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Holley Inc. 8-K Filings

HLLY NYSE

Every 8-K that Holley Inc. (HLLY) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow HLLY and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full HLLY filings page.

Rhea-AI Summary

Holley Inc. (HLLY) made a voluntary $10 million prepayment of outstanding principal under its first lien term loan facility on September 22, 2026. Including that payment, Holley said it has repaid $125 million of debt since September 2023, funded entirely through free cash flow. The cumulative debt reductions generate approximately $5 million in annualized net interest savings.

Holley said its Total Leverage Ratio has fallen from a peak of 5.67x since it began the repayment program. The company said it remains on track for its previously communicated year-end target of below 3.5x and continues to target a long-term ratio of approximately 3.0x. Its stated capital allocation framework also includes pursuing accretive M&A and opportunistically returning capital to shareholders.

Rhea-AI Summary

Holley Inc. reported second-quarter 2026 results showing modest growth in its core operations but a GAAP loss tied to portfolio actions. Net sales rose 3.2% to $172.0 million, with core business net sales up 4.9% after excluding divestitures and portfolio rebalancing. The company recorded a net loss of $2.4 million, or $(0.02) per diluted share, versus net income of $10.9 million a year earlier, primarily due to a $28.3 million loss on the sale of non-core assets related to its portfolio rebalancing initiative.

On a non-GAAP basis, Adjusted Net Income increased to $24.0 million from $10.6 million, while Adjusted EBITDA was $33.8 million compared with $36.4 million, for an Adjusted EBITDA margin of 19.6%. Free cash flow strengthened to $40.9 million, supported by net cash from operating activities of $47.1 million and higher cash on the balance sheet. Holley has reduced debt by $115.0 million through voluntary prepayments since September 2023, contributing to a Credit Agreement total leverage ratio of 3.74x, described as its lowest level in four years. Management reiterated full-year 2026 guidance, including net sales of $610–$640 million, core business growth of approximately 2% to 7%, and Adjusted EBITDA of $127–$137 million, and highlighted ongoing portfolio rebalancing, including the sale of non-core Restoration brands.

Rhea-AI Summary

Holley Performance Brands reported that it made a voluntary $15 million prepayment on its first lien term loan facility, continuing its balance sheet deleveraging. The payment was funded entirely from free cash flow and further reduces outstanding borrowings under the company’s debt facilities.

Including this transaction, Holley has repaid $115 million of debt since September 2023, which is expected to generate more than $4.5 million in annualized interest savings. Management highlighted a strategy to lower net leverage from a peak of 5.67x to a targeted level below 3.5x by year-end, within a broader capital allocation framework that prioritizes reducing leverage, selective M&A, and opportunistic returns of capital to shareholders.

Rhea-AI Summary

Holley Inc. announced that its Board of Directors has approved a share repurchase program authorizing the company to buy back up to $25 million of its outstanding common stock. Repurchases may occur over time in open-market or privately negotiated transactions in accordance with applicable securities laws.

The program has no time limit, does not require a minimum number of shares to be repurchased, and may be modified, suspended, or discontinued at any time. Management frames the buyback as the third pillar of its capital allocation strategy alongside opportunistic debt reduction and accretive acquisitions, while reiterating a commitment to reach year-end net leverage below 3.5x.

Rhea-AI Summary

Holley Inc. appointed Sarah Apple as Senior Vice President, General Counsel and Secretary, effective May 15, 2026, succeeding Carly Kennedy. Apple initially joined as a senior advisor to the CEO on April 27, 2026 and will relocate to Nashville, Tennessee as her principal work location.

Under her employment agreement, Apple receives a one-time $25,000 signing bonus subject to repayment if she resigns without good reason within one year, plus reimbursed and tax‑grossed‑up relocation expenses. She is granted an annual base salary of $350,000, with eligibility for an annual cash bonus targeting 50% of base salary, up to 100% at maximum performance.

Apple is also eligible for annual equity awards with a grant date fair market value of 75% of base salary, prorated for 2026. If terminated without cause or she resigns for good reason, she can receive continued base salary for six months, or twelve months if the termination occurs around a change in control, plus a prorated annual bonus, subject to signing a release and complying with restrictive covenants.

Rhea-AI Summary

Holley Inc. reported first quarter 2026 results showing lower sales but sharply higher profit and stable margins. Net sales were $147.3 million versus $153.0 million a year earlier, while net income rose to $7.3 million, or $0.06 per diluted share, from $2.8 million, or $0.02 per share.

