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Topgolf Callaway Brands Corp. (NYSE:MODG) announced the approval of its amended and restated 2022 Incentive Plan during its annual meeting of shareholders held last Thursday. The plan, initially approved by the company’s Board of Directors on March 27, 2025, became effective upon approval at the meeting.
The Restated Plan increases the number of shares available for issuance by 13.5 million over the previous plan. The plan stipulates that stock options and stock appreciation rights will reduce available shares on a one-for-one basis, while full-value awards will decrease the share pool by two shares per award.
Additionally, the plan caps the issuance of incentive stock options at 30 million shares and prohibits granting ISOs beyond ten years from the earlier of the Board or shareholder approval dates.
Shareholders also voted on three other proposals. The election of directors saw Oliver G. Brewer III, John F. Lundgren, and others re-elected with varying levels of support. Deloitte & Touche LLP was ratified as the independent registered public accounting firm for 2025, and the compensation of named executive officers was approved on an advisory basis.
The meeting had a participation of 159 million shares out of the 183.7 million outstanding as of the record date. The details of the voting results are available in the company’s proxy statement filed with the SEC on April 16, 2025. For deeper insights into MODG’s financial health and future prospects, including exclusive ProTips and comprehensive analysis, investors can access the full company report on InvestingPro.
The information is derived from a recent SEC filing by Topgolf Callaway Brands Corp.
In other recent news, Topgolf Callaway Brands reported a surprising Q1 2025 earnings performance, with earnings per share (EPS) of $0.11, significantly outperforming the anticipated loss of -$0.04. The company’s revenue aligned with forecasts at $1.09 billion, despite a 5% year-over-year decline. The firm also adjusted its full-year revenue projection to range between $4 billion and $4.185 billion, maintaining its adjusted EBITDA guidance from $415 million to $555 million. KeyBanc Capital Markets maintained a Sector Weight rating on Topgolf Callaway Brands, noting the company’s mixed guidance and ongoing considerations for a business separation. The company also announced an agreement to sell Jack Wolfskin to ANTA Sports, which is expected to close later in the year, providing financial flexibility and a strategic focus on Topgolf. However, challenges remain, including a 7% year-over-year decline in Topgolf revenue and high net debt levels of $2.74 billion. The company is actively exploring options for a potential separation of Topgolf, either through a spin-off or sale, aiming for a resolution in the second half of the year.
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