HLLY / Holley Inc. - Документы SEC, Годовой отчет, Доверенное заявление

HOLLEY PERFORMANCE BRANDS ACCELERATES DEBT REDUCTION AND ON TRACK TO REACH LOWEST LEVERAGE IN OVER THREE YEARS Holley Performance Brands advances strategic priority with proactive debt prepayment, underscoring its continued commitment to strengthenin

PRESS RELEASE 2445 Nashville Road Suite B1 Bowling Green, KY 42101 Holley.com HOLLEY PERFORMANCE BRANDS ACCELERATES DEBT REDUCTION AND ON TRACK TO REACH LOWEST LEVERAGE IN OVER THREE YEARS Holley Performance Brands advances strategic priority with proactive debt prepayment, underscoring its continued commitment to strengthening the balance sheet and enhancing financial flexibility BOWLING GREEN, K

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): August 27, 2025 HOLLEY INC. (Exac

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): August 27, 2025 HOLLEY INC. (Exact name of registrant as specified in its charter) Delaware 001-39599 87-1727560 (State or other jurisdiction of incorporation) (Commission File Number

PERFORMANCE STOCK UNIT GRANT NOTICE AND AGREEMENT

PERFORMANCE STOCK UNIT GRANT NOTICE AND AGREEMENT Holley Inc. (the “Company”), pursuant to its 2021 Omnibus Incentive Plan (as may be amended, restated or otherwise modified from time to time, the “Plan”), hereby grants to Holder the number of performance-vesting Restricted Stock Units set forth below, each performance-vesting Restricted Stock Unit being a notional unit representing the right to r

August 12, 2025

August 12, 2025 Deliver via email: Dear Carly, You are receiving this letter to amend your current employment agreement (“Employment Agreement”) with Holley, Inc.

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): August 12, 2025 HOLLEY INC. (Exac

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): August 12, 2025 HOLLEY INC. (Exact name of registrant as specified in its charter) Delaware 001-39599 87-1727560 (State or other jurisdiction of incorporation) (Commission File Number

August 12, 2025

August 12, 2025 Deliver via email: Dear Jesse, You are receiving this letter to amend your current employment agreement (“Employment Agreement”) with Holley, Inc.

RESTRICTED STOCK UNIT GRANT NOTICE AND AGREEMENT

RESTRICTED STOCK UNIT GRANT NOTICE AND AGREEMENT Holley Inc. (the “Company”), pursuant to its 2021 Omnibus Incentive Plan (as may be amended, restated or otherwise modified from time to time, the “Plan”), hereby grants to Holder the number of the number of Restricted Stock Units set forth below, each Restricted Stock Unit being a notional unit representing the right to receive one share of Stock,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 29, 2025 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39599 HOLLEY INC.

HOLLEY REPORTS SECOND QUARTER 2025 RESULTS SECOND CONSECUTIVE QUARTER OF CORE NET SALES GROWTH SUCCESSFUL TARIFF MITIGATION TO DATE THROUGH STRATEGIC SOURCING AND PRICING Strong first half results driven by continued execution of our 2025 strategic f

Exhibit 99.1 PRESS RELEASE 2445 Nashville Road, Suite B1 Bowling Green, Kentucky 42101 Holley.com HOLLEY REPORTS SECOND QUARTER 2025 RESULTS SECOND CONSECUTIVE QUARTER OF CORE NET SALES GROWTH SUCCESSFUL TARIFF MITIGATION TO DATE THROUGH STRATEGIC SOURCING AND PRICING Strong first half results driven by continued execution of our 2025 strategic framework. Core business growth improved again in the

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): August 6, 2025 HOLLEY INC. (Exact

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): August 6, 2025 HOLLEY INC. (Exact name of registrant as specified in its charter) Delaware 001-39599 87-1727560 (State or other jurisdiction of incorporation) (Commission File Number)

Conflict Minerals Report for the year ended December 31, 2024 as required by Items 1.01 and 1.02 of this Form.

Exhibit 1.01 Holley Inc. Conflict Minerals Report For The Year Ended December 31, 2024 Section 1: Introduction and Company Overview This Conflict Minerals Report (“CMR”) pertains to Holley Inc., (herein referred to as “Holley,” “we,” or “our”) filed in accordance with Rule 13p-1 under the Securities Exchange Act of 1934 (“Rule 13p-1”) for calendar year 2024. Unless explicitly defined herein, terms

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report CURRENT REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report CURRENT REPORT Holley Inc. (Exact name of registrant as specified in its charter) Delaware 001-39599 87-1727560 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) 2445 Nashville Road, Suite B1, Bowling Green, Kentucky (Address of princ

HOLLEY REPORTS FIRST QUARTER 2025 RESULTS DELIVERED CORE BUSINESS GROWTH IN THE QUARTER NET INCOME OF $2.8 MILLION IN 2025 COMPARED TO $3.7 MILLION IN 2024 ADJUSTED EBITDA OF $27.3 MILLION UP $6.3 MILLION YEAR OVER YEAR ADJUSTED NET INCOME WAS $2.6 M

Exhibit 99.1 PRESS RELEASE 2445 Nashville Road, Suite B1 Bowling Green, Kentucky 42101 Holley.com HOLLEY REPORTS FIRST QUARTER 2025 RESULTS DELIVERED CORE BUSINESS GROWTH IN THE QUARTER NET INCOME OF $2.8 MILLION IN 2025 COMPARED TO $3.7 MILLION IN 2024 ADJUSTED EBITDA OF $27.3 MILLION UP $6.3 MILLION YEAR OVER YEAR ADJUSTED NET INCOME WAS $2.6 MILLION UP $2.5 MILLION YEAR OVER YEAR Strategic fram

Cataclean License and Distribution Agreement

Exhibit 10.1 LICENSE AND DISTRBUTION AGREEMENT This License and Distribution Agreement (together with all of its schedules, this “Agreement”) is made and entered into as of the Effective Date, by and between Cataclean Global Limited, a limited liability company organized under the laws of England and Wales with a principal place of business at Cataclean House, 30-48 Wellington Employment Park, 34

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): May 7, 2025 HOLLEY INC. (Exact name of registrant as specified in its charter) Delaware 001-39599 87-1727560 (State or other jurisdiction of incorporation) (Commission File Number) (I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39599 HOLLEY INC.

Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

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): May 1, 2025 HOLLEY INC. (Exact name of registrant as specified in its charter) Delaware 001-39599 87-1727560 (State or other jurisdiction of incorporation) (Commission File Number) (I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitiv

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934         Filed by the Registrant ☒     Filed by a party other than the Registrant  ☐         Check the appropriate box:  ☐ Preliminary Proxy Statement  ☐ Confidential, for Use of the Commission Only (as p

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39599 HOLLEY INC.

Description of Securities.

Exhibit 4.1 HOLLEY INC. DESCRIPTION OF SECURITIES The following sets forth a summary of certain terms of the securities of Holley Inc. (the “Company”, “we” or “our”), including certain provisions of the Delaware General Corporation Law (the “DGCL”) and of the Company’s certificate of incorporation and the bylaws. This summary is not intended to be a complete summary of the rights and preferences o

Insider Trading Policy

Exhibit 19 HOLLEY INC. INSIDER TRADING POLICY I. INTRODUCTION Federal and state laws prohibit buying, selling, or making other transfers of securities by persons who have material information that is not generally known or available to the public. These laws also prohibit persons with such material nonpublic information from disclosing this information to others who trade. Holley Inc. (together wi

#Policy Relating to Recovery of Erroneously Awarded Compensation (incorporated by reference to Exhibit 97.1 to the Company's Annual Report on Form 10-K, filed with the SEC on March 14, 2024).

Exhibit 97.1 HOLLEY INC. CLAWBACK POLICY Effective December 1, 2023 If Holley Inc., a Delaware corporation (together with its subsidiaries, the “Company”), is required to prepare an Accounting Restatement (as defined below), then the Company will recover reasonably promptly the amount of Erroneously Awarded Compensation (as defined below) Received (as defined below) by any current or former Execut

Subsidiaries of Holley Inc.

