SEC Form 4 · accession 0001209191-17-028506
Callaway Golf Co · CALY
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Robert K. Julian
Other
Period of report
Apr 25, 2017
Accepted (ET)
Apr 27, 2017 · 7:22 pm EDT
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 | Apr 25, 2017 | M | 8,592 | $0.00 | A | 11,966 | D | |
| Common StockF3 | Apr 25, 2017 | F | 3,229 | $11.65 | D | 8,737 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF4,F6,F2,F5 | $0.00 | Apr 25, 2017 | M | 8,593 | D | — | — | Common Stock | 8,593 | 0 | D |
Explanation of responses
- F1Represents the number of shares of common stock issued upon the vesting of a restricted stock unit ("RSU") plus the number of shares of common stock accrued with respect to such vested portion of the RSU as a result of dividend equivalent rights paid by the Company pursuant to the terms of the award. The number of shares reported on Table 1 does not include the fractional shares, which were paid in cash upon settlement.
- F2RSUs convert into common stock on a one-for-one basis.
- F3Represents the number of shares of common stock withheld by the Company to satisfy tax withholding requirements in connection with the RSU vesting.
- F4Per the terms of the reporting persons' separation from the Company, his restricted stock units have partially vested effective April 25, 2017 as follows: 8,592.86 restricted stock units which were originally scheduled to vest on February 8, 2018.
- F5The RSUs were granted on February 8, 2016 and vest in three equal annual installments beginning on the first anniversary of the grant date.
- F6Represents only the RSUs granted on February 8, 2016 and does not include other RSUs with different vesting terms.
Remarks
Robert K. Julian departed from his position as Senior Vice President and Chief Financial Officer effective April 25, 2017.