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If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) |
The RSUs were granted on February 2, 2015 and vest in three equal annual installments beginning on the first anniversary of the grant date. |
(2) |
The Performance Stock Units were originally granted on February 2, 2015 and were subject to the achievement of certain performance criteria. On January 18, 2016, the Compensation and Management Succession Committee of the Board of Directors determined that the performance criteria were achieved for the number of units being reported on this form. The Performance Stock Units vest on the third anniversary of the grant date provided the recipient remains employed by Callaway Golf Company. |
(3) |
The RSUs were granted on February 8, 2016 and vest in three equal annual installments beginning on the first anniversary of the grant date. |
(4) |
The Reporting Person was granted a total of 21,950 "target" Performance Stock Units ("PSUs") on February 8, 2016, the vesting of which are subject to the achievement of certain performance criteria. The Reporting Person may be eligible to vest in up to 200% of such "target" PSUs during the three year period ending December 31, 2018. On January 18, 2017, the Compensation and Management Succession Committee of the Board of Directors determined that 50% of the "target" award was deemed to be achieved under the terms of the PSUs as a result of the Company's performance during 2016. As a result, 10,975 of the PSUs converted to time-based units that will vest on the third anniversary of the grant date provided the recipient remains employed by Callaway Golf Company through such date. The Reporting Person remains eligible to vest in the remaining PSUs subject to the original award subject to the achievement of certain performance criteria. |
(5) |
The RSUs were granted on September 1, 2016 and 50% vest on September 1, 2021 and remaining 50% vest in five equal annual installments thereafter. |