STOCK TITAN

Holley (HLLY) swings to 2025 profit and guides higher sales, EBITDA for 2026

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Holley Inc. reported a strong turnaround for 2025, moving to net income of $19.2 million, or $0.16 per diluted share, from a net loss of $23.2 million the prior year. Full-year net sales rose 1.9% to $613.5 million, while Adjusted EBITDA increased to $124.0 million, a 20.2% margin.

In the fourth quarter, net sales grew 10.9% to $155.4 million and net income reached $6.3 million versus a large loss last year, supported by 13.5% growth in core business net sales. Holley generated full-year Free Cash Flow of $34.2 million and reduced its bank-adjusted leverage ratio to 3.75x. For 2026, the company guides net sales of $625–$655 million and Adjusted EBITDA of $127–$137 million.

Positive

  • Return to profitability and margin expansion: 2025 net income improved from a $23.2 million loss to a $19.2 million profit, while Adjusted EBITDA increased to $124.0 million with margin rising to 20.2%, alongside a lower bank-adjusted leverage ratio of 3.75x.

Negative

  • None.

Insights

Holley shifts from losses to profitable growth with improving leverage.

Holley delivered a clear earnings inflection in 2025. Net income swung to $19.2 million from a $23.2 million loss, while net sales edged up to $613.5 million. Adjusted EBITDA rose to $124.0 million, lifting the margin to 20.2% from 18.3%.

Operationally, Q4 was strong: net sales grew 10.9% to $155.4 million, core business net sales increased 13.5%, and Adjusted EBITDA reached $33.2 million. Free Cash Flow for the year was $34.2 million, and debt prepayments helped reduce the bank-adjusted EBITDA leverage ratio to 3.75x from 4.17x.

For the year ending December 31, 2026, guidance targets net sales of $625–$655 million and Adjusted EBITDA of $127–$137 million, inclusive of expected tariff impacts. Subsequent filings may provide more detail on how execution against this outlook tracks relative to these ranges.

0001822928FALSE00018229282026-03-042026-03-040001822928hlly:CommonStockParValue00001PerShareCustomMember2026-03-042026-03-040001822928hlly:WarrantsEachExercisableForOneShareOfCommonStockAtAnExercisePriceOf1150PerShareCustomMember2026-03-042026-03-04

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): March 4, 2026
HOLLEY INC.
(Exact name of registrant as specified in its charter)
Delaware001-3959987-1727560
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
2445 Nashville Road, Suite B1, Bowling Green, KY
42101
(Address of principal executive offices)(Zip Code)
(270) 782-2900
(Registrant’s telephone number, including area code)
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading
Symbol(s)
Name of each exchange
on which registered
Common stock, par value $0.0001 per shareHLLYNew York Stock Exchange
Warrants, each exercisable for one share of common stock at an exercise price of $11.50 per shareHLLY WSNew York Stock Exchange
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 o
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. o



Item 2.02 Results of Operations and Financial Condition.

On March 4, 2026, Holley Inc. (the “Company”) issued a press release announcing its financial results and operational highlights for the Company’s quarter and full year ended December 31, 2025 and providing outlook and guidance for the first quarter and full year 2026. A copy of the press release is furnished herewith as Exhibit 99.1 and incorporated herein by reference.
The information under Item 2.02 of this Report, including Exhibit 99.1, attached hereto, is furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Exchange Act or Securities Act of 1933, as amended, except as expressly set forth by specific reference in such a filing.
Item 9.01    Financial Statements and Exhibits.
(d) Exhibits
Exhibit
No.
Description
99.1
Press release dated March 4, 2026
104Cover Page Interactive Data File (formatted as Inline XBRL).
-2-


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.
HOLLEY INC.
By:/s/ Jesse Weaver
Name:  Jesse Weaver
Date: March 4, 2026Title:  Chief Financial Officer


