Callaway 2015 Annual Report Download - page 59

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PART III
Item 10. Directors, Executive Officers and Corporate Governance
Certain information concerning the Company’s executive officers is included under the caption “Executive Officers of
the Registrant” following Part I, Item 1 of this Form 10-K. The other information required by Item 10 will be included in the
Company’s definitive Proxy Statement under the captions "Proposal No. 1 - Election of Directors," “Section 16(a) Beneficial
Ownership Reporting Compliance” and “Board of Directors and Corporate Governance,” to be filed with the Commission
within 120 days after the end of fiscal year 2015 pursuant to Regulation 14A, which information is incorporated herein by
this reference.
Item 11. Executive Compensation
The Company maintains employee benefit plans and programs in which its executive officers are participants. Copies
of certain of these plans and programs are set forth or incorporated by reference as Exhibits to this report. Information required
by Item 11 will be included in the Company’s definitive Proxy Statement under the captions “Executive Officer
Compensation,” “Executive Officer Compensation - Compensation Committee Report” and “Board of Directors and Corporate
Governance,” to be filed with the Commission within 120 days after the end of fiscal year 2015 pursuant to Regulation 14A,
which information is incorporated herein by this reference.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters
The information required by Item 12 will be included in the Company’s definitive Proxy Statement under the caption
“Beneficial Ownership of the Company’s Securities,” to be filed with the Commission within 120 days after the end of fiscal
year 2015 pursuant to Regulation 14A, which information is incorporated herein by this reference.
Securities Authorized for Issuance under Equity Compensation Plans
The following table provides information about the number of stock options and shares underlying restricted stock units
and performance share units outstanding and authorized for issuance under all equity compensation plans of the Company as
of December 31, 2015. See Note 13 “Share-Based Employee Compensation” in the Notes to Consolidated Financial Statements
in this Form 10-K for further discussion of the equity plans of the Company.
Equity Compensation Plan Information
Plan Category
Number of Shares to be
Issued Upon Exercise of
Outstanding Options
and Vesting of
Restricted Stock Units
and Performance Share
Units(3)
Weighted Average
Exercise Price of
Outstanding Options(4)
Number of Shares
Remaining
Available for
Future Issuance
(In thousands, except dollar amounts)
Equity Compensation Plans Approved by Shareholders(1) 4,881(2) $ 8.55 7,767
(1) Consists of the following plans: Callaway Golf Company Amended and Restated 2004 Incentive Plan ("2004 Incentive
Plan") and 2013 Non-Employee Directors Stock Incentive Plan ("2013 Directors Plan"). The 2004 Incentive Plan permits
the award of stock options, restricted stock awards, restricted stock units, performance share units and various other stock-
based awards. The 2013 Directors Plan permits the award of stock options, restricted stock and restricted stock units.
(2) Includes 99,249 shares underlying restricted stock units issuable under the 2013 Directors Plan, and 2,425,385 shares
underlying stock options, 1,179,425 shares underlying restricted stock units and 1,177,308 shares underlying performance
share units issuable under the 2004 Incentive Plan.
(3) Outstanding shares underlying restricted stock units granted under the 2004 Incentive Plan and 2013 Directors Plan
include 10,022 shares of accrued incremental stock dividend equivalent rights.
(4) Does not include shares underlying restricted stock units and performance share units, which do not have an exercise
price.