Exhibit 21.1 Subsidiaries of the Registrant Holley Intermediate Holdings LLC Holley Purchaser, Inc. Holley High Performance Holdings, Inc. High Performance Industries, Inc. Holley Performance Products Inc. Hot Rod Brands, Inc. Speedshop.com, Inc. Simpson Safety Solutions, Inc. B&M Racing & Performance Products, Inc. Holley Performance Products (Canada), Inc. Simpson Performance Products, Inc. Team

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 11, 2025 HOLLEY INC. (Exact name of registrant as specified in its charter) Delaware 001-39599 87-1727560 (State or other jurisdiction of incorporation) (Commission File Number)

HOLLEY REPORTS FOURTH QUARTER AND FULL YEAR 2024 RESULTS; TRANSFORMATIVE YEAR BEGINS TO IGNITE GROWTH ACROSS KEY BUSINESS AREAS Delivered strong fourth quarter and full year financial results within guidance range on a comparable basis Proactive amen

Exhibit 99.1 PRESS RELEASE 2445 Nashville Road, Suite B1 Bowling Green, Kentucky 42101 Holley.com HOLLEY REPORTS FOURTH QUARTER AND FULL YEAR 2024 RESULTS; TRANSFORMATIVE YEAR BEGINS TO IGNITE GROWTH ACROSS KEY BUSINESS AREAS Delivered strong fourth quarter and full year financial results within guidance range on a comparable basis Proactive amendment to revolver enhances financial flexibility BOW

AGREEMENT JOINT FILING OF SCHEDULE 13G

AGREEMENT JOINT FILING OF SCHEDULE 13G Kayne Anderson Rudnick Investment Management, LLC (an investment adviser registered under the Investment Advisers Act of 1940), and Virtus Investment Advisers, LLC (an investment adviser registered under the Investment Advisers Act of 1940) and Virtus Equity Trust (on behalf of Virtus KAR Small-Cap Growth Fund), a Delaware statutory trust, hereby agree to file jointly the statement on Schedule 13G to which this Agreement is attached, and any amendments thereto which may be deemed necessary, pursuant to Regulation 13D-G under the Securities Exchange Act of 1934.

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

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): January 7, 2025 (January 1, 2025) HOLLEY INC. (Exact name of registrant as specified in its charter) Delaware 001-39599 87-1727560 (State or other jurisdiction of incorporation) (Comm

Holley Performance Brands Announces Exclusive North American Licensing Agreement for Cataclean Products Partnership further strengthens Holley’s position as a global leader in automotive aftermarket performance solutions

Exhibit 99.1 PRESS RELEASE 2445 Nashville Road Suite B1 Bowling Green, KY 42101 Holley.com Holley Performance Brands Announces Exclusive North American Licensing Agreement for Cataclean Products Partnership further strengthens Holley’s position as a global leader in automotive aftermarket performance solutions BOWLING GREEN, Ky. – January 7, 2025– Holley Performance Brands ("Holley") (NYSE: HLLY)

January 2, 2025

2445 Nashville Road Bowling Green, Kentucky 42101 Holley.com January 2, 2025 VIA EDGAR Claire Erlanger Kevin Woody Division of Corporation Finance Office of Manufacturing United States Securities and Exchange Commission 100 F Street, NE Washington, D.C. 20549 Re: Holley Inc. Form 10-K for the Year Ended December 31, 2023 Form 10-Q for the Quarter Ended June 30, 2024 File No. 001-39599 Dear Ms. Erl

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): December 5, 2024 (December 4, 202

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): December 5, 2024 (December 4, 2024) HOLLEY INC. (Exact name of registrant as specified in its charter) Delaware 001-39599 87-1727560 (State or other jurisdiction of incorporation) (Co

HOLLEY PERFORMANCE BRANDS' ENHANCED OPERATIONAL PERFORMANCE AND RECENT CREDIT UPGRADES HAVE ENABLED AN AMENDMENT TO THE REVOLVING CREDIT FACILITY, CREATING A COVENANT-LITE CAPITAL STRUCTURE Proactively Enters into an Amendment which Provides Improved

Exhibit 99.1 PRESS RELEASE 2445 Nashville Road Suite B1 Bowling Green, KY 42101 Holley.com HOLLEY PERFORMANCE BRANDS' ENHANCED OPERATIONAL PERFORMANCE AND RECENT CREDIT UPGRADES HAVE ENABLED AN AMENDMENT TO THE REVOLVING CREDIT FACILITY, CREATING A COVENANT-LITE CAPITAL STRUCTURE Proactively Enters into an Amendment which Provides Improved Financial Flexibility BOWLING GREEN, Ky. – December 5, 202

Amendment No. 4 to Credit Agreement, dated as of December 4, 2024, by and among Holley Inc. and certain of its subsidiaries, as the Borrower, Wells Fargo Bank, National Association, as Administrative Agent, and other lender parties thereto.

Exhibit 10.1 Execution Version AMENDMENT NO. 4, dated as of December 4, 2024 (this “Amendment No. 4”), to the Credit Agreement dated as of November 18, 2021 (as amended, supplemented, amended and restated or otherwise modified from time to time prior to the date hereof, the “Credit Agreement”) among HOLLEY INC., a Delaware corporation (the “Borrower”), WELLS FARGO BANK, NATIONAL ASSOCIATION, as Ad

HLLY / Holley Inc. / KAYNE ANDERSON RUDNICK INVESTMENT MANAGEMENT LLC Passive Investment

SC 13G/A 1 fp0090889-22sc13ga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (AMENDMENT NO. 3)* HOLLEY INC. (Name of Issuer) Common Stock (Title of Class of Securities) 43538H103 (CUSIP Number) September 30, 2024 (Da

November 12, 2024

2445 Nashville Road Bowling Green, Kentucky 42101 Holley.com November 12, 2024 VIA EDGAR Claire Erlanger Kevin Woody Division of Corporation Finance Office of Manufacturing United States Securities and Exchange Commission 100 F Street, NE Washington, D.C. 20549 Re: Holley Inc. Form 10-K for the Year Ended December 31, 2023 Form 10-Q for the Quarter Ended June 30, 2024 File No. 001-39599 Dear Ms. E

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): November 8, 2024 HOLLEY INC. (Exact name of registrant as specified in its charter) Delaware 001-39599 87-1727560 (State or other jurisdiction of incorporation) (Commission File Numbe

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 29, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39599 HOLLEY INC.

HOLLEY REPORTS THIRD QUARTER 2024 RESULTS; EXECUTION UPON STRATEGIC INITIATIVES DRIVING GROWTH IN KEY AREAS OF THE BUSINESS COMPLETEDANOTHER SUCCESSFUL EVENT SEASON WITH STRONG ENTHUSIAST ENGAGEMENT Delivered third quarter financial results within gu

Exhibit 99.1 PRESS RELEASE 2445 Nashville Road, Suite B1 Bowling Green, Kentucky 42101 Holley.com HOLLEY REPORTS THIRD QUARTER 2024 RESULTS; EXECUTION UPON STRATEGIC INITIATIVES DRIVING GROWTH IN KEY AREAS OF THE BUSINESS COMPLETEDANOTHER SUCCESSFUL EVENT SEASON WITH STRONG ENTHUSIAST ENGAGEMENT Delivered third quarter financial results within guidance Moody’s Ratings Upgrades Holley’s CFR to B2 T

October 29, 2024

2445 Nashville Road, Suite B1 Bowling Green, Kentucky 42101 Holley.com October 29, 2024 VIA EDGAR Claire Erlanger Kevin Woody Division of Corporation Finance Office of Manufacturing United States Securities and Exchange Commission 100 F Street, NE Washington, D.C. 20549 Re: REQUERST FOR EXTENSION OF TIME TO RESPOND TO COMMENT LETTER DATED OCTOBER 15, 2024 Dear Ms. Erlanger and Mr. Woody: We are wr

HLLY / Holley Inc. / Allspring Global Investments Holdings, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.) Holley Inc. (Name of Issuer) COM (Title of Class of Securities) 43538H103 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [X]

HLLY / Holley Inc. / LOBEL DAVID S - SC 13D/A Activist Investment

SC 13D/A 1 d601682dsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5)* HOLLEY INC. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 43538H 103 (CUSIP Number) Vincent E. Taurassi General Counsel Sentinel Capital Partners One Vanderbilt Avenue, 53

HOLLEY REPORTS SECOND QUARTER 2024 RESULTS; NET INCOME UP 31% YEAR OVER YEAR ADJUSTED EBITDA MARGIN UP 50BPS YEAR OVER YEAR PROGRESS ACROSS ALL KEY GROWTH ELEMENTS OF THE TRANSFORMATION Delivered second quarter net sales of $169.5 million Debt and Cr

Exhibit 99.1 PRESS RELEASE 1801 Russellville Road Bowling Green, Kentucky 42101 Holley.com HOLLEY REPORTS SECOND QUARTER 2024 RESULTS; NET INCOME UP 31% YEAR OVER YEAR ADJUSTED EBITDA MARGIN UP 50BPS YEAR OVER YEAR PROGRESS ACROSS ALL KEY GROWTH ELEMENTS OF THE TRANSFORMATION Delivered second quarter net sales of $169.5 million Debt and Credit Ratings upgraded by S&P Global Ratings Exited Covenant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39599 HOLLEY INC.