Exhibit 99.1
PRESS RELEASE
image.jpg
2445 Nashville Road, Suite B1
Bowling Green, Kentucky 42101
Holley.com
HOLLEY REPORTS FOURTH QUARTER AND FULL YEAR 2025 RESULTS
FOURTH QUARTER NET SALES YEAR-OVER-YEAR GROWTH OF 10.9%
FOURTH QUARTER NET INCOME OF $6.3 MILLION UP $44.1 MILLION YEAR-OVER-YEAR
FOURTH QUARTER ADJUSTED EBITDA OF $33.2 MILLION UP $4.1 MILLION YEAR-OVER-YEAR
Exceeded top‑line expectations in 2025, positioning Holley for continued momentum in 2026.

BOWLING GREEN, Ky. – March 4, 2026 – Holley Performance Brands (NYSE: HLLY), a leader in automotive aftermarket performance solutions, today announced financial results for its fourth quarter and full year ended December 31, 2025.
Fourth Quarter Highlights vs. Prior Year Period
Net Sales increased 10.9% to $155.4 million compared to $140.1 million last year
Core business net sales1 for the fourth quarter of 2025 grew by 13.5% compared to the fourth quarter of 2024 after excluding non-core business net sales1 of approximately $3.2 million for the fourth quarter of 2024
Net Income was $6.3 million, or $0.05 per diluted share, compared to a Net Loss of $(37.8) million, or $(0.32) per diluted share, last year
Net Cash Provided by Operating Activities was $8.5 million compared to $4.1 million last year
Adjusted Net Income2 was $4.6 million, or $0.04 per diluted share compared to $12.6 million, or $0.11 per diluted share, last year
Adjusted EBITDA2 was $33.2 million compared to $29.1 million last year
Free Cash Flow2 was $3.9 million compared to $1.8 million last year
Full Year 2025 Highlights vs. Prior Year Period
Net Sales increased 1.9% to $613.5 million compared to $602.2 million last year
Core business net sales1 for the full year 2025 grew by 6.6% compared to the full year 2024 after excluding non-core business net sales1 of approximately $26.8 million for full year 2024
Net Income was $19.2 million, or $0.16 per diluted share, compared to a Net Loss of $(23.2) million, or $(0.20) per diluted share, last year
Net Cash Provided by Operating Activities was $48.6 million compared to $46.9 million last year
Adjusted Net Income2 was $21.2 million, or $0.18 per diluted share, compared to $24.8 million, or $0.20 per diluted share, last year
Adjusted EBITDA2 was $124.0 million compared to $110.5 million last year
Free Cash Flow2 was $34.2 million compared to $41.8 million last year
1Core business net sales represents Net Sales after excluding non-core business net sales. Non-core business net sales are comprised of divestiture sales and strategic product rationalization sales. Divestitures sales relate to divested businesses (Detroit Speed Engineering, Gear FX and Proforged) prior to the divestiture date, and strategic product rationalization sales relate to discontinued stock keeping units (“SKUs”) prior to the SKU discontinuance. Divestiture sales were $2.9 million for the fourth quarter of 2024, and strategic product rationalization sales were $0.3 million for the fourth quarter of 2024.
2See “Use and Reconciliation of Non-GAAP Financial Measures” below.



