A shareholder of Callaway Golf Company filed an amended notice of proposed sale of restricted or control securities. The notice covers the planned sale of 272,474 shares of common stock, with an aggregate market value of $5,029,870.04, to be sold through broker CAPIS on the NYSE on or around August 6, 2026. Callaway Golf common stock outstanding is listed as 178,510,521 shares.
The securities proposed for sale were acquired as stock awards under the company’s Long Term Incentive Plan, including 33,957 shares awarded on February 8, 2021 and 238,517 shares awarded on February 9, 2021.
Callaway Golf Company is registering a proposed sale of 272,474 shares of common stock under a notice filed for sales on the NYSE through broker CAPIS at 1700 Pacific Ave., Suite 1100, Dallas, TX 75201, with an aggregate market value of $5,029,870.04.
The securities relate to stock awards granted on February 8, 2021 for 33,957 shares and on February 9, 2021 for 238,517 shares under the company’s Long Term Incentive Plan. Common shares outstanding were 178,510,521 as of the proposed sale date of August 6, 2026.
Callaway Golf Company reported improved profitability for the three and six months ended June 30, 2026, following the sale of a majority stake in its Topgolf business. Net sales from continuing operations were $612.2 million for the June quarter and $1,299.7 million year-to-date, generating gross profit of $306.7 million and $633.4 million, respectively. Net income from continuing operations reached $75.8 million for the quarter and $150.7 million for the first half, while total net income including discontinued operations was $75.2 million and $168.3 million, respectively.
Golf Equipment remained the larger segment, with six-month sales of $916.5 million and pre-tax income of $217.9 million, while Apparel, Gear and Other delivered $383.2 million of sales and $85.4 million of pre-tax income. The United States contributed $863.5 million of year-to-date revenue, with Europe at $148.0 million and Asia at $193.9 million.
At June 30, 2026, cash and cash equivalents were $278.1 million and total long-term debt principal was $7.7 million, down from $1,434.0 million at December 31, 2025. The company received $820.1 million of net proceeds from the Topgolf sale and now holds a 39.3% equity interest, recording a $28.7 million equity-method loss in the first half. Consolidated available liquidity was $774.7 million. Results also reflect $10.8 million of tariff refunds recorded as a reduction of cost of sales and $1.8 million of impairment charges related to exiting certain TravisMathew retail locations.
Callaway Golf Company reported Q2 2026 net sales of $612.2 million, up 2% year over year, led by 4.5% growth in Golf Equipment. GAAP gross margin rose 620 basis points to 50.1%, and net income from continuing operations increased to $75.8 million, with diluted EPS of $0.40.
Non-GAAP results also improved: gross margin reached 48.5%, non-GAAP net income from continuing operations was $73.8 million, and Adjusted EBITDA rose 35.8% to $124.9 million. Segment operating income expanded in both Golf Equipment and Apparel, Gear and Other.
Callaway accelerated balance sheet improvement, repaying $258 million of convertible notes and $163 million of term loan B and ending June 30, 2026 with $278.1 million of cash and $74 million of debt, a net cash position. The company repurchased 5.9 million shares year to date for $84.5 million.
Management raised full‑year 2026 guidance to net sales of $2.045–$2.070 billion and Adjusted EBITDA of $246–$260 million, but expects Q3 2026 net sales of $415–$435 million and Adjusted EBITDA of $10–$20 million, below 2025 levels, reflecting product launch timing and business rationalization. Updated tariff assumptions increase 2026 gross tariff expense to about $43 million while offering roughly $50 million of potential refunds.
Ogunlesi Adebayo O. reported acquisition or exercise transactions in this Form 4 filing.
Callaway Golf director Adebayo O. Ogunlesi received 1,611 shares of Common Stock as a grant in lieu of the cash retainer for the quarter ending June 30, 2026. After this award, he holds 158,935 shares directly, plus indirect holdings with his spouse in JTWROS and through Raynham I LLC.
FLEISCHER RUSSELL L reported acquisition or exercise transactions in this Form 4 filing.
Callaway Golf Co director Russell L. Fleischer received 1,684 shares of Common Stock as a stock grant. The shares were awarded at a stated price of $0.00 per share and increased his direct holdings to 155,863 shares following the transaction.
The footnote explains that these shares were issued instead of the cash retainer he would otherwise receive under Callaway’s non-employee director compensation program for the quarter ending June 30, 2026. This filing reflects routine equity-based director compensation rather than an open-market purchase or sale.
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.
Callaway Golf Co director Anthony S. Thornley increased his direct share holdings through RSU vesting. On May 29, 2026, 18,546 Restricted Stock Units converted into 18,546 shares of common stock on a one-for-one basis at no cash exercise price, as part of his equity compensation.
The RSUs were originally granted on May 29, 2025 and vested in full on the first anniversary of the grant date. Following this conversion, Thornley directly owns 107,330 shares of Callaway Golf Co common stock. No open-market purchases or sales were reported in this filing.
Callaway Golf Co director Linda B. Segre exercised restricted stock units into common shares as part of her equity compensation. On May 29, 2026, 18,546 RSUs converted into 18,546 shares of common stock on a one-for-one basis, from a grant made on May 29, 2025.
That grant vested in full on its first anniversary. Following the conversion, Segre directly holds 86,015 shares of Callaway Golf common stock, reflecting routine compensation-related equity rather than an open-market purchase or sale.
Callaway Golf Co director Adebayo O. Ogunlesi received 18,546 shares of Common Stock on conversion of previously granted Restricted Stock Units that vested on the first anniversary of their May 29, 2025 grant. Following the vesting, he holds 157,324 shares directly, plus 845,284 shares held jointly with his spouse and 100,000 shares held through Raynham I LLC, all as indirect ownership. No open-market purchases or sales were reported in this filing.