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Topgolf Callaway Brands Ord Shs SEC Filings

MODG NYSE

Welcome to our dedicated page for Topgolf Callaway Brands Ord Shs SEC filings (Ticker: MODG), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.

The Topgolf Callaway Brands Corp. (NYSE: MODG) SEC filings page on Stock Titan provides access to the company’s regulatory disclosures, including Current Reports on Form 8-K and other key documents filed with the U.S. Securities and Exchange Commission. These filings explain material events, financial results, governance changes and significant transactions affecting the Modern Golf and active lifestyle business.

For Topgolf Callaway Brands, recent 8-K filings document the agreement and completion of the sale of a 60% stake in the Topgolf and Toptracer businesses to an affiliate of Leonard Green & Partners, L.P., including details on the equity purchase agreement, expected and realized net proceeds, governance structure for Topgolf Topco, LLC and related transfer and consent rights. Other 8-Ks discuss quarterly financial results, changes in directors, and participation in investor events, giving investors insight into both operations and board-level developments.

Through this page, you can track how the company reports segment performance for Topgolf, Golf Equipment and Active Lifestyle, how it describes non-GAAP measures such as Adjusted EBITDA, and how it discusses liquidity, debt repayment and capital allocation decisions like stock repurchase authorizations. Filings also capture information about licensing arrangements, brand portfolio changes and the planned corporate name and ticker symbol change to Callaway Golf Company (NYSE: CALY).

Stock Titan enhances these filings with AI-powered summaries that highlight the main points of lengthy documents, helping readers quickly understand the implications of new 8-Ks, 10-K annual reports, 10-Q quarterly reports and Form 4 insider transaction filings when they are available. Real-time updates from EDGAR ensure that new disclosures for MODG appear promptly, while AI analysis helps interpret complex sections, such as transaction terms, segment commentary and risk-related language, in a more accessible way.

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Topgolf Callaway Brands Corp. (MODG) filed a current report announcing that it issued a press release on November 24, 2025. The release states that the company will participate in a Jefferies Virtual Fireside Chat, which is a conference-style investor event hosted by Jefferies.

The press release is provided as Exhibit 99.1 to the report and is furnished under Regulation FD, which is intended to ensure broad, fair disclosure of information to the market. No financial results, transactions, or other material changes to the company’s operations are described in this report.

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Topgolf Callaway Brands Corp. is selling a 60% stake in its Topgolf and Toptracer business to an affiliate of Leonard Green & Partners. The deal values Topgolf’s equity at approximately $1.1 billion, with the purchaser paying $660 million for the 60% indirect equity interest. Including related financing transactions, the company expects to receive about $770 million in net proceeds after fees and purchase price adjustments.

The transaction will be executed through a new holding structure in which a newly formed subsidiary, TopCo, will own 100% of Topgolf before closing. At closing, the purchaser will own 60% of TopCo and the company will retain 40%. Governance will be set by an operating agreement giving the purchaser three of six initial board seats and the company two, with board designation and consent rights tied to the company’s future ownership levels. The sale is expected to close in the first quarter of 2026, subject to regulatory approvals, absence of a material adverse effect, completion of reorganization steps and other customary closing conditions, with mutual termination rights if key conditions are not met by March 17, 2026.

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Shapiro Capital Management LLC filed Amendment No. 1 to Schedule 13G reporting beneficial ownership of 9,001,867 shares of Topgolf Callaway Brands (MODG), representing 4.9% of the class as of 09/30/2025.

The filer reports 8,103,867 shares with sole voting power and 898,000 with shared voting power; sole dispositive power over 9,001,867 shares and no shared dispositive power. The filing states the securities are held in the ordinary course and not for the purpose of changing or influencing control. The shares are held for advisory clients of Shapiro Capital, and no single client has more than five percent of the class.

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Topgolf Callaway Brands (MODG) filed its Q3 2025 10-Q. The company reported total net revenues of $934.0 million versus $1,012.9 million a year ago, with a net loss of $14.7 million compared to a $3.6 million loss. Year‑to‑date, net revenues were $3,136.8 million versus $3,314.9 million and net income was $7.7 million versus $65.0 million.