“We delivered a strong year in 2025, achieving the results we set out to accomplish through the execution of our strategic initiatives,” said Matthew Stevenson, President and Chief Executive Officer of Holley. “Our focus on operational rigor drove meaningful performance improvements and measurable cost savings across the organization. We remain committed to advancing the priorities within our strategic framework, reflected in the continued growth of our B2B and DTC channels, successful new product launches across divisions, and further expansion of our footprint.”
Stevenson continued, "Our financial discipline remained a cornerstone of our performance in 2025. For the full year, we generated roughly $34 million of Free Cash Flow. We also continued to strengthen our balance sheet, ending the year with a leverage ratio of 3.75x, well below the 4.0x target we established for 2025 and marking our strongest leverage position in several years."
"2025 has been an important year of progress for Holley, and we are entering 2026 with momentum and a balanced outlook. While we expect continued growth next year, we remain sharply focused on advancing our strategic initiatives, driving operational efficiency, and strengthening our financial position. Our strategic framework will continue to guide our actions as we build on this year’s success and position Holley for sustained long‑term performance."
Strategic Business Highlights
Delivered the first annual net sales growth and >20% Adjusted EBITDA margin since 2021.
Achieved core business net sales growth for the fourth quarter of 2025 of 13.5% compared to the fourth quarter of 2024. Fourth consecutive quarter of core business net sales growth.
Expanded growth across 22 brands and all divisions within the quarter.
Strong Q4 results across B2B, achieving ~10.8% growth in the channel, and DTC, growing 7.0% year-over-year.
Strategic framework delivered meaningful revenue growth and ~$20M cost savings for the year.
Prepaid $10M of debt in the fourth quarter of 2025 bringing total debt prepayment of $100 million since September 2023; Achieved Net debt to EBITDA leverage of 3.75x at year-end.

Outlook
For the year ended December 31, 2026, we are introducing full-year guidance, inclusive of the expected net impact of tariffs:
MetricFull Year 2026 Outlook
Net Sales$625 - $655 million
Adjusted EBITDA*$127 - $137 million
Capital Expenditures$15 - $20 million
Depreciation and Amortization Expense$24 - $26 million
Interest Expense (excluding collar revaluation)$42 - $47 million
* Holley is not providing reconciliations of forward-looking full year 2026 Adjusted EBITDA outlook because certain information necessary to calculate the most comparable GAAP measure, net income, is unavailable due to the uncertainty and inherent difficulty of predicting the occurrence and the future financial statement impact of certain items. Therefore, as a result of the uncertainty and variability of the nature and amount of future adjustments, which could be significant, Holley is unable to provide these forward-looking reconciliations without unreasonable effort. Accordingly, Holley is relying on the exception provided by Item 10(e)(1)(i)(B) of Regulation S-K to exclude these reconciliations.
Holley notes that its outlook for the year-ended December 31, 2026 may vary due to changes in assumptions or market conditions and other factors described below under “Forward-Looking Statements.”
Conference Call
A conference call and audio webcast has been scheduled for 8:30 a.m. Eastern Time today to discuss these results. Investors, analysts, and members of the media interested in listening to the live presentation are encouraged to join a webcast of the call available on the investor relations portion of the Company’s website at investor.holley.com. For those that cannot join the webcast, you can participate by dialing 877-407-4019 (Toll Free) or 201-689-8337 (Toll) using the access code of 13757916.



