Holley Inc SEC Filings

Holley Inc. (HLLY) reported Q3 2025 results with net sales of $138,373 and gross profit of $59,839. Operating income was $15,867, while non‑operating expenses of $15,404 (driven by interest and fair‑value changes in warrants and earn‑out) led to a net loss of $806 and diluted EPS of $0.01 loss.

For the first nine months, sales were $458,078, operating income $62,724, and net income $12,874 with diluted EPS of $0.11. Cash from operations reached $40,067, funding capex of $9,953 and partial payment for a Cataclean North American perpetual license; Holley has paid $16,660 of the $23,800 price, with $7,140 accrued.

Long‑term debt stood at $528,856 (first‑lien term loan due 2028; weighted average rate 8.2%), and the company repaid $15,000 of principal at a discount year‑to‑date. Interest rate collars of $500,000 and $400,000 notional were in place; the collar liability was $4,331. Shares outstanding were 119,405,911 as of September 28, 2025; the company reported 120,509,897 shares outstanding as of November 4, 2025.

Holley Inc. (HLLY) furnished quarterly results via an 8-K under Item 2.02. The company announced financial results and operational highlights for the quarter ended September 28, 2025, and provided its full-year 2025 outlook in a press release furnished as Exhibit 99.1. The information is furnished, not filed, under the Exchange Act.

Holley’s securities include common stock (NYSE: HLLY) and publicly traded warrants (NYSE: HLLY WS), with each warrant exercisable for one share at an exercise price of $11.50 per share.

Holley Inc. received a Schedule 13G from Boston Partners reporting passive beneficial ownership of the company’s common stock. Boston Partners reported 7,639,936 shares beneficially owned, representing 6.34% of the class as of 09/30/2025.

The filer reported sole voting power: 7,639,936 shares and sole dispositive power: 7,639,936 shares, with no shared voting or dispositive power. Boston Partners indicated it is an investment adviser and certified the holdings were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control.

Holley Inc. reported the paydown of $10 million on its first lien term loan facility, announced via a press release dated October 27, 2025 and furnished as an exhibit.

The update was disclosed to inform investors of the debt reduction and to provide access to the press release referenced in the filing.

Holley Inc. (HLLY) insiders sold 2,100,000 shares on 09/18/2025 via an underwriters' overallotment option. The shares were sold by Holley Parent Holdings, LLC (d/b/a Sentinel Holley), an entity controlled by Sentinel Capital Partners. The reported selling price was $2.63 per share, which the filing states equals the public price less underwriting discounts and commissions. The transaction did not create new shares and the issuer did not receive proceeds. After the sale, the reporting parties beneficially owned 24,654,834 shares on an indirect basis. The Form 4 was signed by an attorney-in-fact on 09/19/2025.

Holley Inc. reporting persons (including Sentinel entities and Holley Parent Holdings, LLC) each beneficially own 24,654,834 shares of Common Stock, representing approximately 20.5% of the outstanding shares based on 120,499,661 shares outstanding as of September 8, 2025. The amendment discloses that Holley Parent Holdings granted an option to underwriters on September 10, 2025 to sell an additional 2,100,000 shares, which the underwriters exercised and closed on September 18, 2025 at a public offering price of $2.75 per share, minus underwriting discounts of $0.12 per share. Except for the transaction described, no other transactions in the Common Stock by the reporting persons were effected since the last filed amendment.

Holley Inc. (HLLY) insiders reported the sale of 14,000,000 shares of common stock by Holley Parent Holdings, LLC (d/b/a Sentinel Holley) on 09/10/2025 at a public offering price net of underwriting discounts of $2.63 per share. After the transaction, the reporting parties collectively beneficially own 26,754,834 shares on an indirect basis. The filing states the offering closed on September 12, 2025, the issuer did not issue new shares and received no proceeds from the sale. Multiple Sentinel-affiliated entities and David S. Lobel are listed as reporting persons; joint filer details are provided in an exhibit.

Holley Inc. reporting persons filed Amendment No. 7 to their Schedule 13D to disclose a secondary sale by Holley Parent Holdings, LLC. Pursuant to an underwriting agreement dated September 10, 2025, the Selling Stockholder sold 14,000,000 shares of Holley common stock at a public offering price of $2.75 per share (underwriting discounts and commissions of $0.12 per share). The offering closed on September 12, 2025, and the Underwriters have a 30-day option to purchase an additional 2,100,000 shares. After the transaction, each reporting person beneficially owns 26,754,834 shares, representing approximately 22.2% of the 120,499,661 shares outstanding (per the issuer's September 9, 2025 prospectus). The Selling Stockholder agreed to customary 90-day lock-up restrictions commencing September 12, 2025. The Underwriting Agreement is filed as Exhibit 7.