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): August 7, 2024 HOLLEY INC. (Exact name of registrant as specified in its charter) Delaware 001-39599 87-1727560 (State or other jurisdiction of incorporation) (Commission File Number)

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): July 3, 2024 (July 1 , 2024) HOLLEY INC. (Exact name of registrant as specified in its charter) Delaware 001-39599 87-1727560 (State or other jurisdiction of incorporation) (Commissio

Conflict Minerals Report for the year ended December 31, 2023 as required by Items 1.01 and 1.02 of this Form.

Exhibit 1.01 Holley Inc. Conflict Minerals Report For The Year Ended December 31, 2023 Section 1: Introduction and Company Overview This Conflict Minerals Report (“CMR”) pertains to Holley Inc., (herein referred to as “Holley,” “we,” or “our”) filed in accordance with Rule 13p-1 under the Securities Exchange Act of 1934 (“Rule 13p-1”) for calendar year 2023. Unless explicitly defined herein, terms

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report CURRENT REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report CURRENT REPORT Holley Inc. (Exact name of registrant as specified in its charter) Delaware 001-39599 87-1727560 (State or other jurisdiction of incorporation) Commission (File Number) (IRS Employer Identification No.) 1801 Russellville Road, Bowling Green, Kentucky (Address of principal ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39599 HOLLEY INC.

HOLLEY REPORTS FIRST QUARTER 2024 RESULTS; CONTINUES ORGANIZATIONAL TRANSFORMATION WITH KEY EXECUTIVE APPOINTMENTS TO DRIVE ORGANIC GROWTH Delivered first quarter net sales of $158.6 million Paid down $15 million of debt and improved free cash flow g

Exhibit 99.1 PRESS RELEASE 1801 Russellville Road Bowling Green, Kentucky 42101 Holley.com HOLLEY REPORTS FIRST QUARTER 2024 RESULTS; CONTINUES ORGANIZATIONAL TRANSFORMATION WITH KEY EXECUTIVE APPOINTMENTS TO DRIVE ORGANIC GROWTH Delivered first quarter net sales of $158.6 million Paid down $15 million of debt and improved free cash flow generation by $15m, year-over year Reiterates full year 2024

Financial Statements and Exhibits, Results of Operations and Financial Condition, Submission of Matters to a Vote of Security Holders

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): May 8, 2024 HOLLEY INC. (Exact name of registrant as specified in its charter) Delaware 001-39599 87-1727560 (State or other jurisdiction of incorporation) (Commission File Number) (I

Financial Statements and Exhibits, Other Events

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: March 27, 2024 HOLLEY INC. (Exact name of registrant as specified in its charter) Delaware 001-39599 87-1727560 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)

HOLLEY ANNOUNCES ADDITIONAL $15 MILLION DEBT PAYDOWN Holley has continued to utilize strong free cash flow to prepay $65 million in debt since September 2023

Exhibit 99.1 PRESS RELEASE 1801 Russellville Road Bowling Green, Kentucky 42101 Holley.com HOLLEY ANNOUNCES ADDITIONAL $15 MILLION DEBT PAYDOWN Holley has continued to utilize strong free cash flow to prepay $65 million in debt since September 2023 BOWLING GREEN, KY – March 27, 2024 – Holley Performance Brands (NYSE: HLLY), a leader in automotive aftermarket performance solutions, today announced

DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant  ☐ Check the appropriate box:  ☐ Preliminary Proxy Statement  ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39599 HOLLEY INC.

#Policy Relating to Recovery of Erroneously Awarded Compensation.

Exhibit 97.1 HOLLEY INC. CLAWBACK POLICY Effective December 1, 2023 If Holley Inc., a Delaware corporation (together with its subsidiaries, the “Company”), is required to prepare an Accounting Restatement (as defined below), then the Company will recover reasonably promptly the amount of Erroneously Awarded Compensation (as defined below) Received (as defined below) by any current or former Execut

Subsidiaries of Holley Inc.

Exhibit 21.1 Subsidiaries of the Registrant Holley Intermediate Holdings LLC Holley Purchaser, Inc. Holley High Performance Holdings, Inc. High Performance Industries, Inc. Holley Performance Products Inc. Hot Rod Brands, Inc. Speedshop.com, Inc. Simpson Safety Solutions, Inc. B&M Racing & Performance Products, Inc. Holley Performance Products (Canada), Inc. Simpson Performance Products, Inc. Team

Description of Securities.

Exhibit 4.1 HOLLEY INC. DESCRIPTION OF SECURITIES The following sets forth a summary of certain terms of the securities of Holley Inc. (the “Company”, “we” or “our”), including certain provisions of the Delaware General Corporation Law (the “DGCL”) and of the Company’s certificate of incorporation and the bylaws. This summary is not intended to be a complete summary of the rights and preferences o

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): February 28, 2024 HOLLEY INC. (Ex

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): February 28, 2024 HOLLEY INC. (Exact name of registrant as specified in its charter) Delaware 001-39599 87-1727560 (State or other jurisdiction of incorporation) (Commission File Numb

HOLLEY REPORTS FOURTH QUARTER AND FULL YEAR 2023 RESULTS; EARLY STAGES OF TRANSFORMATION YIELDING POSITIVE YEAR-OVER-YEAR IMPROVEMENT IN Q4 PROFITABILITY Year Over Year Fourth Quarter Net Income Improvement of $16.4 Million and Adjusted EBITDA Growth

Exhibit 99.1 PRESS RELEASE 1801 Russellville Road Bowling Green, Kentucky 42101 Holley.com HOLLEY REPORTS FOURTH QUARTER AND FULL YEAR 2023 RESULTS; EARLY STAGES OF TRANSFORMATION YIELDING POSITIVE YEAR-OVER-YEAR IMPROVEMENT IN Q4 PROFITABILITY Year Over Year Fourth Quarter Net Income Improvement of $16.4 Million and Adjusted EBITDA Growth of 89% Continued strong cash generation and debt paydown f

AGREEMENT JOINT FILING OF SCHEDULE 13G

EX-1 2 fp0086862-59ex1.htm AGREEMENT JOINT FILING OF SCHEDULE 13G Kayne Anderson Rudnick Investment Management, LLC (an investment adviser registered under the Investment Advisers Act of 1940), and Virtus Investment Advisers, Inc. (an investment adviser registered under the Investment Advisers Act of 1940) and Virtus Equity Trust (on behalf of Virtus KAR Small-Cap Growth Fund), a Delaware statutor

HLLY / Holley Inc. / KAYNE ANDERSON RUDNICK INVESTMENT MANAGEMENT LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (AMENDMENT NO. 2)* HOLLEY INC. (Name of Issuer) Common Stock (Title of Class of Securities) 43538H103 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing o

HOLLEY INC. 1801 Russellville Road Bowling Green, Kentucky 42101

HOLLEY INC. 1801 Russellville Road Bowling Green, Kentucky 42101 January 10, 2024 VIA EDGAR Division of Corporation Finance Office of Trade and Services United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: Eranga A. Dias Re: Holley Inc. Registration Statement on Form S-3 File Number 333-276324 Ladies and Gentlemen: Pursuant to Rule 461 under the Sec

Filing Fee Table.

Exhibit 107 Calculation of Filing Fee Table FORM S-3 (Form Type) HOLLEY INC. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit(2) Maximum Aggregate Offering Price(1) Fee Rate Amount of Registration Fee(3)

As filed with the Securities and Exchange Commission on December 29, 2023

As filed with the Securities and Exchange Commission on December 29, 2023 Registration No.