For those unable to participate, a telephone replay recording will be available until Wednesday, March 11, 2026. To access the replay, please call 877-660-6853 (Toll Free) or 201-612-7415 (Toll) and enter confirmation code 13757916. A web-based archive of the conference call will also be available on the Company’s website.
Additional Financial Information
The Investor Relations page of Holley’s website, investor.holley.com contains a significant amount of financial information about Holley, including our earnings presentation, which can be found under Events & Presentations. Holley encourages investors to visit this website regularly, as information is updated, and new information is posted.
About Holley Performance Brands
Holley Performance Brands (NYSE: HLLY) leads in the design, manufacturing and marketing of high-performance products for automotive enthusiasts. The company owns and manages a portfolio of iconic brands, catering to a diverse community of enthusiasts passionate about the customization and performance of their vehicles. Holley Performance Brands distinguishes itself through a strategic focus on four consumer vertical groupings, including Domestic Muscle, Modern Truck & Off-Road, Euro & Import, and Safety & Racing, ensuring a wide-ranging impact across the automotive aftermarket industry. Renowned for its innovative approach and strategic acquisitions, Holley Performance Brands is committed to enhancing the enthusiast experience and driving growth through innovation. For more information on Holley Performance Brands and its dedication to automotive excellence, visit https://www.holley.com.
Forward-Looking Statements
Certain statements in this press release may be considered “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements generally relate to future events or Holley’s future financial or operating performance. For example, projections of future revenue and adjusted EBITDA and other metrics, are forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as “may,” “should,” “expect,” “intend,” “will,” “estimate,” “anticipate,” “believe,” “predict,” “or” or the negatives of these terms or variations of them or similar terminology. Such forward-looking statements are subject to risks, uncertainties, and other factors which could cause actual results to differ materially from those expressed or implied by such forward-looking statements. These forward-looking statements are based upon estimates and assumptions that, while considered reasonable by Holley and its management, are inherently uncertain. Factors that may cause actual results to differ materially from current expectations include, but are not limited to: 1) Holley’s ability to execute our business strategy, including monetization of services provided and expansions in and into existing and new lines of business; 2) Holley’s ability to compete effectively in our market; 3) Holley’s ability to successfully design, develop, and market new, effective, and safe products and platforms; 4) Holley’s ability to respond to changes in vehicle ownership and type; 5) Holley’s ability to maintain and strengthen demand for our products; 6) Holley’s ability to grow and effectively manage our growth; 7) Holley’s ability to attract new customers in a cost-effective manner and to expand into additional consumer markets; 8) Holley’s ability to successfully integrate acquisitions or achieve the expected synergies from such acquisitions; 9) Holley’s ability to maintain relationships with customers and suppliers; 10) Holley’s ability to retain our management and key employees; 11) costs related to Holley being a public company; 12) disruptions to Holley’s operations, including as a result of cybersecurity incidents; 13) changes in applicable laws or regulations; 14) the outcome of any legal proceedings that have been or may be instituted against Holley; 15) general economic and political conditions, including the current macroeconomic environment, political tensions, and war (including the conflict in Ukraine, the conflict in the Middle East, and the possible expansion of such conflicts and potential geopolitical consequences); 16) the possibility that Holley may be adversely affected by other economic, business, and/or competitive factors, including recent events affecting the financial services industry (such as the closures of certain regional banks); 17) Holley’s estimates of its financial performance (e.g., the successful execution of cost saving initiatives); 18) Holley’s ability to anticipate and manage through disruptions and higher costs in manufacturing, supply chain, logistical operations, and shortages of certain company products in distribution channels; 19) disruptions and costs associated with doing business in certain countries; 20) Holley’s ability to adopt and react to risks posed by new technology; 21) inability to predict how products will ultimately be used; 22) Holley's ability to anticipate and manage through the impact of elevated interest rate levels, which cause the cost of capital to increase, as well as respond to inflationary pressures and trade restrictions, including tariffs; and 23) other risks and uncertainties set forth in the section entitled “Risk Factors” and “Cautionary Note Regarding Forward-Looking Statements” in the Annual Report on Form 10-K for the year ended December 31, 2024 filed with the U.S. Securities and Exchange Commission (“SEC”) on March 14, 2025, and disclosed in any subsequent filings with the SEC. Although Holley believes the expectations reflected in the forward-looking statements are reasonable, nothing in this press release should be regarded as a representation by any person that the forward-looking statements or projections set forth herein will be achieved or that any of the contemplated



results of such forward looking statements or projections will be achieved. There may be additional risks that Holley presently does not know or that Holley currently believes are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. You should not place undue reliance on forward-looking statements, which speak only as of the date they are made. Holley undertakes no duty to update these forward-looking statements, except as otherwise required by law.
Investor Relations Contacts:
Anthony Rozmus / Neel Sikka / Jenna Kozlowski
Solebury Strategic Communications
203-428-3324
holley@soleburystrat.com
Media Relations Contacts:
Nathan Espinosa/Patrick Curtin
Kahn Media
818-881-5246
Holley@KahnMedia.com

[Financial Tables to Follow]



