SCHEDULE: Callaway Golf Co. Investor Exits Stake
Schedule 13D Amendment (Exit Filing)
PEP TG Investments LP has completed its exit from Callaway Golf Company, selling its remaining shares and no longer holding a significant beneficial ownership.
Summary
- PEP TG Investments LP, along with its general partner PEP TG Investments GP LLC and its sole member Michael Dominguez, have filed an amendment to their Schedule 13D, marking their exit as significant beneficial owners of Callaway Golf Company.
- On May 21, 2026, PEP TG Investments LP sold 11,175,226 shares of Callaway Golf Company's common stock at $15.34 per share in a broker-dealer transaction.
- Following this sale, PEP TG Investments LP directly holds 130,064 shares of common stock issuable upon exercise of a warrant, representing approximately 0.07% of the outstanding common stock.
- PEP TG Investments GP LLC and Michael Dominguez may be deemed to beneficially own these 130,064 shares due to their relationship with PEP TG Investments LP, but they disclaim beneficial ownership beyond their direct roles.
- This filing serves as the final amendment to the Schedule 13D, confirming the reporting persons have ceased to be beneficial owners of more than five percent of the outstanding securities.
- PEP TG Investments LP no longer has the right to nominate a director to Callaway Golf Company's board.
Sentiment
Score: 5
Explanation: StockSavvy.ai views this filing as neutral, as it primarily reports on an investor's exit rather than providing new operational or financial performance data for Callaway Golf Company.
Positives
- The sale was executed at a price of $15.34 per share, indicating a realization of value for the disposed shares.
- The exit filing signifies a completed divestment strategy for PEP TG Investments LP from Callaway Golf Company.
Negatives
- The sale of 11,175,226 shares represents a significant reduction in the reporting persons' stake.
- The reporting persons have lost their right to nominate a director to the company's board.
Risks
- The filing does not explicitly detail any future risks or challenges for Callaway Golf Company, as it primarily concerns the reporting persons' divestment.
Future Outlook
The filing does not contain forward-looking statements or guidance from Callaway Golf Company. It solely pertains to the divestment of shares by PEP TG Investments LP.
Management Comments
- PEP TG Investments GP LLC and Michael Dominguez disclaim beneficial ownership of the securities, and the filing should not be construed as an admission of beneficial ownership for Section 13(d) or 13(g) purposes.
- The filing of Amendment No. 4 represents the final amendment to the Schedule 13D and constitutes an exit filing for the Reporting Persons.
Industry Context
StockSavvy.ai notes that this filing represents a significant investor's exit from Callaway Golf Company, which could be interpreted in various ways by the market, potentially signaling a lack of further conviction or simply a realization of investment gains. The timing of such exits can sometimes precede or coincide with other corporate events.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Board Nomination Rights | PEP TG Investments LP no longer holds the right to nominate a director to Callaway Golf Company's board of directors. | 2026-05-21 | Reduces the direct governance influence of the exiting investor on the company's board composition. |
Stakeholder Impact
- Shareholders: The sale of a large block of shares by a significant investor could influence market perception and potentially short-term stock price movements. The price of $15.34 per share provides a benchmark for the value realized by the exiting investor.
- Management: The loss of a board nomination right from PEP TG Investments LP may alter board dynamics and governance considerations.
- Creditors: No direct impact is indicated by this filing.
Next Steps
- The reporting persons have completed their exit as significant beneficial owners.
- Callaway Golf Company will continue its operations without the direct involvement or significant ownership stake of PEP TG Investments LP.
Key Dates
| Date | Description |
|---|---|
| 2021-03-17 | Original Schedule 13D filing date. |
| 2021-09-22 | Amendment No. 1 to Schedule 13D filed. |
| 2021-11-17 | Amendment No. 2 to Schedule 13D filed. |
| 2026-01-28 | Amendment No. 3 to Schedule 13D filed. |
| 2026-04-30 | Date as of which shares of Common Stock outstanding were reported. |
| 2026-05-08 | Date Callaway Golf Company's Form 10-Q for the quarterly period ended March 31, 2026 was filed. |
| 2026-05-21 | Date of the Shares Sale by PEP TG Investments LP and the date reporting persons ceased to be beneficial owners of more than five percent. |
| 2026-05-26 | Date of signatures on Amendment No. 4 to Schedule 13D. |
Keywords
Callaway Golf Company, Schedule 13D, PEP TG Investments LP, PEP TG Investments GP LLC, Michael Dominguez, Beneficial Ownership, Stock Sale, Warrant, Exit Filing, SEC Filing
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