Form of Indenture for Debt Securities.

Exhibit 4.4 FORM OF INDENTURE HOLLEY INC INDENTURE Dated as of , 20[] [] Trustee CROSS-REFERENCE TABLE* Trust Indenture Act Section Indenture Section 310(a)(1) 7.1 (a)(2) 7.1 (a)(3) N.A. (a)(4) N.A. (a)(5) 7.1 (b) 7.1 (c) N.A. 311(a) 7.11 (b) 7.11 (c) N.A. 312(a) 2.06 (b) 11.03 (c) 11.03 313(a) 7.06 (b)(2) 7.06; 7.07 (c) 7.06; 11.02 (d) 7.06 314(a) 4.03;11.02; 11.05 (c)(1) 11.04 (c)(2) 11.04 (c)(3

Financial Statements and Exhibits, Other Events

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: December 19, 2023 HOLLEY INC. (Exact name of registrant as specified in its charter) Delaware 001-39599 87-1727560 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification N

HOLLEY ANNOUNCES ADDITIONAL $25 MILLION DEBT PAYDOWN Holley has utilized strong free cash flow to pay down $50 million in debt since September 2023

Exhibit 99.1 PRESS RELEASE 1801 Russellville Road Bowling Green, Kentucky 42101 Holley.com HOLLEY ANNOUNCES ADDITIONAL $25 MILLION DEBT PAYDOWN Holley has utilized strong free cash flow to pay down $50 million in debt since September 2023 BOWLING GREEN, KY – December 19, 2023 – Holley Inc. (NYSE: HLLY), a leader in automotive aftermarket performance solutions, today announced it paid down an addit

HOLLEY REPORTS THIRD QUARTER 2023 RESULTS Strong performance yields year-over-year revenue growth while delivering meaningfully improved margins through operational improvements Solid cash flow generation and debt paydown significantly reduces net le

Exhibit 99.1 PRESS RELEASE 1801 Russellville Road Bowling Green, Kentucky 42101 Holley.com HOLLEY REPORTS THIRD QUARTER 2023 RESULTS Strong performance yields year-over-year revenue growth while delivering meaningfully improved margins through operational improvements Solid cash flow generation and debt paydown significantly reduces net leverage Comprehensive business transformation underway to un

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 1, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39599 HOLLEY INC.

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): November 8, 2023 HOLLEY INC. (Exact name of registrant as specified in its charter) Delaware 001-39599 87-1727560 (State or other jurisdiction of incorporation) (Commission File Numbe

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: September 29, 2023 HOLLEY INC. (Exact name of registrant as specifi

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: September 29, 2023 HOLLEY INC. (Exact name of registrant as specified in its charter) Delaware 001-39599 87-1727560 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification

HOLLEY ANNOUNCES $25 MILLION DEBT PAYDOWN IN LINE WITH STATED FINANCIAL PRIORITIES Holley committed to using strong free cash flow to continue deleveraging the balance sheet

Exhibit 99.1 PRESS RELEASE 1801 Russellville Road Bowling Green, Kentucky 42101 Holley.com HOLLEY ANNOUNCES $25 MILLION DEBT PAYDOWN IN LINE WITH STATED FINANCIAL PRIORITIES Holley committed to using strong free cash flow to continue deleveraging the balance sheet BOWLING GREEN, KY – September 29, 2023 – Holley Inc. (NYSE: HLLY), the leading consumer platform for automotive performance enthusiasts

Lock-up Agreement

EX-99.7 2 d498436dex997.htm EX-99.7 Exhibit 99.7 Lock-up Agreement August 15, 2023 Jefferies LLC (“you” or “Jefferies”) 520 Madison Avenue New York, New York 10022 RE: Holley Inc. (the “Company”) Ladies & Gentlemen: Holley Parent Holdings, L.L.C. (“the undersigned” or “Selling Stockholder”) is a record or beneficial owner of common stock of the Company (“Common Stock”) and Related Securities (as d

HLLY / Holley Inc - Class A / LOBEL DAVID S - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* HOLLEY INC. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 43538H 103 (CUSIP Number) Vincent E. Taurassi General Counsel Sentinel Capital Partners One Vanderbilt Avenue, 53rd Floor New York, NY 10017 (2

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): August 10, 2023 HOLLEY INC. (Exac

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): August 10, 2023 HOLLEY INC. (Exact name of registrant as specified in its charter) Delaware 001-39599 87-1727560 (State or other jurisdiction of incorporation) (Commission File Number

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 2, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39599 HOLLEY INC.

Investor Presentation dated August 10, 2023

Exhibit 99.2

HOLLEY REPORTS SECOND QUARTER 2023 RESULTS Company raises full year 2023 Sales and Adjusted EBITDA guidance ranges Continued sequential improvement in sales and profitability EBITDA Margins in line with the Company’s long-term targets

Exhibit 99.1 PRESS RELEASE 1801 Russellville Road Bowling Green, Kentucky 42101 Holley.com HOLLEY REPORTS SECOND QUARTER 2023 RESULTS Company raises full year 2023 Sales and Adjusted EBITDA guidance ranges Continued sequential improvement in sales and profitability EBITDA Margins in line with the Company’s long-term targets BOWLING GREEN, KY – August 10, 2023 – Holley Inc. (NYSE: HLLY), a leading

Amendment No. 2 to Credit Agreement, dated as of April 20, 2023, by and among Holley Inc. and certain of its subsidiaries, as the Borrower, Wells Fargo Bank National Association, as Administrative Agent, and other lender parties thereto.

Exhibit 10.1 EXECUTION VERSION AMENDMENT NO. 3, dated as of May 26, 2023 (this “Amendment No. 3”), to the Credit Agreement dated as of November 18, 2021 (as amended, supplemented, amended and restated or otherwise modified from time to time prior to the date hereof, the “Credit Agreement”) among HOLLEY INC., a Delaware corporation (the “Borrower”), WELLS FARGO BANK, NATIONAL ASSOCIATION, as Admini

#Employment Agreement, dated May 13, 2023, by and between Holley Inc. and Matthew Stevenson.

Exhibit 10.2 EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT (this “Agreement”) dated as of May 13th, 2023, between Holley Inc., a Delaware Corporation (the “Company”), and Matthew Stevenson (“Executive”). WITNESSETH WHEREAS, the Company desires to employ Executive and to enter into this Agreement embodying the terms of such employment, and Executive desires to enter into this Agreement and to accept su

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

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): August 8, 2023 HOLLEY INC. (Exact name of registrant as specified in its charter) Delaware 001-39599 87-1727560 (State or other jurisdiction of incorporation) (Commission File Number)

Amended and Restated By-Laws of the Company, dated August 8, 2023 (incorporated by reference to Exhibit 3.1 of the Company’s Current Report on Form 8-K, filed with the SEC on August 9, 2023).

Exhibit 3.1 AMENDED AND RESTATED BY-LAWS OF HOLLEY INC. Effective as of August 8, 2023 ARTICLE I CORPORATE OFFICES 1.1. Registered Office. The address of the registered office of Holley Inc. (the “Corporation”) in the State of Delaware, and the name of its registered agent at such address, shall be (a) as set forth in the Corporation’s certificate of incorporation, as the same may be amended and/o

Filing Fee Table

Exhibit 107 Calculation of Filing Fees Table Form S-8 (Form Type) Holley Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule(4) Amount Registered (1) Proposed Maximum Offering Price Per Unit(4) Maximum Aggregate Offering Price(4) Fee Rate Amount of Registration Fee Equity Common Stock, par value $0

#Inducement Award Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 99.1 of the Company's Registration Statement on Form S-8 (File No. 333-272436) filed with the SEC on June 6, 2023).

