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  4. [8-K] Callaway Golf Co Reports Material Event

Callaway Golf (NYSE: CALY) clears term loan B, targets net cash by year end

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Callaway Golf Company has fully repaid the remaining approximately $163 million outstanding under its term loan B facility, after voluntarily prepaying $1 billion of term loan B debt in January 2026. The repayment was funded entirely with cash on hand, simplifying the company’s capital structure.

Immediately after this repayment, Callaway Golf reported approximately $53 million of remaining gross debt, including approximately $44 million under its Japan ABL facility and approximately $9 million of equipment notes and finance leases, along with over $150 million of unrestricted cash and cash equivalents. Management expects lower future cash interest expense and greater financial flexibility, and continues to expect to end the year in a net cash to zero net leverage position.

Positive

  • Substantial term loan B repayment: The company repaid the remaining approximately $163 million of term loan B after a $1 billion prepayment in January 2026, significantly reducing secured term debt.
  • Stronger net cash position: Following the repayment, Callaway Golf reports approximately $53 million of gross debt and over $150 million of unrestricted cash, aligning with its goal of reaching a net cash to zero net leverage position.
  • Lower interest burden and more flexibility: Management expects the repayment to reduce future cash interest expense and enhance financial flexibility to pursue reinvestment and capital returns.

Negative

  • None.

Insights

Callaway Golf executes major debt paydown, leaving low leverage and ample cash.

Callaway Golf repaid in full the remaining approximately $163 million of its term loan B using cash on hand, following a prior $1 billion voluntary prepayment in January 2026. This removes a large term loan from the capital structure and concentrates remaining debt in smaller facilities.

After the transaction, the company reports approximately $53 million of gross debt against over $150 million of unrestricted cash, implying a modest net cash position. Management highlights expected reductions in cash interest expense and improved flexibility to pursue its capital allocation priorities of reinvestment, balance sheet strength, and returning capital to shareholders.

The company states it continues to expect to end the year in a net cash to zero net leverage position. Future filings and financial results will indicate how quickly interest savings and the stronger balance sheet translate into earnings and shareholder returns.

Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Final term loan B repayment approximately $163 million Remaining balance repaid June 1, 2026
Prior term loan B prepayment $1 billion Voluntary prepayment in January 2026
Gross debt after repayment approximately $53 million Immediate post-repayment gross debt
Japan ABL facility balance approximately $44 million Component of remaining gross debt
Equipment notes and finance leases approximately $9 million Component of remaining gross debt
Unrestricted cash and equivalents over $150 million Cash position immediately following repayment
term loan B facility financial
"repayed in full the remaining approximately $163 million outstanding under its term loan B facility"
A Term Loan B facility is a large, multi‑year loan that a company borrows from banks or institutional investors and repays on a fixed schedule, often with smaller regular payments and a larger final payment. Think of it like a commercial mortgage for a business; it matters to investors because it changes the company’s interest costs, cash flow and financial risk — affecting its ability to pay dividends, invest in growth or meet debt obligations.
Japan ABL facility financial
"consisting of approximately $44 million under its Japan ABL facility"
finance leases financial
"approximately $9 million of equipment notes and finance leases"
A finance lease is a long-term rental arrangement where a company takes on most of the risks and rewards of owning an asset—like equipment or property—while making scheduled payments instead of a single purchase. Think of it like buying something on an installment plan: the item appears on the company’s books as an asset and a matching obligation, which affects reported debt, profits and cash flow and therefore can change how investors view the company’s financial strength and valuation.
capital allocation priorities financial
"capital allocation priorities of reinvesting in the business, maintaining a healthy balance sheet and returning capital"
Capital allocation priorities are the order in which a company decides to use its financial resources, such as investing in new projects, paying dividends, reducing debt, or saving for future needs. They matter to investors because they influence a company's growth potential and financial stability, helping them understand how the business plans to grow and return value over time. Proper priorities can indicate a well-managed company focused on sustainable success.
net leverage financial
"expect to end the year in a net cash to zero net leverage position"
Net leverage measures how many years it would take for a company to pay off its outstanding debt using its annual operating cash flow, after subtracting cash on hand from total debt. Think of it like a household’s mortgage balance minus savings divided by yearly income; a lower number means the company is in a safer position to handle debt, while a higher number signals greater financial risk and potential pressure on profits or growth.
forward-looking statements regulatory
"are forward-looking statements as defined under the Private Securities Litigation Reform Act of 1995"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
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false 0000837465 0000837465 2026-06-01 2026-06-01
 
 

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, 2026

Date of Report (Date of earliest event reported)

 

 

CALLAWAY GOLF COMPANY

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   1-10962   95-3797580
(State or other jurisdiction   (Commission   (IRS Employer
of incorporation)   File Number)   Identification No.)

 

2180 RUTHERFORD ROAD, CARLSBAD, California   92008-7328
(Address of principal executive offices)   (Zip Code)

(760) 931-1771

Registrant’s telephone number, including area code

NOT APPLICABLE

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

  

Trading

Symbol(s)

  

Name of each exchange

on which registered

Common Stock, $0.01 par value per share   CALY   The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 
 

Item 7.01

Regulation FD Disclosure.*

On June 1, 2026, Callaway Golf Company issued a press release captioned “Callaway Golf Company Announces Full Repayment of Term Loan B.” A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by this reference.

