Business Context and Reporting Period
This Form 8-K is a current report filed by Topgolf Callaway Brands Corp. (trading symbol: MODG) on December 2, 2025. The report addresses a specific corporate governance event regarding the Board of Directors.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report is limited to a disclosure of personnel changes and does not contain financial performance data.
Material Changes
- Director Resignation: C. Matthew Turney resigned as a director of the Company effective December 2, 2025.
- Reason for Resignation: The resignation resulted from Mr. Turney's departure from his role as Chief Financial Officer of Dundon Capital Partners. The filing explicitly states the resignation was not due to any disagreement with the Company regarding operations, policies, or practices.
- Board Composition: Following the resignation, the Board of Directors reduced its size to nine directors.
- Succession: Dundon Capital Partners (DDFS Partnership, LP) is currently evaluating options to designate a new person for appointment to the Board pursuant to the Stockholders Agreement dated October 27, 2020.
Guidance, Outlook, and Risks
The filing contains no management commentary, financial guidance, or outlook. No new risks or contingencies were disclosed other than the ongoing evaluation by Dundon Capital Partners to fill the vacant board seat.
Investor Verification Checklist
- Verify the current composition of the Board of Directors and the timeline for appointing a replacement for C. Matthew Turney.
- Review the Stockholders Agreement dated October 27, 2020, to understand the specific rights of Dundon Capital Partners regarding board appointments.
- Confirm that no other undisclosed disagreements exist between the Company and Dundon Capital Partners, as implied by the resignation statement.