C. Matthew Turney
About C. Matthew Turney
C. Matthew Turney, age 31, has served as an independent director of Topgolf Callaway Brands Corp. (MODG) since 2023. He is CFO of Dundon Capital Partners (since May 2021) and CSO of the Carolina Hurricanes (since June 2021), with prior investment banking experience at Citi (2016–2021). He holds a B.B.A. in finance with specialization in alternative asset management from Southern Methodist University and sits on the advisory board of the SMU Alternative Asset Management Center .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Citi | Investment Banker (M&A focus in aerospace/defense and automotive) | Jun 2016 – Feb 2021 | Transaction execution; sector M&A exposure |
| Dundon Capital Partners | Chief Financial Officer | Since May 2021 | Responsible for deal execution, operations, financial reporting, portfolio monitoring |
| Carolina Hurricanes (NHL) | Chief Strategy Officer | Since Jun 2021 | Strategic oversight; sports industry linkage |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| SMU Alternative Asset Management Center | Advisory Board Member | Not disclosed (current) | Advisory/education; alternative assets focus |
| Dundon Capital Partners | CFO | Since May 2021 | Finance/operations; affiliation with principal shareholder (Dundon) |
| Carolina Hurricanes | CSO | Since Jun 2021 | Strategic leadership; sports sector |
Board Governance
- Committee assignments: None; listed as independent under NYSE/SEC rules for committee memberships .
- Designation/affiliation: Designated for nomination under the Stockholders Agreement by Dundon, a principal shareholder .
- Attendance: In 2024 the Board met 7 times; independent directors held executive sessions at 5 of those; Audit met 8, Compensation 6, Nominating & Corporate Governance 5. All directors attended at least 75% of Board/committee meetings; all directors except Mr. Marimow attended the 2024 annual meeting of shareholders .
- Board leadership: John F. Lundgren (Chair), Erik J. Anderson (Vice Chair) .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer | $100,000 | Standard non-employee director cash retainer |
| Committee chair/member fees | $0 | No committee service; chairs receive $10k–$15k (not applicable) |
| Stock award (RSUs grant-date fair value) | $124,436 | 8,096 RSUs granted in 2024; time-based vesting after one year |
| Total FY2024 director compensation | $224,436 | Cash + equity grant value |
Additional features:
- Directors may elect to receive cash retainers in fully vested shares; Turney’s 2024 table shows cash paid (no election disclosed) .
- Director compensation levels unchanged vs 2023 .
Performance Compensation
- Equity structure: Non-employee director awards are primarily RSUs with time-based vesting (first anniversary); no disclosed performance metrics tied to director equity .
| Performance Metric | Weighting/Target | Outcome | Notes |
|---|---|---|---|
| None disclosed for directors | N/A | N/A | Director RSUs vest time-based; not PSU-linked |
Other Directorships & Interlocks
| Entity | Nature | Linkage |
|---|---|---|
| Dundon Capital Partners (DCP) | Consulting agreement with MODG for Topgolf advisory services; expected payment $750,000 | DCP owned/controlled by Thomas G. Dundon; Turney is DCP CFO; affiliated director designation under Stockholders Agreement |
| Employer Direct Healthcare | Topgolf paid ~$301,000 for supplemental healthcare benefits (Jan–Jun 2024); funds controlled by Dundon held an interest until Q2 2024 | Shareholder-affiliated vendor relationship (historical) |
Expertise & Qualifications
- Functional expertise highlighted by MODG: finance, investment banking, compliance, mergers & acquisitions .
- Broader board skills matrix for directors includes finance, compliance, M&A among core competencies; Turney marked independent .
Equity Ownership
| Measure | Value | Notes |
|---|---|---|
| Beneficial ownership (shares) | 15,084 (less than 1%) | As of Apr 4, 2025; includes shares issuable within 60 days as applicable |
| RSUs held (FY2024 grant) | 8,096 RSUs | Granted at 2024 annual meeting; vests after one year |
| RSUs subject under Restated Plan (through Mar 14, 2025) | 15,084 RSUs | Aggregate RSUs recorded under plan benefits table |
| Director stock ownership guideline | 5x annual retainer | Compliance assessed annually; all directors were compliant or otherwise in compliance in 2024 |
| Anti-hedging/pledging policy | Hedging and pledging prohibited for directors | Trading windows/blackouts apply |
Governance Assessment
- Independence and designation: Turney is classified independent but was nominated pursuant to the Stockholders Agreement by a principal shareholder (Dundon), indicating shareholder influence on board composition; he holds no committee seats, reducing potential direct oversight conflicts within committees .
- Related-party exposure (RED FLAG): MODG entered a $750,000 consulting agreement with Dundon Capital Partners where Turney is CFO, creating a perceived conflict risk; this falls under related person transactions reviewed by the Nominating & Corporate Governance Committee’s policy framework .
- Attendance and engagement: Board/committee activity levels were robust in 2024; all directors met at least 75% attendance, and independent directors met in executive session at five of seven Board meetings, supporting effective oversight .
- Ownership alignment: Turney’s disclosed beneficial ownership is modest in absolute terms but director ownership guidelines require 5x annual retainer and the company reports directors were compliant or otherwise in compliance in 2024; anti-hedging/pledging policies strengthen alignment .
- Compensation signals: Mix is standard for MODG—$100k cash plus ~$125k time-based RSUs; levels unchanged year-over-year, no meeting fees, and no option grants, which aligns with prevailing governance practices and avoids high-risk equity structures for directors .
Overall, Turney brings relevant finance/M&A expertise and sports/entertainment strategy exposure, but the DCP consulting agreement is a notable related-party linkage that warrants ongoing monitoring for board independence optics and potential conflicts. Committee non-participation limits conflict vectors, while attendance and ownership policy compliance support investor confidence .