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
Date of Report (Date of Earliest Event Reported): April 25, 2017
CALLAWAY GOLF COMPANY
(Exact Name of Registrant as Specified in its Charter)
Delaware | 1-10962 | 95-3797580 | ||
(State or Other Jurisdiction of Incorporation) |
(Commission File No.) |
(I.R.S. Employer Identification No.) |
2180 Rutherford Road
Carlsbad, California 92008-7328
(Address of Principal Executive Offices, Including Zip Code)
(760) 931-1771
(Registrants Telephone Number, Including Area Code)
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:
☐ | 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)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On April 25, 2017, Callaway Golf Company (the Company) announced that, effective April 25, 2017, Robert K. Julian departed from his position as Senior Vice President and Chief Financial Officer of the Company.
In connection with Mr. Julians departure, effective April 25, 2017, Brian P. Lynch, the Companys Senior Vice President, General Counsel and Corporate Secretary, was appointed to serve as the Companys interim Chief Financial Officer in addition to maintaining his current responsibilities, while the Company executes its search for a permanent Chief Financial Officer. The Company intends to consider both internal and external candidates.
Mr. Lynch, age 55, has served as the Companys Senior Vice President, General Counsel and Corporate Secretary since June 2012. Mr. Lynch is responsible for the Companys legal, corporate governance and compliance functions. Mr. Lynch also serves as the Companys Chief Ethics Officer. Mr. Lynch first joined the Company in December 1999 as Senior Corporate Counsel and was appointed Associate General Counsel and Assistant Secretary in April 2005 and Vice President and Corporate Secretary in November 2008. Mr. Lynch has 30 years of experience handling legal, strategic, financial, operational, and administrative matters for public and private entities. Mr. Lynch received a J.D. from the University of Pittsburgh and a B.A. in Economics from Franklin and Marshall College.
There are no family relationships between Mr. Lynch and any director or executive officer of the Company, and he has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
Item 9.01 | Financial Statements and Exhibits. |
(d) | Exhibits |
99.1 | Press release dated April 25, 2017. |
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: April 25, 2017 | CALLAWAY GOLF COMPANY | |||||
By: | /s/ Brian P. Lynch | |||||
Brian P. Lynch | ||||||
Senior Vice President, General Counsel and Corporate Secretary |
Exhibit 99.1
Contacts: | Brian Lynch Patrick Burke (760) 931-1771 |
CALLAWAY GOLF COMPANY
ANNOUNCES APPOINTMENT OF INTERIM CHIEF FINANCIAL OFFICER
CARLSBAD, CA /April 25, 2017/ Callaway Golf Company (NYSE:ELY) announced today that Robert K. Julian has left the Company and that it has appointed Brian P. Lynch, its General Counsel, to the additional role of Interim Chief Financial Officer, effective today. The Company emphasized that Mr. Julians departure was not related to any disagreement in accounting or financial reporting matters and that there has been no adverse change in the Companys business.
The Company intends to consider both internal and external candidates in its search for a Chief Financial Officer. Brian Lynch has been with Callaway in various roles for more than 17 years and was named General Counsel in 2012. During his nearly 30-year career, Mr. Lynch has helped handle a wide range of legal, strategic, financial, operational and administrative matters for public and private companies.
We thank Robert for his many contributions during his time with Callaway and wish him well with his future endeavors, said Chip Brewer, President and Chief Executive Officer of Callaway Golf Company. Brian has been very involved in all key strategic and financial matters since I joined Callaway, including our SEC compliance and public accounting and reporting matters, and I look forward to working with him to ensure a smooth transition.
* * * * *
About Callaway Golf
Through an unwavering commitment to innovation, Callaway Golf Company (NYSE:ELY) creates products designed to make every golfer a better golfer. Callaway Golf Company manufactures and sells golf clubs and golf balls, and sells bags, accessories and apparel in the golf and lifestyle categories, under the Callaway Golf®, Odyssey®, and OGIO brands worldwide. For more information, please visit www.callawaygolf.com, www.odysseygolf.com and www.ogio.com.
*****