Exhibit 99.1 INDUCEMENT AWARD RESTRICTED STOCK UNIT AWARD AGREEMENT Holley Inc. (the “Company”) hereby grants to Holder the number of Restricted Stock Units set forth below, each Restricted Stock Unit being a notional unit representing the right to receive one share of Stock (the “Restricted Stock Units”). The Restricted Stock Units have been granted as an “employment inducement award” under New Y

As Filed With the Securities and Exchange Commission on June 6, 2023

S-8 1 hlly20230601s8.htm FORM S-8 As Filed With the Securities and Exchange Commission on June 6, 2023 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 HOLLEY INC. (Exact name of registrant as specified in its charter) Delaware 87-1727560 (State or other jurisdiction of incorporation or or

#Inducement Award Performance-Based Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 99.2 of the Company's Registration Statement on Form S-8 (File No. 333-272436) filed with the SEC on June 6, 2023

Exhibit 99.2 INDUCEMENT AWARD PERFORMANCE-BASED RESTRICTED STOCK UNIT AWARD AGREEMENT Holley Inc. (the “Company”) hereby grants to Holder the number of performance-vesting Restricted Stock Units set forth below, each performance-vesting Restricted Stock Unit being a notional unit representing the right to receive one share of Stock (the “Performance Stock Units”). The Performance Stock Units have

HOLLEY ANNOUNCES APPOINTMENT OF MATTHEW STEVENSON AS NEW PRESIDENT AND CHIEF EXECUTIVE OFFICER

Exhibit 99.1 PRESS RELEASE 1801 Russellville Road Bowling Green, Kentucky 42101 Holley.com HOLLEY ANNOUNCES APPOINTMENT OF MATTHEW STEVENSON AS NEW PRESIDENT AND CHIEF EXECUTIVE OFFICER BOWLING GREEN, KY – May 17, 2023 – Holley Inc. (NYSE: HLLY), a leading platform serving performance automotive enthusiasts, today announced the appointment of Matthew Stevenson as the Company’s new President and Ch

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 18, 2023 (May 13, 2023) HOLLEY INC. (Exact name of registrant as specified in its charter) Delaware 001-39599 87-1727560 (State or other jurisdiction of incorp

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): May 17, 2023 (May 13, 2023) HOLLEY INC. (Exact name of registrant as specified in its charter) Delaware 001-39599 87-1727560 (State or other jurisdiction of incorporation) (Commission

HOLLEY ANNOUNCES APPOINTMENT OF MATTHEW STEVENSON AS NEW PRESIDENT AND CHIEF EXECUTIVE OFFICER

Exhibit 99.1 PRESS RELEASE 1801 Russellville Road Bowling Green, Kentucky 42101 Holley.com HOLLEY ANNOUNCES APPOINTMENT OF MATTHEW STEVENSON AS NEW PRESIDENT AND CHIEF EXECUTIVE OFFICER BOWLING GREEN, KY – May 17, 2023 – Holley Inc. (NYSE: HLLY), a leading platform serving performance automotive enthusiasts, today announced the appointment of Matthew Stevenson as the Company’s new President and Ch

#Letter Agreement, dated February 20,2023, by and between the Company and Michelle Gloeckler (incorporated by reference to Exhibit 10.1 of the Company's Quarterly Report on Form 10-Q, filed with the SEC on May 11, 2023).

Exhibit 10.1 ® Holley Holley 1801 Russellville Road. Bowling Green, KY 42101 http://www.holley.com February 20, 2023 Michelle Gloeckler [address redacted] Dear Michelle, This Letter Agreement ("Letter Agreement") sets forth the understanding between us, Holley Inc. (the "Company") and yourself, Michelle Gloeckler ("Gloeckler") regarding our agreement regarding the remuneration due to you in connec

Investor Presentation dated May 11, 2023

Exhibit 99.2

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition, Submission of Matters to a Vote of Security Holders

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): May 9, 2023 HOLLEY INC. (Exact name of registrant as specified in its charter) Delaware 001-39599 87-1727560 (State or other jurisdiction of incorporation) (Commission File Number) (I

HOLLEY REPORTS FIRST QUARTER 2023 RESULTS Company reaffirms full year 2023 outlook Sales leverage, operational improvements and cost initiatives drive significant sequential profitability increase

Exhibit 99.1 PRESS RELEASE 1801 Russellville Road Bowling Green, Kentucky 42101 Holley.com HOLLEY REPORTS FIRST QUARTER 2023 RESULTS Company reaffirms full year 2023 outlook Sales leverage, operational improvements and cost initiatives drive significant sequential profitability increase BOWLING GREEN, KY – May 11, 2023 – Holley Inc. (NYSE: HLLY), a leading platform serving performance automotive e

#Severance Agreement and General Release, dated March 28, 2023, by and between Holley Intermediate Holdings LLC and Thomas W. Tomlinson (incorporated by reference to Exhibit 10.4 to the Company’s Quarterly Report on Form 10-Q, filed with the SEC on May 11, 2023).

Exhibit 10.4 SEVERANCE AGREEMENT AND GENERAL RELEASE This Severance Agreement and General Release (the “Agreement”) is entered into by Holley Intermediate Holdings LLC (as successor to Holley Intermediate Holdings, Inc.), including its current and former affiliated or related corporate entities, trustees, agents, assigns, successors, owners, board members, shareholders, officers, directors, employ

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 2, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39599 HOLLEY INC.

Amendment No. 2 to Credit Agreement, dated as of April 20, 2023, by and among the Company and certain of it s subsidiaries, as the Borrower, Wells Fargo Bank, National Association, as Administrative Agent, and other lender parties thereto (incorporated by reference to Exhibit 10.5 of the Company’s Quarterly Report on Form 10-Q, filed with the SEC on May 11, 2023)

Exhibit 10.5 Execution Version AMENDMENT NO. 2, dated as of April 20, 2023 (this “Amendment No. 2”), to the Credit Agreement dated as of November 18, 2021 (as amended, supplemented, amended and restated or otherwise modified from time to time prior to the date hereof, the “Existing Credit Agreement” and as amended by this Amendment No. 2, the “Credit Agreement”) among HOLLEY INC., a Delaware corpo

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitiv

#Offer Letter, dated as of November 8, 2022, by and between Holley Performance Products, Inc. and Brian Appelgate (incorporated by reference to Exhibit 10.10 to the Company’s Annual Report on Form 10-K, filed with the SEC on March 15, 2023).

Exhibit 10.10 Holley Performance Products, Inc. 1801 Russellville Rd., Bowling Green, KY 42101 http://www.holley.com, (270) 780-1812 Fax (270) 495-3832 11/8/2022 Brian Appelgate [*****] [*****] Dear Brian, On behalf of Holley Performance Products, Inc., we are pleased to extend this assignment. We are excited for your expertise and look forward to the contributions you will make to the Company. Pl

#Employment Agreement, dated as of March 30, 2022, by and between Holley Inc. and Carly Kennedy (incorporated by reference to Exhibit 10.9 to the Company’s Annual Report on Form 10-K, filed with the SEC on March 15, 2023).

Exhibit 10.9 EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT (this “Agreement”) dated as of March 30, 2022, between Holley Inc.,a Delaware Corporation (the “Company”), and Carly Kennedy (“Executive”). WITNESSETH WHEREAS, the Company desires to employ Executive and to enter into this Agreement embodying the terms of such employment, and Executive desires to enter into this Agreement and to accept such em

#Form of Performance Stock Unit Grant Notice and Agreement (incorporated by reference to Exhibit 10.23 to the Company's Annual Report on Form 10-K, filed with the SEC on March 15, 2023).

Exhibit 10.23 PERFORMANCE STOCK UNIT GRANT NOTICE AND AGREEMENT Holley Inc. (the “Company”), pursuant to its 2021 Omnibus Incentive Plan (as may be amended, restated or otherwise modified from time to time, the “Plan”), hereby grants to Holder the number of performance-vesting Restricted Stock Units set forth below, each performance-vesting Restricted Stock Unit being a notional unit representing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39599 HOLLEY INC.

Subsidiaries of Holley Inc.

Exhibit 21.1 Subsidiaries of the Registrant Holley Intermediate Holdings LLC Holley Purchaser, Inc. Holley High Performance Holdings, Inc. High Performance Industries, Inc. Holley Performance Products Inc. Hot Rod Brands, Inc. Speedshop.com, Inc. Simpson Safety Solutions, Inc. B&M Racing & Performance Products, Inc. Holley Performance Products (Canada), Inc. Simpson Performance Products, Inc. Team

HOLLEY REPORTS FOURTH QUARTER AND FULL YEAR 2022 RESULTS Operational improvements and cost initiatives to drive 2023 margin and free cash flow improvement Company reaches covenant relief agreement with financial partners and reduces interest rate ris

Exhibit 99.1 PRESS RELEASE 1801 Russellville Road Bowling Green, Kentucky 42101 Holley.com HOLLEY REPORTS FOURTH QUARTER AND FULL YEAR 2022 RESULTS Operational improvements and cost initiatives to drive 2023 margin and free cash flow improvement Company reaches covenant relief agreement with financial partners and reduces interest rate risk Provides outlook and guidance for full year 2023 BOWLING

Amendment No. 1 to Credit Agreement, dated as of March 3, 2023, by and among the Company. and certain of its subsidiaries as the Borrower, Wells Fargo Bank, National Association, as Administrative Agent, and other lender parties thereto (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K, filed with the SEC on March 9, 2023).