HOLLEY INC. and SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
(In thousands)
(Unaudited)
For the thirteen weeks endedFor the year ended
December 31,December 31, VarianceVarianceDecember 31,December 31,VarianceVariance
20252024($)(%)20252024($)(%)
Net Sales$155,436 $140,054 $15,382 10.9 %$613,514 $602,224 $11,290 1.9 %
Cost of Goods Sold82,686 76,168 6,518 8.6 %347,279 363,680 (16,401)-4.5 %
Gross Profit72,750 63,886 8,864 13.9 %266,235 238,544 27,691 11.6 %
Selling, General, and Administrative43,013 34,474 8,539 24.8 %146,132 132,149 13,983 10.6 %
Research and Development Costs4,937 4,967 (30)-0.6 %18,831 18,710 121 0.6 %
Amortization of Intangible Assets3,440 3,577 (137)-3.8 %13,778 13,884 (106)-0.8 %
Impairment of Indefinite-Lived Intangible Assets7,695 (7,695)-100.0 %7,695 (7,695)-100.0 %
Impairment of Goodwill40,906 (40,906)-100.0 %40,906 (40,906)-100.0 %
Restructuring Costs725 725 100.0 %2,903 1,566 1,337 85.4 %
Loss on sale of assets1,729 (1,729)-100.0 %9,234 (9,234)-100.0 %
Other Operating Expense (Income)878 (481)1,359 -282.5 %2,110 (268)2,378 -887.3 %
Operating Expense52,993 92,867 (39,874)-42.9 %183,754 223,876 (40,122)-17.9 %
Operating Income (Expense)19,757 (28,981)48,738 -168.2 %82,481 14,668 67,813 462.3 %
Change in Fair Value of Warrant Liability(1,728)(1,728)-100.0%1,211 (7,570)8,781 -116.0 %
Change in Fair Value of Earn-Out Liability175 167 2087.5 %897 (2,333)3,230 -138.4 %
Loss (Gain) on Early Extinguishment of Debt(93)(93)100.0 %(93)141 (234)-166.0 %
Interest Expense, Net11,492 11,498 (6)-0.1 %51,833 50,690 1,143 2.3 %
Non-Operating Expense9,846 11,506 (1,660)-14.4 %53,848 40,928 12,920 31.6 %
Income (Loss) Before Income Taxes9,911 (40,487)50,398 -124.5 %28,633 (26,260)54,893 -209.0 %
Income Tax Expense (Benefit)3,610 (2,705)6,315 -233.5 %9,458 (3,025)12,483 -412.7 %
Net Income (Loss)$6,301 $(37,782)$44,083 -116.7 %$19,175 $(23,235)$42,410 -182.5 %
Comprehensive Income:
Foreign Currency Translation Adjustment(54)(696)642 -92.2 %1,282 (452)1,734 -383.6 %
Total Comprehensive Income (Loss)$6,247 $(38,478)$44,725 -116.2 %$20,457 $(23,687)$44,144 -186.4 %
Common Share Data:
Basic Net Income (Loss) per Share$0.05 $(0.32)$0.37 -116.6 %$0.16 $(0.20)$0.36 -182.0 %
Diluted Net Income (Loss) per Share$0.05 $(0.32)$0.37 -116.3 %$0.16 $(0.20)$0.36 -181.4 %
Weighted Average Common Shares Outstanding - Basic119,424118,7247000.6 %119,213118,4427720.7 %
Weighted Average Common Shares Outstanding - Diluted121,526118,7242,8022.4 %120,074118,4421,6331.4 %
nm - not meaningful



HOLLEY INC. and SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEET
(In thousands)
(Unaudited)
As of
December 31,
2025
December 31,
2024
Assets
Cash and cash equivalents$37,231 $56,087 
Accounts receivable57,895 36,123 
Inventory205,661 192,523 
Prepaids and other current assets15,374 12,614 
Total current assets316,161 297,347 
Property, plant and equipment, net45,127 40,983 
Goodwill372,340 372,340 
Other intangibles, net396,910 386,676 
Other noncurrent assets33,415 35,974 
Total assets$1,163,953 $1,133,320 
Liabilities and Stockholders’ Equity
Accounts payable$60,121 $44,781 
Accrued liabilities48,316 43,190 
Accrued interest115 — 
Current portion of long-term debt6,571 7,201 
Total current liabilities115,123 95,172 
Long-term debt, net of current portion516,078 545,385 
Warrant liability2,024 813 
Earn-out liability2,045 1,148 
Deferred taxes46,540 37,391 
Other noncurrent liabilities33,218 32,259 
Total liabilities715,028 712,168 
Common stock12 12 
Additional paid-in capital384,873 377,557 
Accumulated other comprehensive gain (loss)120 (1,162)
Retained earnings63,920 44,745 
Total stockholders’ equity448,925 421,152 
Total liabilities and stockholders’ equity$1,163,953 $1,133,320 



