On March 8, 2021, Callaway Golf Company, a Delaware corporation (Callaway), completed its previously announced merger with Topgolf International Inc. (Topgolf), pursuant to the terms of the Agreement and Plan of Merger, dated as of October 27, 2020 (the Merger Agreement), by and among Callaway, Topgolf and 51 Steps Inc., a Delaware corporation and wholly-owned subsidiary of Callaway (Merger Sub), pursuant to which, among other matters, Merger Sub merged with and into Topgolf, with Topgolf surviving as a wholly-owned subsidiary of Callaway (the Merger). In connection with the Merger and pursuant to that certain Stockholders Agreement, dated as of October 27, 2020, by and among Callaway and each of PEP TG Investments LP (Providence), TGP Investors, LLC, TGP Investors II, LLC and TGP Advisors, LLC (together, WestRiver) and DDFS Partnership, LP and Dundon 2009 Gift Trust (together, Dundon), at the effective time of the Merger, each of Erik J Anderson, Thomas G. Dundon and Scott M. Marimow were appointed directors of Callaway. Mr. Anderson will serve as Vice Chairman of the Board. As a result, effective as of the effective time of the Merger, the Board consisted of a total of thirteen directors, each with a term to expire at the 2021 annual meeting of stockholders.
Topgolf Callaway Brands Corp. is a golf and active lifestyle company. The Company provides golf entertainment experiences, designs, and manufactures golf equipment, and sells golf and active lifestyle apparel and other accessories through its family of brand names, which include Topgolf, Callaway Golf, Odyssey, TravisMathew, Jack Wolfskin, OGIO, Toptracer and World Golf Tour. Its segments include Topgolf, Golf Equipment, and Active Lifestyle. The Topgolf is a technology-enabled golf entertainment business. Its platform offers open-air golf and entertainment venues as well as its Toptracer ball-tracking technology and digital media platform. The Golf Equipment segment is engaged in designing, manufacturing, and selling a full line of golf equipment, which is comprised of the golf clubs and golf balls product groups. Under Active Lifestyle segment, the Company designs, develops and sells soft good products under the Callaway, TravisMathew, OGIO, and Jack Wolfskin brands.
TOPGOLF CALLAWAY BRANDS CORP. 