Exhibit 10.1 AMENDMENT NO. 1, dated as of March 3, 2023 (this “Amendment No. 1”), to the Credit Agreement dated as of November 18, 2021 (as amended, supplemented, amended and restated or otherwise modified from time to time prior to the date hereof, the “Credit Agreement”) among HOLLEY INC., a Delaware corporation (the “Borrower”), WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent (i

Investor Presentation dated March 9, 2023

Exhibit 99.2

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 3, 2023 HOLLEY INC. (Exact

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 3, 2023 HOLLEY INC. (Exact name of registrant as specified in its charter) Delaware 001-39599 87-1727560 (State or other jurisdiction of incorporation) (Commission File Number)

HLLY / Holley Inc. / KAYNE ANDERSON RUDNICK INVESTMENT MANAGEMENT LLC - NONE Passive Investment

SC 13G/A 1 doc1.htm NONE UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* HOLLEY INC. (Name of Issuer) Common Stock (Title of Class of Securities) 43538H103 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant

AGREEMENT JOINT FILING OF SCHEDULE 13G

EX-99.2 2 ex992.htm EX-99.2 AGREEMENT JOINT FILING OF SCHEDULE 13G Kayne Anderson Rudnick Investment Management, LLC (an investment adviser registered under the Investment Advisers Act of 1940), and Virtus Investment Advisers, Inc. (an investment adviser registered under the Investment Advisers Act of 1940) and Virtus Equity Trust (on behalf of Virtus KAR Small-Cap Growth Fund), a Delaware statuto

HOLLEY ANNOUNCES CHIEF EXECUTIVE OFFICER TRANSITION AND PRELIMINARY FOURTH QUARTER AND FULL YEAR 2022 RESULTS

Exhibit 99.1 PRESS RELEASE 1801 Russellville Road Bowling Green, Kentucky 42101 Holley.com HOLLEY ANNOUNCES CHIEF EXECUTIVE OFFICER TRANSITION AND PRELIMINARY FOURTH QUARTER AND FULL YEAR 2022 RESULTS ● Tom Tomlinson retires as President and Chief Executive Officer ● Director Michelle Gloeckler named Interim President and Chief Executive Officer ● Matthew Rubel appointed Executive Chairman ● Graha

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Results of Operations and Financial Condition

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): February 4, 2023 HOLLEY INC. (Exact name of registrant as specified in its charter) Delaware 001-39599 87-1727560 (State or other jurisdiction of incorporation) (Commission File Numbe

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): December 12, 2022 HOLLEY INC. (Ex

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): December 12, 2022 HOLLEY INC. (Exact name of registrant as specified in its charter) Delaware 001-39599 87-1727560 (State or other jurisdiction of incorporation) (Commission File Numb

HOLLEY ANNOUNCES APPOINTMENT OF JESSE WEAVER AS CHIEF FINANCIAL OFFICER

Exhibit 99.1 PRESS RELEASE 1801 Russellville Road Bowling Green, Kentucky 42101 Holley.com HOLLEY ANNOUNCES APPOINTMENT OF JESSE WEAVER AS CHIEF FINANCIAL OFFICER BOWLING GREEN, KY – December 12, 2022 – Holley Inc. (NYSE: HLLY), the leading platform serving performance automotive enthusiasts, today announced the appointment of Jesse Weaver as the Company’s Chief Financial Officer. Mr. Weaver will

#Employment Agreement, dated as of December 12, 2022, by and between Holley Inc. and Jesse Weaver (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed with the SEC on December 12, 2022).

Exhibit 10.1 EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT (this “Agreement”) dated as of December 12, 2022, between Holley Inc., a Delaware Corporation (the “Company”), and Jesse Weaver (“Executive”). WITNESSETH WHEREAS, the Company desires to employ Executive and to enter into this Agreement embodying the terms of such employment, and Executive desires to enter into this Agreement and to accept such

HOLLEY REPORTS THIRD QUARTER 2022 RESULTS Underlying demand remains solid, direct-to-consumer sales up 11% Supply chain pressures ease, supporting improvement in sales run-rate within the quarter Company updates its full year 2022 outlook to reflect

Exhibit 99.1 PRESS RELEASE 1801 Russellville Road Bowling Green, Kentucky 42101 Holley.com HOLLEY REPORTS THIRD QUARTER 2022 RESULTS Underlying demand remains solid, direct-to-consumer sales up 11% Supply chain pressures ease, supporting improvement in sales run-rate within the quarter Company updates its full year 2022 outlook to reflect continued impact of supply chain and higher costs on profit

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 2, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39599 HOLLEY INC.

HOLLEY ANNOUNCES APPOINTMENT OF BRIAN APPELGATE AS INTERIM CHIEF OPERATING OFFICER

Exhibit 99.2 PRESS RELEASE 1801 Russellville Road Bowling Green, Kentucky 42101 Holley.com HOLLEY ANNOUNCES APPOINTMENT OF BRIAN APPELGATE AS INTERIM CHIEF OPERATING OFFICER BOWLING GREEN, KY ? November 14, 2022 ? Holley Inc. (NYSE: HLLY), the leading platform serving performance automotive enthusiasts, today announced the appointment of Brian Appelgate, an industry veteran and operating leader wi

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): November 14, 2022 HOLLEY INC. (Exact name of registrant as specified in its charter) Delaware 001-39599 87-1727560 (State or other jurisdiction of incorporation) (Commission File Numb

Investor Presentation dated November 14, 2022

HLLY / Holley Inc. / KAYNE ANDERSON RUDNICK INVESTMENT MANAGEMENT LLC - NONE Passive Investment

Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. n/a )* HOLLEY INC. (Name of Issuer) Common Stock (Title of Class of Securities) 43538H103 (CUSIP Number) August 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which th

AGREEMENT JOINT FILING OF SCHEDULE 13G

AGREEMENT JOINT FILING OF SCHEDULE 13G Kayne Anderson Rudnick Investment Management, LLC (an investment adviser registered under the Investment Advisers Act of 1940), and Virtus Investment Advisers, Inc.

91,102,264 Shares of Common Stock Up to 6,333,333 Shares of Common Stock Issuable Upon Exercise of the Warrants Up to 6,333,333 Warrants

PROSPECTUS Filed Pursuant to Rule 424(b)(3) Registration No. 333-258075 91,102,264 Shares of Common Stock Up to 6,333,333 Shares of Common Stock Issuable Upon Exercise of the Warrants Up to 6,333,333 Warrants This prospectus relates to the offer and sale from time to time by the selling securityholders named in this prospectus (the ?Selling Securityholders?), or any of their pledgees, donees, assi

Up to 8,299,978 Shares of Common Stock Issuable Upon Exercise of the Public Warrants

PROSPECTUS Filed Pursuant to Rule 424(b)(3) Registration No. 333-266779 Up to 8,299,978 Shares of Common Stock Issuable Upon Exercise of the Public Warrants This prospectus relates to the potential issuance by us from time to time of up to an aggregate of 8,299,978 shares of our common stock, par value $0.0001 per share (?Common Stock?), that are issuable upon the exercise of our public warrants (

September 1, 2022

September 1, 2022 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance, Office of Manufacturing 100 F Street, N.

