Form 4: Topgolf Callaway Director Anthony Thornley Reports Routine Stock Transactions and RSU Grant

Topgolf Callaway Brands Corp. Director Anthony S. Thornley reported the vesting of 8,096 Restricted Stock Units into common stock and the grant of 18,546 new Restricted Stock Units.

Summary

• Anthony S. Thornley, a Director of Topgolf Callaway Brands Corp. (MODG), reported transactions on May 29 and May 30, 2025.
• On May 30, 2025, 8,096 Restricted Stock Units (RSUs) granted on May 30, 2024, vested and converted into 8,096 shares of common stock.
• Following this conversion, Mr. Thornley directly beneficially owns 88,784 shares of common stock.
• On May 29, 2025, Mr. Thornley was granted 18,546 new Restricted Stock Units (RSUs).
• These newly granted RSUs will vest in full on May 29, 2026, which is the first anniversary of the grant date.
• Each RSU represents a contingent right to receive one share of common stock upon vesting.

Sentiment

Score: 6

Explanation: The filing indicates routine compensation for a director through RSU grants and vesting, which is a positive for the individual's compensation and aligns their interests with shareholders, but does not provide broader company performance insights.

Positives

• The director received a new grant of 18,546 Restricted Stock Units, representing future potential equity compensation.
• The vesting of 8,096 previously granted RSUs into common stock increases the director's direct ownership in the company, aligning interests with shareholders.

Negatives

• No negative transactions, such as stock sales, were reported in this filing.

Future Outlook

This Form 4 filing does not contain forward-looking statements or guidance regarding the company's financial performance or strategic outlook.

Industry Context

This filing is a routine insider transaction report and does not provide insights into broader industry trends or competitive dynamics within the golf and leisure industry.

Related Party Transactions

• The grant of Restricted Stock Units to a director is a form of related party transaction, representing equity compensation from the company to a member of its board.

Stakeholder Impact

• Shareholders: The vesting of RSUs results in a minor increase in outstanding shares, leading to slight dilution, but also aligns the director's interests with shareholder value.
• Director (Anthony S. Thornley): Receives equity compensation, increasing his direct ownership and future potential compensation.

Next Steps

• The 18,546 Restricted Stock Units granted on May 29, 2025, are scheduled to vest on May 29, 2026.

Key Dates

Keywords

Topgolf Callaway Brands Corp., MODG, Anthony S. Thornley, SEC Form 4, Insider Transaction, Restricted Stock Units, RSU Vesting, Equity Compensation, Director Compensation, Common Stock