UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
November 8, 2004
Date of Report (Date of earliest event reported)
CALLAWAY GOLF COMPANY
(Exact name of registrant as specified in its charter)
DELAWARE 1-10962 95-3797580
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
2180 RUTHERFORD ROAD, CARLSBAD, CALIFORNIA 92008-7328
(Address of principal executive offices) (Zip Code)
(760) 931-1771
Registrant's telephone number, including area code
NOT APPLICABLE
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 5.02 Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers.
(b) Effective November 8, 2004, Patrice Hutin resigned as President
and Chief Operating Officer of Callaway Golf Company.
On November 8, 2004, the Company issued a press release entitled,
"Callaway Golf Chairman and CEO to Assume Broader Duties as Company Announces
Additional Organizational Changes." A copy of the press release is attached
hereto as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits.
Exhibit No. Description
----------- -----------
99.1 Press release, dated November 8,
2004, entitled, "Callaway Golf
Chairman and CEO to Assume Broader
Duties as Company Announces
Additional Organizational Changes."
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: November 8, 2004 CALLAWAY GOLF COMPANY
By: /s/ Bradley J. Holiday
-----------------------------------------
Name: Bradley J. Holiday
Title: Senior Executive Vice President
and Chief Financial Officer
2
Exhibit Index
Exhibit No. Description
----------- -----------
99.1 Press release, dated November 8,
2004, entitled, "Callaway Golf
Chairman and CEO to Assume Broader
Duties as Company Announces
Additional Organizational Changes."
Exhibit 99.1
Callaway Golf Chairman and CEO to Assume Broader Duties as Company Announces
Additional Organizational Changes
CARLSBAD, Calif.--(BUSINESS WIRE)--Nov. 8, 2004--Callaway Golf Company
(NYSE:ELY) today announced that Chairman and CEO William C. Baker will take on
additional operational duties as part of a Company reorganization begun in
August. Effective immediately, Patrice Hutin has resigned from his position as
President and Chief Operating Officer and Mr. Baker will assume those duties.
Ronald Beard, Lead Independent Director on the Callaway Golf Board, said
the Board of Directors unanimously approved the changes. The moves are the
latest in a series that began with the Board's appointment of Mr. Baker as
Chairman and CEO in August following the resignation of former CEO Ronald
Drapeau.
"Mr. Baker is fully up to speed on all the operational areas at Callaway
Golf," said Mr. Beard, "and the Board has confidence in his vision for the
future as well as his ability to immediately carry out these additional duties.
We are satisfied that the senior management team currently in place is strong
and capable and we anticipate no further executive changes at this time."
Commented Mr. Baker, "We certainly appreciate the contributions that
Patrice made to Callaway Golf in the years he was with us. He is a very talented
executive who instituted a number of successful operational initiatives that
should contribute to our efficiencies. Patrice has seen the organizational
change as an opportunity to return to Europe to reunite with his family and
pursue various business opportunities, and we all wish him good health and much
success in whatever path he chooses."
Callaway Golf Company makes and sells Big Bertha(R) Woods, Hybrids and
Irons, including ERC(R) Fusion(R) Drivers and Fairway Woods, Great Big Bertha(R)
II Titanium Drivers and Fairway Woods, Great Big Bertha II 415 Titanium Drivers,
Big Bertha Titanium Drivers and Big Bertha Stainless Steel Fairway Woods, Big
Bertha Heavenwood(R) Hybrids, Big Bertha Fusion Irons, Hawk Eye(R) VFT(R)
Tungsten Injected(TM) Titanium Irons, Big Bertha Stainless Steel Irons,
Steelhead(R) X-16(R) and Steelhead X-16 Pro Series Stainless Steel Irons, the
Game Enjoyment System(TM) of GES(TM) Golf Clubs, Callaway Golf Forged+ Wedges
and Callaway Golf Forged Wedges, and Callaway Golf Tour Blue(TM) Putters.
Callaway Golf Company also makes and sells Odyssey(R) Putters, including White
Steel(TM), White Hot(R), TriHot(R), DFX(R), Dual Force(R) and 2-Ball Putters.
Callaway Golf Company makes and sells the Callaway Golf(R) HX(R) Tour Balls, HX
Blue and HX Red Balls, Big Bertha(TM) Blue and Big Bertha Red Balls, and the
Warbird(R) Balls. Callaway Golf also owns and operates The Top-Flite Golf
Company, a wholly owned subsidiary that includes the Top-Flite(R) and Ben
Hogan(R) brands and Bettinardi Putters. The Trade In! Trade Up!(TM) program is
owned and operated by Callaway Golf Company. For more information about Callaway
Golf Company, please visit our websites at www.callawaygolf.com,
www.topflite.com, www.odysseygolf.com and www.tradeintradeup.com.
CONTACT: Callaway Golf Company
Brad Holiday or Larry Dorman, 760-931-1771