Holley Inc. 102,566,264 Shares of Common Stock Up to 6,333,334 Shares of Common Stock Issuable Upon Exercise of the Up to 6,333,334 Warrants

Filed Pursuant to Rule 424(b)(3) Registration No. 333-258075 Prospectus Supplement No. 3 (to prospectus dated March 17, 2022) Holley Inc. 102,566,264 Shares of Common Stock Up to 6,333,334 Shares of Common Stock Issuable Upon Exercise of the Warrants Up to 6,333,334 Warrants This prospectus supplement no. 3 is being filed to update and supplement information contained in the prospectus dated March

Holley Inc. 1801 Russellville Road Bowling Green, Kentucky 42101

CORRESP 1 filename1.htm Holley Inc. 1801 Russellville Road Bowling Green, Kentucky 42101 Via EDGAR Transmission August 29, 2022 U.S. Securities and Exchange Commission Division of Corporation Finance, Office of Manufacturing 100 F Street, N.E. Washington, D.C. 20549 Attention: Eiko Yaoita Pyles Claire Erlanger Re: Holley Inc. (the “Company”) Form 10-K for the Year Ended December 31, 2021 Filed Mar

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): August 11, 2022 HOLLEY INC. (Exact name of registrant as specified in its charter) Delaware 001-39599 87-1727560 (State or other jurisdiction of incorporation) (Commission File Number

HOLLEY REPORTS SECOND QUARTER 2022 RESULTS Supply chain disruptions, reseller de-stocking, and softer demand in certain categories cause headwinds BOWLING GREEN, KY – August 11, 2022 – Holley Inc. (NYSE: HLLY), the largest and fastest growing platfor

Exhibit 99.1 PRESS RELEASE 1801 Russellville Road Bowling Green, Kentucky 42101 Holley.com HOLLEY REPORTS SECOND QUARTER 2022 RESULTS Supply chain disruptions, reseller de-stocking, and softer demand in certain categories cause headwinds BOWLING GREEN, KY ? August 11, 2022 ? Holley Inc. (NYSE: HLLY), the largest and fastest growing platform serving performance automotive enthusiasts, today announc

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): August 11, 2022 (August 8, 2022) HOLLEY INC. (Exact name of registrant as specified in its charter) Delaware 001-39599 87-1727560 (State or other jurisdiction of incorporation) (Commi

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form type) HOLLEY INC. (Exact name of registrant as specified in its charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee(1) Newly Registered Securitie

As filed with the Securities and Exchange Commission on August 11, 2022

As filed with the Securities and Exchange Commission on August 11, 2022 Registration Statement No.

As filed with the Securities and Exchange Commission on August 11, 2022

As filed with the Securities and Exchange Commission on August 11, 2022 Registration Statement No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 3, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39599 HOLLEY INC.

HLLY / Holley Inc. / MidOcean Partners V, L.P. - SCHEDULE 13D/A Activist Investment

SC 13D/A 1 mido20220802sc13da.htm SCHEDULE 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Amendment No. 1)* UNDER THE SECURITIES EXCHANGE ACT OF 1934 Holley Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 43538H 103 (CUSIP Number) c/o MidOcean Partners 245 Park Avenue, 38th Floor New York, NY 10167 212-497-

Assignment Agreement, dated August 5, 2022, by and between Empower Sponsor Holdings LLC, and MidOcean Partners V, L.P..

Exhibit 7.10 Assignment Agreement August 5, 2022 This ASSIGNMENT AGREEMENT (?Assignment Agreement?), dated as of the date first set forth above, is made by and between Empower Sponsor Holdings LLC (?Assignor?) and MidOcean Partners V, L.P. (?Assignee?). Capitalized terms used, but not defined herein, shall have the same meaning as set forth in the Stockholders? Agreement, dated July 16, 2021, by a

Joinder Agreement to the Sponsor Agreement, dated August 5, 2022, by and among Empower Sponsor Holdings LLC, Holley Inc., Holley Parent Holdings, LLC, MidOcean Partners V, L.P., MidOcean Partners V Executive, L.P., and certain other parties named therein.

EX-7.8 2 ex405738.htm EXHIBIT 7.8 Exhibit 7.8 JOINDER TO SPONSOR AGREEMENT August 5, 2022 This JOINDER AGREEMENT (this “Joinder Agreement”) to that certain Sponsor Agreement (“Sponsor Agreement”), dated March 11, 2021, by and among Empower Sponsor Holdings LLC, a Delaware limited liability company (“Sponsor”), Holley Inc., a Delaware corporation (f/k/a Empower Ltd.), and Holley Parent Holdings, LL

Form of Joinder Agreement to the A&R Registration Rights Agreement, dated August 5, 2022.

Exhibit 7.9 REGISTRATION RIGHTS AGREEMENT JOINDER The undersigned is executing and delivering this joinder (this ?Joinder?) pursuant to the Amended and Restated Registration Rights Agreement, dated as of July 16, 2021 (as the same may hereafter be amended, the ?Registration Rights Agreement?), among Holley Inc., a Delaware corporation (the ?Company?), and the other Persons named as parties therein

Holley Inc. 102,566,264 Shares of Common Stock Up to 6,333,334 Shares of Common Stock Issuable Upon Exercise of the Warrants Up to 6,333,334 Warrants

Prospectus Supplement No. 2 Filed Pursuant to Rule 424(b)(3) (to prospectus dated March 17, 2022) Registration No. 333-258075 Holley Inc. 102,566,264 Shares of Common Stock Up to 6,333,334 Shares of Common Stock Issuable Upon Exercise of the Warrants Up to 6,333,334 Warrants This prospectus supplement no. 2 is being filed to update and supplement information contained in the prospectus dated March

HOLLEY ANNOUNCES PRELIMINARY SECOND QUARTER 2022 RESULTS Company provides updated full year 2022 outlook Announces date for the release of its final second quarter 2022 financial results

Exhibit 99.1 PRESS RELEASE 1801 Russellville Road Bowling Green, Kentucky 42101 Holley.com HOLLEY ANNOUNCES PRELIMINARY SECOND QUARTER 2022 RESULTS Company provides updated full year 2022 outlook Announces date for the release of its final second quarter 2022 financial results BOWLING GREEN, KY ? July 28, 2022 ? While the company is still conducting financial closing procedures for the second quar

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): July 28, 2022 HOLLEY INC. (Exact name of registrant as specified in its charter) Delaware 001-39599 87-1727560 (State or other jurisdiction of incorporation) (Commission File Number)

Holley Inc. 102,566,264 Shares of Common Stock Up to 6,333,334 Shares of Common Stock Issuable Upon Exercise of the Up to 6,333,334 Warrants

Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-258075 Prospectus Supplement No. 1 (to prospectus dated March 17, 2022) Holley Inc. 102,566,264 Shares of Common Stock Up to 6,333,334 Shares of Common Stock Issuable Upon Exercise of the Warrants Up to 6,333,334 Warrants This prospectus supplement no. 1 is being filed to update and supplement information contained in the pros

Financial Statements and Exhibits, Results of Operations and Financial Condition, Submission of Matters to a Vote of Security Holders

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): May 10, 2022 HOLLEY INC. (Exact name of registrant as specified in its charter) Delaware 001-39599 87-1727560 (State or other jurisdiction of incorporation) (Commission File Number) (

HOLLEY REPORTS FIRST QUARTER 2022 RESULTS Strength in consumer demand drives 25% year-over-year sales growth Company reaffirms full year 2022 outlook

Exhibit 99.1 PRESS RELEASE 1801 Russellville Road Bowling Green, Kentucky 42101 Holley.com HOLLEY REPORTS FIRST QUARTER 2022 RESULTS Strength in consumer demand drives 25% year-over-year sales growth Company reaffirms full year 2022 outlook BOWLING GREEN, KY ? May 12, 2022 ? Holley Inc. (NYSE: HLLY), the largest and fastest growing platform serving performance automotive enthusiasts, today announc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 3, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39599 HOLLEY INC.

HLLY / Holley Inc. / LOBEL DAVID S - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* HOLLEY INC. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 43538H 103 (CUSIP Number) Vincent E. Taurassi General Counsel Sentinel Capital Partners One Vanderbilt Avenue, 53rd Floor New York, NY 10017 (212) 688-3

Underwriting Agreement, dated April 20, 2022, by and among Holley Inc., Holley Parent Holdings, LLC and Jefferies LLC, J.P. Morgan Securities LLC and BofA, Inc., as representatives of the several underwriters named therein.