Segment performance mixed: Topgolf revenue rose to $472.2 million from $453.2 million, while Golf Equipment edged up to $305.3 million from $293.5 million. Active Lifestyle declined to $156.5 million from $266.2 million. U.S. revenue was $749.9 million versus $724.6 million; Europe and Asia decreased.

Balance sheet improved in liquidity and leverage. Cash and cash equivalents were $865.6 million versus $445.0 million at December 31, 2024, aided by $286.0 million net proceeds from the Jack Wolfskin divestiture and offset by a pre‑tax loss on sale of $23.6 million. Long‑term debt, net fell to $1,191.5 million from $1,457.9, and convertible notes, net of $257.4 million are classified current. Shares outstanding were 183,883,637 as of October 29, 2025. The company continues to pursue a separation of Topgolf, subject to customary conditions.

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Topgolf Callaway Brands (MODG) furnished an update on its business by issuing a press release and hosting a conference call covering financial results for the third quarter ended September 30, 2025. The press release, furnished as Exhibit 99.1, is captioned “Topgolf Callaway Brands Announces Third Quarter 2025 Results, Raises Full Year 2025 Guidance,” indicating an upward revision to 2025 guidance. The information provided under Item 2.02 is furnished and shall not be deemed “filed” under Section 18 of the Exchange Act.

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Varsha Rajendra Rao, a director of Topgolf Callaway Brands Corp. (MODG), received 2,602 shares of common stock as compensation. The report shows the shares were issued in lieu of the cash retainer payable under the issuer's non-employee director compensation program for the quarter ending September 30, 2025.

After the issuance the reporting person beneficially owned 49,133 shares in a direct ownership form. The transaction is recorded as an acquisition at a $0 price, reflecting an in-kind issuance rather than an open-market purchase.

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Topgolf Callaway Brands Corp. (MODG) Form 4 reports that director Adebayo O. Ogunlesi was issued 2,862 shares of common stock on 09/15/2025 at $0 per share as payment in lieu of a cash retainer under the issuer's non-employee director compensation program.

Following the reported transaction the reporting person beneficially owned 134,336 shares directly. The filing also discloses 100,000 shares held indirectly by Raynham I LLC and 845,284 shares held jointly with spouse in JTWROS. The form was signed by an attorney-in-fact on behalf of the reporting person.

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Russell L. Fleischer, a director of Topgolf Callaway Brands Corp. (MODG), was issued 2,992 shares of Common Stock on 09/15/2025 as payment in lieu of the cash retainer under the issuer's non-employee director compensation program. The shares were issued at a price of $0 and increased his reported direct beneficial ownership to 130,990 shares. The Form 4 was signed on his behalf by an attorney-in-fact, and no derivative transactions were reported. The filing reflects a routine director equity grant rather than a market purchase or sale.

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Jennifer L. Thomas, SVP and Chief Accounting Officer of Topgolf Callaway Brands Corp. (MODG), was granted 6,494 restricted stock units (RSUs) on 08/26/2025. Each RSU represents a contingent right to one share of common stock and the RSUs vest on the first anniversary of the grant date. The reported transaction reflects 6,494 shares underlying the RSUs with a reported price of $0 and direct ownership following the grant. The Form 4 was signed by an attorney-in-fact and filed on 08/28/2025.

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Rebecca Fine, EVP and Global CPO of Topgolf Callaway Brands Corp. (MODG), was granted 17,317 Restricted Stock Units (RSUs) on 08/26/2025. Each RSU represents the contingent right to one share of common stock and the award carries a $0 per-share exercise/price value because it is an equity grant rather than a purchase. The RSUs vest on the first anniversary of the grant date, meaning the reported award becomes exercisable on 08/26/2026 if vesting conditions are satisfied. The Form 4 was signed by an attorney-in-fact under a limited power of attorney and filed on 08/28/2025, and the filing reports only the RSUs granted on 08/26/2025, excluding other awards with different vesting terms.

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FAQ

How many Topgolf Callaway Brands Ord Shs (MODG) SEC filings are available on StockTitan?

StockTitan tracks 95 SEC filings for Topgolf Callaway Brands Ord Shs (MODG), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Topgolf Callaway Brands Ord Shs (MODG)?

The most recent SEC filing for Topgolf Callaway Brands Ord Shs (MODG) was filed on November 25, 2025.

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