HOLLEY INC. and SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
For the thirteen weeks endedFor the year ended
December 31,
2025
December 31,
2024
December 31,
2025
December 31,
2024
Operating Activities
Net Income (Loss)$6,301 $(37,782)$19,175 $(23,235)
Adjustments to Reconcile to Net Cash16,140 52,413 58,630 79,245 
Changes in Operating Assets and Liabilities(13,910)(10,505)(29,207)(9,111)
Net Cash Provided by Operating Activities8,531 4,126 48,598 46,899 
Investing Activities
Capital Expenditures, Net of Dispositions(8,199)4,748 (34,607)2,021 
Net Cash Provided by (Used in) Investing Activities(8,199)4,748 (34,607)2,021 
Financing Activities
Net Change in Debt(13,273)(3,612)(32,108)(32,444)
Deferred Financing Fees133 (679)343 (679)
Payments from Stock-Based Award Activities— (847)(1,482)
Net Cash Used in Financing Activities(13,137)(4,291)(32,612)(34,605)
Effect of Foreign Currency Rate Fluctuations on Cash(687)753 (235)691 
Net Change in Cash and Cash Equivalents(13,492)5,336 (18,856)15,006 
Cash and Cash Equivalents
Beginning of Period50,723 50,751 56,087 41,081 
End of Period$37,231 $56,087 $37,231 $56,087 



We present certain information with respect to EBITDA, Adjusted EBITDA, Adjusted EBITDA Margin, Bank-adjusted EBITDA Leverage Ratio, Adjusted Gross Profit, Adjusted Gross Margin, Adjusted Net Income, Adjusted Diluted EPS and Free Cash Flow as supplemental measures of our operating performance and believe that such non-GAAP financial measures are useful to investors in evaluating our financial performance and in comparing our financial results between periods because they exclude the impact of certain items that we do not consider indicative of our ongoing operating performance. We believe that the presentation of these non-GAAP financial measures enhances the usefulness of our financial information by presenting measures that management uses internally to establish forecasts, budgets, and operational goals to manage and monitor our business. We believe that these non-GAAP financial measures help to depict a more realistic representation of the performance of our underlying business, enabling us to evaluate and plan more effectively for the future.
EBITDA, Adjusted EBITDA, Adjusted EBITDA Margin, Bank-adjusted EBITDA Leverage Ratio, Adjusted Gross Profit, Adjusted Gross Margin, Adjusted Net Income, Adjusted Diluted EPS and Free Cash Flow are not prepared in accordance with generally accepted accounting principles (“GAAP”) and may be different from non-GAAP and other financial measures used by other companies. These measures should not be considered as measures of financial performance under GAAP, and the items excluded from or included in these metrics are significant components in understanding and assessing our financial performance. These metrics should not be considered as alternatives to net income, gross profit, net cash provided by operating activities, or any other performance measures, as applicable, derived in accordance with GAAP.
We define EBITDA as earnings before depreciation, amortization of intangible assets, interest expense, and income tax expense. We define Adjusted EBITDA as EBITDA adjusted to exclude, to the extent applicable, restructuring costs, which includes operational restructuring and integration activities, termination related benefits, facilities relocation, and executive transition costs; changes in the fair value of the warrant liability; changes in the fair value of the earn-out liability; equity-based compensation expense; gain or loss on the early extinguishment of debt; notable items that we do not believe are reflective of our underlying operating performance, including litigation settlements and certain costs incurred for advisory services related to identifying performance initiatives; and other expenses or gains, which includes gains or losses from disposal of fixed assets, franchise taxes, and gains or losses from foreign currency transactions. We define Adjusted EBITDA Margin as Adjusted EBITDA divided by net sales.