 

Item 9.01

Financial Statements and Exhibits.*

 

  (d)

Exhibits.

 

   

The following exhibit is being furnished herewith:

 

Exhibit 99.1    Press Release, dated June 1, 2026, captioned, “Callaway Golf Company Announces Full Repayment of Term Loan B.”
Exhibit 104    Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document

 

*

The information furnished in this Current Report on Form 8-K shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any registration statement or other filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

    CALLAWAY GOLF COMPANY
Date: June 1, 2026     By:  

/s/ Heather D. McAllister

    Name:   Heather D. McAllister
    Title:   Senior Vice President, General Counsel and Corporate Secretary

Exhibit 99.1

Callaway Golf Company Announces Full Repayment of Term Loan B

CARLSBAD, Calif., June 1, 2026 /PRNewswire/ — Callaway Golf Company (NYSE: CALY)(the “Company”) today announced that it has repaid in full the remaining approximately $163 million outstanding under its term loan B facility, following its voluntary prepayment of $1 billion of term loan B debt in January 2026. The repayment was funded with cash on hand, further simplifying the Company’s capital structure. Immediately following the repayment, the Company had approximately $53 million of remaining gross debt, consisting of approximately $44 million under its Japan ABL facility and approximately $9 million of equipment notes and finance leases, as well as unrestricted cash and cash equivalents of over $150 million. The repayment will reduce future cash interest expense and enhance financial flexibility.

“This final repayment marks an important milestone in the balance sheet actions we outlined earlier this year,” said Brian Lynch, Chief Financial Officer and Chief Legal Officer. “With our term loan B now fully repaid, we are well positioned to continue executing our capital allocation priorities with a strong balance sheet.”

This repayment is consistent with the Company’s previously communicated capital allocation priorities of reinvesting in the business, maintaining a healthy balance sheet and returning capital to shareholders. The Company continues to expect to end the year in a net cash to zero net leverage position.

About Callaway Golf Company

Callaway Golf Company (NYSE: CALY), is a premium golf equipment, gear and apparel company with a portfolio of global brands, including Callaway Golf, Odyssey, TravisMathew, and OGIO. Through an unwavering commitment to innovation and premium craftsmanship, Callaway designs, manufactures, and sells high-performance golf clubs, golf balls, apparel, bags, and other accessories—setting the standard for performance in the game of golf. For more information, please visit https://ir.callawaygolf.com.

Forward-Looking Statements

Statements used in this press release that relate to future plans, events, financial results, performance, prospects, or growth opportunities, including statements relating to the Company’s net leverage and cash balances at the end of the year, future cash interest expense, capital allocation priorities and positioning to return capital to shareholders, health of the Company’s balance sheet and financial flexibility, and statements of belief

and any statement of assumptions underlying any of the foregoing, are forward-looking statements as defined under the Private Securities Litigation Reform Act of 1995. The words “believe,” “expect,” “estimate,” “could,” “would,” “should,” “intend,” “may,” “plan,” “seek,” “anticipate,” “project” and similar expressions, among others, generally identify forward-looking statements, which speak only as of the date the statements were made and are not guarantees of future performance. These statements are based upon current information and expectations. Accurately estimating the forward-looking statements is based upon various risks and unknowns. Actual results may differ materially from those estimated or anticipated as a result of the risks and unknowns identified in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 or other risks and uncertainties. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. The Company undertakes no obligation to republish revised forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

Investor Contact

Patrick Burke

invrelations@callawaygolf.com

Source: View Original Filing on SEC EDGAR

FAQ

What debt did Callaway Golf Company (CALY) repay in June 2026?

Callaway Golf repaid in full the remaining approximately $163 million outstanding under its term loan B facility. This followed a voluntary prepayment of $1 billion of term loan B debt in January 2026, effectively eliminating that term loan from its capital structure.

How did Callaway Golf (CALY) fund the repayment of its term loan B?

The company funded the full repayment of the remaining approximately $163 million term loan B balance with cash on hand. Using internal cash resources avoids new borrowing and directly reduces interest-bearing debt, which management expects will lower future cash interest expense.

What is Callaway Golf’s remaining debt after the term loan B repayment?

Immediately after repayment, Callaway Golf reported approximately $53 million of gross debt. This included approximately $44 million under its Japan ABL facility and approximately $9 million of equipment notes and finance leases, significantly less than its earlier term loan B balance.

How much cash does Callaway Golf (CALY) hold after repaying term loan B?

Following the repayment, the company reported unrestricted cash and cash equivalents of over $150 million. This cash balance, compared with approximately $53 million of gross debt, supports management’s expectation of ending the year in a net cash to zero net leverage position.

How will the repayment affect Callaway Golf’s interest expense and leverage?

Management states the repayment will reduce future cash interest expense and enhance financial flexibility. With term loan B fully repaid, remaining debt is about $53 million, and the company continues to expect to reach a net cash to zero net leverage position by year end.

What are Callaway Golf’s capital allocation priorities after this debt reduction?

The company reiterates capital allocation priorities of reinvesting in the business, maintaining a healthy balance sheet, and returning capital to shareholders. Management views the full repayment of term loan B as an important milestone in executing these balance sheet and capital allocation plans.

Filing Exhibits & Attachments

4 documents

Press Releases

Other Documents