OLO Form 4: Insider Tax-Withholding Sale of 10,736 Shares at ~$10.25

Rhea-AI Filing Summary

Robert Morvillo, Chief Legal Officer & Secretary of Olo Inc. (OLO), reported a non-discretionary sale of 10,736 shares of Class A common stock on 09/05/2025. The shares were sold at a weighted average price of $10.2547 (individual sale prices ranged from $10.25 to $10.26) to cover tax withholding obligations arising from the vesting and settlement of restricted stock units. After the reported transactions, the reporting person beneficially owned 375,780 shares. The Form 4 was signed via attorney-in-fact on 09/09/2025.

Insights

Corporate Governance Expert

TL;DR: Routine tax-withholding sale by an officer; not a discretionary divestiture and likely immaterial to company control.

The Form 4 documents a small, specified sale of 10,736 shares to satisfy tax withholding on RSU vesting. Because the filing states the sale was required rather than discretionary, this is a standard administrative transaction rather than a signal of changed insider conviction. The remaining beneficial ownership of 375,780 shares indicates continued stake and alignment with shareholders. No new derivative positions or large dispositions are reported.

Securities Analyst

TL;DR: Transaction is a narrow, routine disposition for tax purposes; it does not indicate material liquidity or governance impact.

The reported weighted-average sale price of $10.2547 (range $10.25–$10.26) and the modest share amount suggest this was executed solely to satisfy withholding on vested RSUs. The disclosure provides clear transaction detail and post-transaction beneficial ownership of 375,780 shares, allowing investors to track insider holdings. No additional compensatory or market-moving events are disclosed in this Form 4.

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).

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^*

Morvillo Robert

(Last) (First) (Middle)

C/O OLO INC., 285 FULTON STREET

ONE WORLD TRADE CENTER, 82ND FLOOR

(Street)

NEW YORK NY 10007

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Olo Inc. [ OLO ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Legal Off. & Secretary

3. Date of Earliest Transaction (Month/Day/Year)
09/05/2025

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
Class A Common Stock	09/05/2025		S(1)		10,736	D	$10.2547(2)	375,780	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. Represents shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the vesting and settlement of restricted stock units, and does not represent a discretionary trade by the Reporting Person.

2. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $10.25 to $10.26, inclusive. Full information regarding the number of shares sold at each separate price can be furnished to the Issuer, any security holder of the Issuer, or the SEC staff upon request.

	/s/ Jennifer C. Wong, Attorney-in-Fact	09/09/2025
	** 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 OLO insider Robert Morvillo report on Form 4?

The filing reports a sale of 10,736 Class A shares on 09/05/2025 to cover tax withholding from RSU vesting.

At what price were the Olo (OLO) shares sold by the reporting person?

The shares were sold at a weighted average price of $10.2547, with individual sale prices ranging from $10.25 to $10.26.

How many Olo shares does Robert Morvillo beneficially own after the reported sale?

Following the reported transaction, the reporting person beneficially owned 375,780 shares of Class A common stock.

Why were the shares sold according to the Form 4?

The filing states the shares were sold to cover tax withholding obligations in connection with the vesting and settlement of restricted stock units, not as a discretionary sale.

Who signed the Form 4 for the reporting person and when?

The Form 4 was signed by Jennifer C. Wong, Attorney-in-Fact on 09/09/2025.