HOLLEY INC. and SUBSIDIARIES
USE AND RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
(In thousands)
(Unaudited)
For the thirteen weeks endedFor the year ended
December 31,
2025
December 31,
2024
December 31,
2025
December 31,
2024
Net Income (Loss)$6,301 $(37,782)$19,175 $(23,235)
Adjustments:
Interest Expense, Net11,492 11,498 51,833 50,690 
Income Tax Expense (Benefit)3,610 (2,705)9,458 (3,025)
Depreciation2,521 3,187 9,704 10,551 
Amortization3,440 3,577 13,778 13,884 
EBITDA27,364 (22,225)103,948 48,865 
Restructuring Costs725 2,903 1,566 
Change in Fair Value of Warrant Liability(1,728)1,211 (7,570)
Change in Fair Value of Earn-Out Liability175 897 (2,333)
Impairment of Indefinite-lived intangible assets7,695 7,695 
Impairment of Goodwill40,906 40,906 
Loss on Sale of Assets1,729 9,234 
Equity-Based Compensation Expense2,938 887 8,163 5,170 
Loss (Gain) on Early Extinguishment of Debt(93)(93)141 
Notable Items2,941 621 4,882 7,100 
Other Expense (Income)878 (481)2,110 (268)
Adjusted EBITDA$33,200 $29,140 $124,021 $110,506 
Net Sales$155,436 $140,054 $613,514 $602,224 
Net Income Margin4.1%(27.0%)3.1%(3.9%)
Adjusted EBITDA Margin21.4%20.8%20.2%18.3%



We define the Bank-adjusted EBITDA Leverage Ratio as Net Debt divided by our Bank-adjusted EBITDA for the trailing twelve-month ("TTM") period, as defined under our Credit Agreement entered into in November 2021, as amended, which is used in calculating covenant compliance.
TTM December 31, 2025TTM December 31, 2024
Net Income (Loss)$19,175 $(23,235)
Adjustments:
Interest Expense, Net51,833 50,690 
Income Tax Expense (Benefit)9,458 (3,025)
Depreciation9,704 10,551 
Amortization13,778 13,884 
EBITDA103,948 48,865 
Restructuring Costs2,903 1,566 
Change in Fair Value of Warrant Liability1,211 (7,570)
Change in Fair Value of Earn-Out Liability897 (2,333)
Equity-Based Compensation Expense8,163 5,170 
Impairment of indefinite-lived intangible assets— 7,695 
Impairment of goodwill— 40,906 
Loss on Sale of Assets— 9,234 
Loss (gain) on Early Extinguishment of Debt(93)141 
Notable Items4,882 7,100 
Other Expense (Income)2,110 (268)
Adjusted EBITDA124,021 110,506 
Additional Permitted Charges7,265 12,261 
Adjusted EBITDA per Credit Agreement$131,286 $122,767 
Total Debt$529,557 $561,840 
Less: Permitted Cash and Cash Equivalents37,231 50,000 
Net Indebtedness per Credit Agreement$492,326 $511,840 
Bank-adjusted EBITDA Leverage Ratio3.75 x4.17 x



