Glenn Hickey (CALY) gains 6,221 shares, withholds 3,395 for taxes

Rhea-AI Filing Summary

Callaway Golf EVP & President, Callaway Sales, Glenn F. Hickey reported RSU vesting and related share withholding. On February 22, he exercised 6,221 restricted stock units, converting them into 6,221 shares of common stock on a one-for-one basis. To satisfy tax withholding on this vesting, 3,395 shares were disposed of at $14.60 per share. Following these transactions, he directly held 90,623 common shares, with an additional 10,000 shares held indirectly by a family trust. These RSUs were originally granted on February 22, 2023 and vest in three equal annual installments beginning on the first anniversary of the grant date.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Hickey Glenn F.

(Last) (First) (Middle)

2180 RUTHERFORD ROAD

(Street)

CARLSBAD CA 92008

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Callaway Golf Co [ CALY ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP & Pres., Callaway Sales

3. Date of Earliest Transaction (Month/Day/Year)
02/22/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/22/2026		M		6,221(1)	A	$0(2)	94,018	D
Common Stock	02/22/2026		F		3,395(3)	D	$14.6	90,623	D
Common Stock								10,000	I	By Family Trust

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(2)	02/22/2026		M			6,221(1)	(4)	(4)	Common Stock	6,221	$0	0(5)	D

Explanation of Responses:

1. Represents the number of shares of common stock issued upon the vesting of restricted stock units ("RSUs").

2. RSUs convert into common stock on a one-for-one basis.

3. Represents the number of shares of common stock withheld by the Company to satisfy tax withholding requirements in connection with the RSU vesting.

4. The RSUs were granted on February 22, 2023 and vest in three equal annual installments beginning on the first anniversary of the grant date.

5. Represents only the RSUs granted on February 22, 2023 and does not include RSUs with different vesting terms.

Remarks:

	/s/ Clinton Foss Attorney-in-Fact for Glenn F. Hickey under a Limited Power of Attorney dated November 30, 2023.	02/23/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did CALY executive Glenn F. Hickey report?

Glenn F. Hickey reported RSU vesting and related share withholding. On February 22, 6,221 restricted stock units converted into 6,221 common shares, and 3,395 shares were disposed of to cover tax withholding obligations tied to the vesting, all under his direct ownership.

How many Callaway Golf (CALY) shares did Glenn F. Hickey acquire from RSU vesting?

He acquired 6,221 Callaway Golf common shares through RSU vesting. These restricted stock units converted into common stock on a one-for-one basis as they vested, reflecting part of an award granted on February 22, 2023 with three equal annual vesting installments.

How many CALY shares were disposed of to cover taxes on Glenn Hickey’s RSU vesting?

A total of 3,395 common shares were disposed of to satisfy tax withholding requirements. The shares were withheld by the company in connection with the RSU vesting and valued at a transaction price of $14.60 per share, rather than being sold in an open-market trade.

What are Glenn F. Hickey’s CALY share holdings after these transactions?

After these transactions, Glenn F. Hickey directly held 90,623 Callaway Golf common shares. In addition, 10,000 common shares were held indirectly by a family trust, reflecting a separate line of indirect ownership disclosed alongside his direct holdings in the Form 4 filing.

What are the vesting terms of Glenn Hickey’s 2023 Callaway Golf RSU grant?

The RSUs were granted on February 22, 2023 and vest in three equal annual installments. Vesting begins on the first anniversary of the grant date, and each restricted stock unit converts into one share of Callaway Golf common stock when the applicable vesting condition is satisfied.

How do Glenn Hickey’s RSUs in CALY convert into common stock?

Glenn Hickey’s restricted stock units convert into common stock on a one-for-one basis. When an RSU vests, one share of Callaway Golf common stock is issued for each unit, as illustrated by 6,221 RSUs vesting into 6,221 common shares on February 22.