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Callaway Golf Company reported results from its 2026 Annual Meeting of Shareholders and related board actions. Thomas G. Dundon and Mark D. Mandel were elected to the Board and each entered into the Company’s standard indemnification agreement for non-employee directors, which covers legal expenses and liabilities arising from service, with expense advances subject to possible reimbursement after final determinations.
Shareholders voted on three proposals. Of the 181,976,071 common shares outstanding as of the record date, 160,373,469 were represented at the meeting. All nominated directors were elected with strong majorities; for example, Mark D. Mandel received 145,294,838 votes for and 594,819 against. Shareholders ratified Deloitte & Touche LLP as independent auditor for the year ending December 31, 2026, with 156,259,310 votes for and 3,553,082 against. On an advisory basis, shareholders also approved executive compensation, with 136,918,067 votes for and 8,942,872 against.
Callaway Golf Co director Varsha Rajendra Rao acquired 18,546 shares of common stock through the vesting of restricted stock units. The RSUs convert into common stock on a one-for-one basis. After this transaction, Rao directly holds 71,717 shares of Callaway Golf Co common stock.
The vested RSUs were originally granted on May 29, 2025 and were scheduled to vest in full on the date of the 2026 Annual Meeting of Shareholders. The filing shows a routine equity compensation event, with no open-market purchases or sales reported.
Callaway Golf Co director Erik J. Anderson reported the vesting of 18,546 Restricted Stock Units that converted into the same number of common shares. The RSUs convert into common stock on a one-for-one basis and were issued at a stated price of $0.00 per share.
Following this vesting, Anderson directly holds 39,153 shares of Callaway common stock. In addition, 580,459 shares are held by WestRiver Management LLC and 40,476 shares are held by Anderson Family Investments LLC, entities of which he is the sole manager; the filing states he may be deemed to beneficially own these securities but disclaims beneficial ownership except to the extent of his pecuniary interest.
THORNLEY ANTHONY S reported acquisition or exercise transactions in this Form 4 filing.
Callaway Golf Co director Anthony S. Thornley received a grant of 8,181 Restricted Stock Units. Each RSU represents a contingent right to receive one share of common stock, granted at no cash cost. The RSUs were granted on May 21, 2026 and vest in full on the first anniversary of the grant date. Following this grant, Thornley holds 8,181 RSUs under these specific vesting terms, separate from any other RSU awards.
SEGRE LINDA B reported acquisition or exercise transactions in this Form 4 filing.
Callaway Golf Co director Linda B. Segre received a grant of 8,181 restricted stock units (RSUs). Each RSU represents a contingent right to receive one share of Callaway common stock. The RSUs were granted on May 21, 2026 and vest in full on the first anniversary of the grant date. After this grant, Segre holds 8,181 RSUs directly under the terms described.
Ogunlesi Adebayo O. reported acquisition or exercise transactions in this Form 4 filing.
Callaway Golf Co director receives equity award. Director Adebayo O. Ogunlesi was granted 8,181 Restricted Stock Units, each representing a contingent right to receive one share of Callaway Golf common stock. The RSUs were granted on May 21, 2026 and vest in full one year after the grant date.
Mandel Mark D. reported acquisition or exercise transactions in this Form 4 filing.
Callaway Golf Co director Mark D. Mandel received a grant of 8,181 Restricted Stock Units. Each RSU represents a contingent right to receive one share of common stock. The RSUs were granted on May 21, 2026 and vest in full on the first anniversary of the grant date.
LUNDGREN JOHN F reported acquisition or exercise transactions in this Form 4 filing.
Callaway Golf Co director John F. Lundgren received a grant of 8,181 Restricted Stock Units (RSUs). The RSUs were awarded on May 21, 2026 as equity compensation, not through an open-market purchase or sale.
Each RSU represents a contingent right to receive one share of Callaway common stock. The grant vests in full on the first anniversary of the grant date. Following this award, Lundgren holds 8,181 RSUs reported here, separate from any other RSUs with different vesting terms.
Holloway Bavan reported acquisition or exercise transactions in this Form 4 filing.
Callaway Golf Co director Holloway Bavan received a grant of 8,181 Restricted Stock Units (RSUs). Each RSU represents a contingent right to receive one share of Callaway common stock at no purchase price.
The RSUs were granted on May 21, 2026 and vest in full on the first anniversary of the grant date.
FLEISCHER RUSSELL L reported acquisition or exercise transactions in this Form 4 filing.
Callaway Golf Co director Russell L. Fleischer received an equity award of 8,181 Restricted Stock Units (RSUs). Each RSU represents a contingent right to receive one share of Callaway common stock. The RSUs were granted on May 21, 2026 and vest in full on the first anniversary of the grant date. Following this grant, Fleischer holds 8,181 RSUs from this award reported as directly owned.