We define Adjusted Net Income as earnings excluding the after-tax effect of changes in the fair value of the warrant liability, changes in the fair value of the earn-out liability, impairment of indefinite-lived intangibles assets, impairment of goodwill, loss on sale of assets, and gain or loss on the early extinguishment of debt. We define Adjusted Diluted EPS as Adjusted Net Income on a per share basis. Management uses these measures to focus on on-going operations and believes that it is useful to investors because it enables them to perform meaningful comparisons of past and present consolidated operating results. We believe that using this information, along with net income and net income per diluted share, provides for a more complete analysis of the results of operations.
For the thirteen weeks endedFor the year ended
December 31,
2025
December 31,
2024
December 31,
2025
December 31,
2024
Net Income (Loss)$6,301 $(37,782)$19,175 $(23,235)
Adjustments:
Change in fair value of warrant liability(1,728)— 1,211 (7,570)
Change in fair value of earn-out liability175 897 (2,333)
Impairment of Indefinite-lived intangible assets— 7,695 — 7,695 
Impairment of Goodwill— 40,906 — 40,906 
Loss on Sale of Assets— 1,729 — 9,234 
Loss (gain) on Early Extinguishment of Debt(93)— (93)141 
Adjusted Net Income$4,655 $12,556 $21,190 $24,838 
For the thirteen weeks endedFor the year ended
December 31,
2025
December 31,
2024
December 31,
2025
December 31,
2024
Net Income (Loss) per Diluted Share$0.05 $(0.32)$0.16 $(0.20)
Adjustments:
Change in fair value of warrant liability(0.01)0.01 (0.06)
Change in fair value of earn-out liability0.01 (0.03)
Impairment of indefinite-lived intangible assets0.07 0.06 
Impairment of goodwill0.35 0.35 
Loss on sale of assets0.01 0.08 
Adjusted Diluted EPS$0.04 $0.11 $0.18 $0.19 



We define Free Cash Flow as net cash provided by operating activities minus cash payments for capital expenditures, net of dispositions. Management believes providing Free Cash Flow is useful for investors to understand our performance and results of cash generation after making capital investments required to support ongoing business operations.
For the thirteen weeks endedFor the year ended
December 31, 2025December 31, 2024December 31, 2025December 31, 2024
Net Cash Provided by Operating Activities$8,531 $4,126 $48,598 $46,899 
Capital expenditures(4,746)(2,432)(14,699)(6,804)
Proceeds from the disposal of fixed assets117 81 322 1,726 
Free Cash Flow$3,902 $1,775 $34,221 $41,821 

FAQ

How did Holley (HLLY) perform financially in full-year 2025?

Holley returned to profitability in 2025 with net income of $19.2 million, or $0.16 per diluted share. Net sales grew 1.9% to $613.5 million, and Adjusted EBITDA increased to $124.0 million, reflecting a 20.2% Adjusted EBITDA margin for the year.

What were Holley (HLLY) fourth quarter 2025 results?

In Q4 2025, Holley generated net sales of $155.4 million, up 10.9% year over year. Net income was $6.3 million, or $0.05 per diluted share, compared with a significant loss last year, and Adjusted EBITDA rose to $33.2 million for the quarter.

How is Holley (HLLY) managing leverage and cash flow?

Holley reported 2025 Free Cash Flow of $34.2 million and continued debt reduction, including $10 million prepaid in Q4 2025. The bank-adjusted EBITDA leverage ratio improved to 3.75x at year-end, better than the company’s stated 4.0x target for 2025.

What 2026 outlook did Holley (HLLY) provide for sales and EBITDA?

For 2026, Holley projects net sales between $625 million and $655 million. The company also guides to Adjusted EBITDA of $127–$137 million, with this outlook stated as inclusive of the expected net impact of tariffs on its business performance.

How did Holley (HLLY) core business net sales trend in 2025?

Holley’s core business net sales grew solidly in 2025. For Q4 2025, core business net sales increased 13.5% versus Q4 2024, marking the fourth consecutive quarter of core growth. For the full year, core business net sales rose 6.6% compared with full-year 2024 levels.

What were Holley (HLLY) key non-GAAP metrics like Adjusted Net Income and Free Cash Flow?

Adjusted Net Income for 2025 was $21.2 million, or $0.18 per diluted share, compared with $24.8 million last year. Free Cash Flow, defined as operating cash flow minus capital expenditures plus asset sale proceeds, totaled $34.2 million for 2025, down from $41.8 million.

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