Ollie’s EVP/CFO reports RSU vesting, option exercise and sale

Rhea-AI Filing Summary

Ollie’s Bargain Outlet (OLLI) EVP/CFO reported routine equity transactions on 10/17/2025. A restricted stock award vested, converting 1,504 RSUs to common stock (code M), followed by share withholding for taxes of 769 shares at $124.56 (code F). The officer also exercised 1,493 options at $54.01 (code M) and sold 1,493 shares at $122.92 (code S) pursuant to a Rule 10b5‑1 trading plan adopted on December 19, 2024.

Direct holdings after the reported transactions were 4,008 shares. The filing notes RSUs granted on October 17, 2022 vest in four annual tranches (1,504 vested on 10/17/2025), and options from the same grant vest in equal annual installments (2,985 vested on 10/17/2025), each subject to continued service.

Insights

Corporate governance and insider transactions analyst

Routine Form 4: vesting, tax withholding, option exercise, planned sale.

The executive’s activity combines RSU vesting (1,504 shares), tax withholding via share surrender (769 at $124.56), an option exercise (1,493 at $54.01), and a same‑day sale of 1,493 shares at $122.92. These are standard mechanics for equity compensation and liquidity.

The sale was executed under a Rule 10b5‑1 plan adopted on December 19, 2024, which pre‑sets trades to align with SEC safe‑harbor conditions. Direct holdings after these transactions were 4,008 shares; RSU and option vesting schedules continue per the grant terms.

Given the administrative nature and pre‑planned sale, this is typically neutral for the equity narrative; actual market impact depends on broader trading and future disclosures.

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

OMB APPROVAL

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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).

X

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^*

Helm Robert F

(Last) (First) (Middle)

C/O OLLIE'S BARGAIN OUTLET HOLDINGS, INC

6295 ALLENTOWN BOULEVARD, SUITE 1

(Street)

HARRISBURG PA 17112

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Ollie's Bargain Outlet Holdings, Inc. [ OLLI ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP/CFO

3. Date of Earliest Transaction (Month/Day/Year)
10/17/2025

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, par value $0.001 per share	10/17/2025		M(1)		1,504	A	$0(2)	4,777	D
Common Stock, par value $0.001 per share	10/17/2025		F(3)		769	D	$124.56(4)	4,008	D
Common Stock, par value $0.001 per share	10/17/2025		M(5)		1,493	A	$54.01	5,501	D
Common Stock, par value $0.001 per share	10/17/2025		S(5)		1,493	D	$122.92(6)	4,008	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
Restricted Stock Units	(7)	10/17/2025		M(1)			1,504	(8)	(8)	Common Stock	1,504	$0	1,504	D
Employee Stock Option (right to buy)	$54.01	10/17/2025		M(5)			1,493	(9)	10/17/2032	Common Stock	1,493	$0	2,985	D

Explanation of Responses:

1. Represents the conversion upon vesting of a restricted stock award into common stock ("Common Stock").

2. Restricted Stock Units ("RSUs") convert into Common Stock on a one-for-one basis.

3. Exempt transaction pursuant to Section 16b-3(e) - payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of in this Form 4 were relinquished by the reporting person and cancelled by the issuer in exchange for the issuer's agreement to pay federal and state tax withholding obligations of the reporting person resulting from the vesting of restricted stock units.

4. The price reported in column 4 is equivalent to the fair market value based on the closing market price as of October 17, 2025.

5. Transactions made pursuant to an agreement adopted by the reporting person during an open trading window on December 19, 2024, and disclosed in the issuer's Form 10-K filed on March 26, 2025, in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended.

6. The price reported in column 4 is the price at which these shares were sold in a single transaction.

7. Each of the RSUs represents a contingent right to receive one share of Common Stock at vesting.

8. The RSUs granted to the reporting person vest in 25% installments on each anniversary date of the grant, October 17, 2022, subject to continued service through each applicable vesting date. The reporting person was granted 6,017 RSUs, of which 1,504 vested on October 17, 2023; 1,505 vested on October 17, 2024; 1,504 vested on October 17, 2025; and 1,504 vest on October 17, 2026.

9. Options vest and become exercisable in 25% installments on each anniversary date of the grant, October 17, 2022, subject to continued service through each applicable vesting date. The reporting person was granted 11,940 options, of which 2,985 vested on October 17, 2023; 2,985 vested on October 17, 2024; 2,985 vested on October 17, 2025; and 2,985 vest on October 17, 2026.

Remarks:

	/s/ James J. Comitale as Attorney-In-Fact	10/21/2025
	** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did OLLI’s CFO report on Form 4 dated 10/17/2025?

RSU vesting of 1,504 shares (M), tax withholding of 769 at $124.56 (F), option exercise of 1,493 at $54.01 (M), and sale of 1,493 at $122.92 (S).

Was the OLLI share sale made under a Rule 10b5-1 plan?

Yes. The sale was under a Rule 10b5‑1 plan adopted on December 19, 2024.

How many OLLI shares did the CFO hold directly after these transactions?

Direct beneficial ownership was 4,008 shares after the reported transactions.

What were the prices tied to the OLLI transactions on 10/17/2025?

Tax withholding used $124.56 (closing price), option exercise was at $54.01, and the sale executed at $122.92.

What is the vesting schedule for the OLLI RSUs granted on 10/17/2022?

They vest in four annual tranches: 1,504 on 10/17/2023, 1,505 on 10/17/2024, 1,504 on 10/17/2025, and 1,504 on 10/17/2026.

What is the vesting schedule for the OLLI stock options granted on 10/17/2022?

Options vest 25% annually: 2,985 on each of 10/17/2023, 10/17/2024, 10/17/2025, and 10/17/2026.