Holley Inc. (HLLY) CEO reports 178,194 shares withheld for taxes

Rhea-AI Filing Summary

Holley Inc. insider Matthew J. Stevenson, the company’s President and CEO and a director, reported an automatic share withholding tied to equity compensation. On 12/24/2025, 178,194 shares of common stock were withheld at a price of $4.24 per share to cover required tax withholding upon the vesting of 433,034 performance shares of common stock. After this transaction, Stevenson beneficially owns 2,901,835 shares of Holley Inc. common stock directly.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Stevenson Matthew

(Last) (First) (Middle)

2445 NASHVILLE ROAD

(Street)

BOWLING GREEN KY 42101

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Holley Inc. [ HLLY ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
12/24/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	12/24/2025		F		178,194(1)	D	$4.24	2,901,835	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. This amount represents shares automatically withheld upon the vesting of 433,034 performance shares of common stock on December 24, 2025 to cover required tax withholding. The fair market value of HLLY common stock used for purposes of calculating the number of shares to be withheld was the closing price of HLLY common stock as reported on December 23, 2025.

Remarks:

	/s/ Carly Kennedy, Attorney-In-Fact for Matthew J. Stevenson	12/29/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What insider transaction did Holley Inc. (HLLY) report for Matthew J. Stevenson?

Holley Inc. reported that President, CEO, and director Matthew J. Stevenson had 178,194 shares of common stock automatically withheld on 12/24/2025 to cover tax obligations related to vesting performance shares.

What was the purpose of the 178,194 Holley Inc. shares withheld from Matthew J. Stevenson?

The 178,194 shares of Holley Inc. common stock were automatically withheld upon the vesting of 433,034 performance shares to cover required tax withholding.

At what price were the withheld Holley Inc. (HLLY) shares valued for tax purposes?

The withheld shares were valued using the fair market value based on the closing price of Holley Inc. common stock on December 23, 2025, which was $4.24 per share.

How many Holley Inc. shares does Matthew J. Stevenson own after this Form 4 transaction?

Following the reported transaction, Matthew J. Stevenson beneficially owns 2,901,835 shares of Holley Inc. common stock directly.

What type of equity award vested for Matthew J. Stevenson at Holley Inc.?

The transaction relates to the vesting of 433,034 performance shares of Holley Inc. common stock on December 24, 2025.

Was the Holley Inc. insider transaction an open market sale by Matthew J. Stevenson?

No. The filing explains that the 178,194 shares were automatically withheld upon vesting of performance shares to satisfy tax withholding requirements.