SEC Form 4 · accession 0001209191-17-017630
Callaway Golf Co · CALY
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Oliver G Brewer III
Officer — President and CEO · Director
Period of report
Mar 1, 2017
Accepted (ET)
Mar 3, 2017 · 4:39 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000837465
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Mar 1, 2017 | M | 50,000 | $6.48 | A | 473,283 | D | |
| Common StockF1,F2 | Mar 1, 2017 | D | 50,000 | $10.32 | D | 423,283 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Appreciation Rights (SARs)F3 | $6.48 | Mar 1, 2017 | M | 50,000 | D | — | Mar 5, 2017 | Common Stock | 50,000 | 0 | D |
Explanation of responses
- F1The reported transaction occurred pursuant to the terms of the trading plan agreement entered into on November 19, 2016 and amended February 10, 2017. The trading plan agreement is intended to comply with Rule 10b5-1(c) under the Securities Exchange Act of 1934.
- F2The Stock Appreciation Rights (SARs) were settled in cash as per the terms of the award. For reporting purposes, however, the transaction is deemed to be a simultaneous acquisition and disposition of the underlying common stock and is reflected as such in this report.
- F3These Stock Appreciation Rights (SARs) vest as follows: 1/3 of the SARs vested on March 5, 2013; 1/3 of the SARs vested on March 5, 2014; and 1/3 of SARs vested on March 5, 2015.