Filing Details
- Accession Number:
- 0000899243-23-007551
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2023-03-08 16:41:49
- Reporting Period:
- 2023-03-06
- Accepted Time:
- 2023-03-08 16:41:49
- SEC Url:
- Form 4 Filing
Issuer
Cik | Name | Symbol | Sector (SIC) | IRS No |
---|---|---|---|---|
837465 | Topgolf Callaway Brands Corp. | MODG | Sporting & Athletic Goods, Nec (3949) | 953797580 |
Insiders
Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
---|---|---|---|---|---|---|---|
1174968 | J Erik Anderson | 2180 Rutherford Road Carlsbad CA 92008 | Yes | No | No | No |
Reported Non-Derivative Transactions
Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|---|---|---|---|---|---|
Common Stock | Disposition | 2023-03-06 | 20,000 | $23.96 | 549,321 | No | 4 | S | Indirect | By WestRiver Management, LLC |
Common Stock | Disposition | 2023-03-07 | 2,737,484 | $0.00 | 0 | No | 4 | J | Indirect | By TGP Investors, LLC |
Common Stock | Disposition | 2023-03-07 | 604,998 | $0.00 | 0 | No | 4 | J | Indirect | By TGP Investors II, LLC |
Common Stock | Disposition | 2023-03-07 | 9,351 | $0.00 | 0 | No | 4 | J | Indirect | By TGP Advisors, LLC |
Common Stock | Acquisiton | 2023-03-07 | 427,741 | $0.00 | 977,062 | No | 4 | J | Indirect | By WestRiver Management, LLC |
Common Stock | Disposition | 2023-03-07 | 85,548 | $23.02 | 891,514 | No | 4 | J | Indirect | By WestRiver Management, LLC |
Common Stock | Disposition | 2023-03-07 | 8,555 | $0.00 | 882,959 | No | 4 | J | Indirect | By WestRiver Management, LLC |
Common Stock | Acquisiton | 2023-03-07 | 8,555 | $0.00 | 20,092 | No | 4 | J | Direct | |
Common Stock | Acquisiton | 2023-03-07 | 5,151 | $0.00 | 25,243 | No | 4 | J | Direct | |
Common Stock | Acquisiton | 2023-03-07 | 1,885 | $0.00 | 40,476 | No | 4 | J | Indirect | By Anderson Family Investments, LLC |
Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|
No | 4 | S | Indirect | By WestRiver Management, LLC |
No | 4 | J | Indirect | By TGP Investors, LLC |
No | 4 | J | Indirect | By TGP Investors II, LLC |
No | 4 | J | Indirect | By TGP Advisors, LLC |
No | 4 | J | Indirect | By WestRiver Management, LLC |
No | 4 | J | Indirect | By WestRiver Management, LLC |
No | 4 | J | Indirect | By WestRiver Management, LLC |
No | 4 | J | Direct | |
No | 4 | J | Direct | |
No | 4 | J | Indirect | By Anderson Family Investments, LLC |
Footnotes
- Represents a pro-rata distribution in kind of shares of the Issuer's common stock held of record by TGP Investors, LLC ("TGP"), TGP Investors II, LLC ("TGP II"), TGP Manager, LLC ("TGP Manager"), and TGP Advisors, LLC ("TGP Advisors") to their respective members for no consideration ("Distribution-in-Kind") pursuant to such entities' organizational documents.
- WestRiver Management, LLC ("WestRiver Management") is the sole managing member of TGP Advisors and TGP Manager. TGP Manager is the sole managing member of TGP and TGP II and in such capacity is responsible for voting decisions with respect to certain matters regarding the Issuer's securities held by TGP and TGP II. The Reporting Person is the sole member and sole manager of WestRiver Management and the sole manager of Anderson Family Investments, LLC ("AFI"). As a result, the Reporting Person may be deemed to beneficially own the securities held of record by TGP, TGP II, TGP Advisors, TGP Manager, WestRiver Management and AFI. The Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein.
- Represents shares of Issuer's common stock received in connection with the Distribution-in-Kind.
- Represents shares of the Issuer's common stock transferred to third party consultants as compensation pursuant to existing consulting arrangements between WestRiver Management and such consultants.
- Represents the closing price of the Issuer's common stock on the date the shares were transferred in the transactions described in note 4.
- The number of shares of the Issuer's common stock held directly by the Reporting Person reflects the transfer of 8,555 shares of the Issuer's common stock by the Reporting Person to his former spouse pursuant to the requirements of a domestic relations order, which is exempt under Rule 16a-12.