2020 CARLSBAD, Calif., Feb. 10, 2021 /PRNewswire/ - Fourth quarter 2020 consolidated net sales of $375 million, a new record for the Company and a 20% increase compared to the fourth quarter of 2019, including: +48.5% growth in Golf Club sales +14.3% growth in Golf Ball sales +8.7% growth in Apparel sales Calla |
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| February 8, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Callaway Golf Co (Name of Issuer) Common Stock (Title of Class of Securities) 131193104 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sched |
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| January 28, 2021 |
PROPOSED MERGER YOUR VOTE IS VERY IMPORTANT 424B3 1 d54680d424b3.htm 424B3 Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-250903 PROPOSED MERGER YOUR VOTE IS VERY IMPORTANT To the Stockholders of Callaway Golf Company and Topgolf International, Inc.: As you may be aware, Callaway Golf Company, a Delaware corporation (“Callaway”), and Topgolf International, Inc., a Delaware corporation (“Topgolf”), entered into an Ag |
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| January 27, 2021 |
Consent of Goldman Sachs & Co. LLC. EX-99.4 4 d54680dex994.htm EX-99.4 Exhibit 99.4 January 27, 2021 Board of Directors Callaway Golf Company 2180 Rutherford Road Carlsbad, CA 92008 Re: Amendment No. 3 to the Registration Statement on Form S-4 of Callaway Golf Company, filed January 27, 2021 (the “Amended Registration Statement”) Ladies and Gentlemen: Reference is made to our opinion letter, dated October 27, 2020 (“Opinion Letter”) |
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| January 27, 2021 |
Callaway Golf Company 2180 Rutherford Road Carlsbad, California 92008 January 27, 2021 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| January 27, 2021 |
S-4/A Table of Contents As filed with the Securities and Exchange Commission on January 27, 2021 Registration No. |
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| January 26, 2021 |
Form of Proxy Card of Callaway Golf Company. EX-99.1 Exhibit 99.1 Callaway Vote C123456789 000000000.000000 ext 000000000.000000 ext 000004 000000000.000000 ext 000000000.000000 ext ENDORSEMENTLINE SACKPACK 000000000.000000 ext 000000000.000000 ext MR A SAMPLE DESIGNATION (IF ANY) ADD 1 ADD 2 Your vote matters – here’s how to vote! ADD 3 You may vote online or by phone instead of mailing this card. ADD 4 ADD 5 Online ADD 6 Go to www.envision |
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| January 26, 2021 |
S-4/A 1 d54680ds4a.htm S-4/A Table of Contents As filed with the Securities and Exchange Commission on January 26, 2021 Registration No. 333-250903 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to Form S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Callaway Golf Company (Exact name of registrant as specified in its charter) Delaware 3949 95-37 |
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| January 26, 2021 |
Consent of Goldman Sachs & Co. LLC. EX-99.4 8 d54680dex994.htm EX-99.4 Exhibit 99.4 January 26, 2021 Board of Directors Callaway Golf Company 2180 Rutherford Road Carlsbad, CA 92008 Re: Amendment No. 2 to the Registration Statement on Form S-4 of Callaway Golf Company, filed January 26, 2021 (the “Amended Registration Statement”) Ladies and Gentlemen: Reference is made to our opinion letter, dated October 27, 2020 (“Opinion Letter”) |
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| January 26, 2021 |
Callaway Golf Company 2180 Rutherford Road Carlsbad, California 92008 January 26, 2021 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| January 26, 2021 |
Form of Written Consent for holders of Topgolf International, Inc. Capital Stock. EX-99.2 Exhibit 99.2 WRITTEN CONSENT IN LIEU OF A MEETING OF STOCKHOLDERS OF TOPGOLF INTERNATIONAL, INC. The undersigned (the “Stockholder”), being the holder of shares of the common stock and/or preferred stock, as applicable, of Topgolf International, Inc., a Delaware corporation (the “Company”), set forth on Schedule 1 hereto (such common stock and/or preferred stock, collectively referred to a |
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| January 22, 2021 |
CORRESP 1 filename1.htm 12670 High Bluff Drive San Diego, California 92130 Tel: +1.858.523.5400 Fax: +1.858.523.5450 www.lw.com FIRM / AFFILIATE OFFICES Beijing Moscow Boston Munich Brussels New York Century City Orange County Chicago Paris January 22, 2021 Dubai Riyadh Düsseldorf San Diego Frankfurt San Francisco Hamburg Seoul Hong Kong Shanghai VIA EDGAR Houston Silicon Valley London Singapore L |
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| January 5, 2021 |
Consent of Scott M. Marimow to be named as director. EX-99.7 Exhibit 99.7 CONSENT TO BE NAMED AS A DIRECTOR Pursuant to Rule 438 promulgated under the Securities Act of 1933, as amended, I hereby consent to my being named in the Registration Statement on Form S-4 of Callaway Golf Company, and all amendments thereto (the “Registration Statement”) and any related prospectus filed pursuant to Rule 424 promulgated under the Securities Act of 1933, as am |
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| January 5, 2021 |
Consent of Erik J Anderson to be named as director. EX-99.5 Exhibit 99.5 CONSENT TO BE NAMED AS A DIRECTOR Pursuant to Rule 438 promulgated under the Securities Act of 1933, as amended, I hereby consent to my being named in the Registration Statement on Form S-4 of Callaway Golf Company, and all amendments thereto (the “Registration Statement”) and any related prospectus filed pursuant to Rule 424 promulgated under the Securities Act of 1933, as am |
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| January 5, 2021 |
Consent of Goldman Sachs & Co. LLC. EX-99.4 Exhibit 99.4 January 5, 2021 Board of Directors Callaway Golf Company 2180 Rutherford Road Carlsbad, CA 92008 Re: Amendment No. 1 to the Registration Statement on Form S-4 of Callaway Golf Company, filed January 5, 2021 (the “Amended Registration Statement”) Ladies and Gentlemen: Reference is made to our opinion letter, dated October 27, 2020 (“Opinion Letter”), with respect to the fairnes |
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| January 5, 2021 |
S-4/A 1 d54680ds4a.htm S-4/A Table of Contents As filed with the Securities and Exchange Commission on January 5, 2021 Registration No. 333-250903 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to Form S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Callaway Golf Company (Exact name of registrant as specified in its charter) Delaware 3949 95-379 |