Adjusted EBITDA was $27.3 million, essentially flat year-over-year, with Adjusted EBITDA margin improving to 18.5% from 17.8%. Free Cash Flow was $(6.3) million, an improvement from $(10.8) million. Management cited cost savings, tariff management, and a portfolio optimization initiative that exits non-core, low- to no-profit businesses.

For 2026, Holley trimmed its net sales outlook to $610–$640 million from $625–$655 million to reflect portfolio changes, but maintained its core business growth rate guidance of roughly 2% to 7% and kept full-year Adjusted EBITDA guidance at $127–$137 million. The company expects SKU reductions of more than 11,000 and over $15 million of cash generation from these actions.

Rhea-AI Summary

Holley Inc. held its 2026 Annual Meeting of Stockholders, where investors approved all proposals presented. Stockholders elected all director nominees, including James Coady and Ginger Jones, to terms lasting until the 2029 annual meeting. They also ratified Grant Thornton LLP as independent auditor for the fiscal year ending December 31, 2026.

On an advisory basis, stockholders approved executive compensation for 2025 and chose to continue Say-on-Pay votes every year. Investors also approved an amendment to the 2021 Omnibus Incentive Plan to increase the number of shares of common stock reserved for equity incentives under the plan.

Rhea-AI Summary

Holley Inc. announced that Executive Vice President, General Counsel and Corporate Secretary Carly Kennedy will depart the company, with her employment scheduled to end on May 15, 2026, unless it ends earlier for cause or voluntary resignation.

To support an orderly transition, she will remain to assist with the upcoming annual stockholders’ meeting and certain SEC reporting obligations. Holley and Ms. Kennedy entered into a Separation Agreement and General Release providing severance benefits, including salary continuation that increases to $328,000 (12 months of base salary) if a change in control occurs within three months of the Separation Date.

Rhea-AI 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.

Rhea-AI Summary

Holley Inc. announced an amendment to the employment agreement of its President and Chief Executive Officer, Matthew Stevenson. Effective January 1, 2026, his annual base salary will increase from $700,000 to $800,000, with the salary to be reviewed annually by the board or a board committee and potentially increased over time.

Starting in 2026, and subject to the company’s 2021 Omnibus Incentive Plan and compensation committee approval, Mr. Stevenson will also be eligible for annual equity-based incentive compensation equal to 3.5 times his then-current base salary, granted on the same date that similar awards are made to comparable executives.

Rhea-AI Summary

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.

Rhea-AI Summary

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.

Rhea-AI Summary

Holley Inc. reported that a stockholder controlled by Sentinel Capital Partners completed a secondary public offering of 14,000,000 shares of Holley common stock at a public offering price of $2.75 per share. The selling stockholder also granted the underwriters a 30-day option to purchase up to an additional 2,100,000 shares of common stock. This transaction, which closed on September 12, 2025, involves only existing shares held by the selling stockholder, and Holley Inc. did not receive any proceeds from the offering.

Rhea-AI Summary

Holley Inc. reported that it has paid down $15 million on its first lien term loan facility. The company disclosed this debt repayment under Item 8.01 as an other event, noting that the action was announced in a press release dated August 27, 2025. This step reduces the outstanding balance on the first lien term loan facility and reflects a deliberate move to lower that specific borrowing.

Rhea-AI Summary

Holley Inc. reported that its board committee approved one-time equity awards for three senior officers on August 12, 2025. President and CEO Matthew Stevenson received 433,034 restricted stock units (RSUs) and 433,034 performance stock units (PSUs), Chief Financial Officer Jesse Weaver received 247,448 RSUs, and Executive Vice President and General Counsel Carly Kennedy received 123,724 RSUs.

The RSUs vest in three equal annual installments over three years, generally requiring continued employment, and fully vest upon a Change in Control with a cash or stock payment based on per-share deal value. The PSUs vest if a Company stock price target of $4.00 is maintained for 20 consecutive trading days during the performance period, with accelerated vesting on a qualifying Change in Control if the target has been met or exceeded. Holley also entered Change in Control Severance Letter Agreements with Mr. Weaver and Ms. Kennedy that extend their severance from six to twelve months of base salary if certain terminations occur within a defined Change in Control Period.