EX-1.1 2 d625531dex11.htm EX-1.1 Exhibit 1.1 Execution Version HOLLEY INC. UNDERWRITING AGREEMENT April 20, 2022 JEFFERIES LLC J.P. MORGAN SECURITIES LLC BOFA SECURITIES, INC., As Representatives of the several Underwriters c/o JEFFERIES LLC 520 Madison Avenue New York, NY 10022 c/o J.P. MORGAN SECURITIES LLC 383 Madison Avenue New York, New York 10179 c/o BOFA SECURITIES, INC. One Bryant Park New

Financial Statements and Exhibits, Other Events

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): April 20, 2022 HOLLEY INC. (Exact name of registrant as specified in its charter) Delaware 001-39599 87-1727560 (State or Other Jurisdiction of Incorporation) (Commission File Number)

Calculation of Filing Fee Tables (Form Type) Holley Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Reg

Exhibit 107 Calculation of Filing Fee Tables 424(b)(3)1 (Form Type) Holley Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry For

8,000,000 Shares of Common Stock

Table of Contents Index to Financial Statements Filed Pursuant to Rule 424(b)(3) Registration No.

Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

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): April 19, 2022 HOLLEY INC. (Exact name of registrant as specified in its charter) Delaware 001-39599 87-1727560 (State or other jurisdiction of incorporation) (Commission File Number)

HOLLEY ANNOUNCES PRELIMINARY FIRST QUARTER 2022 RESULTS

Exhibit 99.1 PRESS RELEASE 1801 Russellville Road Bowling Green, Kentucky 42101 Holley.com HOLLEY ANNOUNCES PRELIMINARY FIRST QUARTER 2022 RESULTS BOWLING GREEN, KY ? April 19, 2022 ? While the company is still conducting financial closing procedures for the first quarter, Holley Inc. (NYSE: HLLY) today announced preliminary results for the 13-week period ended April 3, 2022. Preliminary First Qua

HOLLEY ANNOUNCES THE LAUNCH OF A SECONDARY OFFERING BY SELLING STOCKHOLDER

Exhibit 99.2 PRESS RELEASE 1801 Russellville Road Bowling Green, Kentucky 42101 Holley.com HOLLEY ANNOUNCES THE LAUNCH OF A SECONDARY OFFERING BY SELLING STOCKHOLDER BOWLING GREEN, KY ? April 19, 2022 ? Holley Inc. (NYSE: HLLY) (the ?Company?) today announced the launch of a secondary offering (the ?Offering?) of 6,500,000 shares of its common stock, par value $0.0001 per share (the ?Common Stock?

6,500,000 Shares of Common Stock

Table of Contents Index to Financial Statements Filed Pursuant to Rule 424(b)(3) Registration No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? ? ? Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin

definitive Proxy Statement for our 2022 Annual Meeting of Stockholders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? ? ? Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin

HLLY / Holley Inc. / LOBEL DAVID S - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* HOLLEY INC. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 43538H 103 (CUSIP Number) Vincent E. Taurassi General Counsel Sentinel Capital Partners One Vanderbilt Avenue, 53rd Floor New York, NY 10017 (2

SHARE PURCHASE AGREEMENT

Exhibit 6 Execution Version SHARE PURCHASE AGREEMENT THIS SHARE PURCHASE AGREEMENT (this ?Agreement?) is made and entered into as of March 18, 2022, by and between Holley Parent Holdings, LLC (the ?Seller?) and P2 Capital Master Fund I, LP (the ?Buyer?).

102,566,264 Shares of Common Stock Up to 6,333,334 Shares of Common Stock Issuable Upon Exercise of the Warrants Up to 6,333,334 Warrants

Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-258075 PROSPECTUS 102,566,264 Shares of Common Stock Up to 6,333,334 Shares of Common Stock Issuable Upon Exercise of the Warrants Up to 6,333,334 Warrants This prospectus relates to the offer and sale from time to time by the selling securityholders named in this prospectus of: (i) up to 102,566,264 shares of our common stock

As filed with the Securities and Exchange Commission on March 15, 2022 Registration No. 333-258075 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No . 2 to FORM S-1 REGISTRATION STATEMENT UNDER THE SE

Table of Contents As filed with the Securities and Exchange Commission on March 15, 2022 Registration No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39599 HOLLEY INC.

Exhibit 4.1

Exhibit 4.1 HOLLEY INC. DESCRIPTION OF SECURITIES The following sets forth a summary of certain terms of the securities of Holley Inc. (the ?Company?, ?we? or ?our?), including certain provisions of the Delaware General Corporation Law (the ?DGCL?) and of the Company?s certificate of incorporation and the bylaws. This summary is not intended to be a complete summary of the rights and preferences o

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 3, 2022 HOLLEY INC. (Exact name of registrant as specified in its charter) Delaware 001-39599 87-1727560 (State or other jurisdiction of incorporation) (Commission File Number)

HOLLEY REPORTS FOURTH QUARTER AND FULL YEAR 2021 RESULTS Results driven by robust sales growth and strong underlying consumer demand Provides outlook and guidance for full year 2022

Exhibit 99.1 PRESS RELEASE 1801 Russellville Road Bowling Green, Kentucky 42101 Holley.com HOLLEY REPORTS FOURTH QUARTER AND FULL YEAR 2021 RESULTS Results driven by robust sales growth and strong underlying consumer demand Provides outlook and guidance for full year 2022 BOWLING GREEN, KY ? March 3, 2022 ? Holley Inc. (NYSE: HLLY), the largest and fastest growing platform serving performance auto

106,117,871 Shares of Common Stock Up to 6,333,334 Shares of Common Stock Issuable Upon Exercise of the Warrants Up to 6,333,334 Warrants

Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-258075 PROSPECTUS 106,117,871 Shares of Common Stock Up to 6,333,334 Shares of Common Stock Issuable Upon Exercise of the Warrants Up to 6,333,334 Warrants This prospectus relates to the offer and sale from time to time by the selling securityholders named in this prospectus of: (i) up to 106,117,871 shares of our common stock

SHARE PURCHASE AGREEMENT

Exhibit 5 EXECUTION VERSION SHARE PURCHASE AGREEMENT THIS SHARE PURCHASE AGREEMENT (this ?Agreement?) is made and entered into as of December 15, 2021, by and between Holley Parent Holdings, LLC (the ?Seller?) and Wasatch Core Growth Fund (the ?Buyer?).

HLLY / Holley Inc. / LOBEL DAVID S - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* HOLLEY INC. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 43538H 103 (CUSIP Number) Vincent E. Taurassi General Counsel Sentinel Capital Partners One Vanderbilt Avenue, 53rd Floor New York, NY 10017 (2

Empower Ltd. Units, each consisting of one Class A ordinary share and one-third of one redeemable wa / GLAZER CAPITAL, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 Holley Inc. formerly known as Empower Ltd. (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) G3R39W128 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule p

HLLY / Holley Inc. / PERISCOPE CAPITAL INC. - SCHEDULE 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Holley Inc (Name of Issuer) Common stock, par value $0.0001 per share (Title of Class of Securities) 43538H103 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursua

HLLY / Holley Inc. / Sculptor Capital LP - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* HOLLEY INC. (Name of Issuer) COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) 43538H103 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the r

As filed with the Securities and Exchange Commission on February 4, 2022 Registration No. 333-258075 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No . 1 to FORM S-1 REGISTRATION STATEMENT UNDER THE

Table of Contents As filed with the Securities and Exchange Commission on February 4, 2022 Registration No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 2) (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ☐ T

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 2) (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A Amendment No. 1 (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended March 31, 2021 ☐ TRANSITION

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A Amendment No. 1 (MARK ONE) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended March 31, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file num

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A Amendment No. 1 (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended June 30, 2021 ☐ TRANSITION

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A Amendment No. 1 (MARK ONE) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended June 30, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file numb

Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review

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): December 14, 2021 HOLLEY INC. (Exact name of registrant as specified in its charter) Delaware 001-39599 87-1727560 (State or other jurisdiction of incorporation) (Commission File Numb

Holley Inc. 109,257,218 Shares of Common Stock Up to 6,333,334 Shares of Common Stock Issuable Upon Exercise of the Warrants Up to 6,333,334 Warrants

Prospectus Supplement No. 5 Filed Pursuant to Rule 424(b)(3) (to prospectus dated July 28, 2021) Registration No. 333-258075 Holley Inc. 109,257,218 Shares of Common Stock Up to 6,333,334 Shares of Common Stock Issuable Upon Exercise of the Warrants Up to 6,333,334 Warrants This prospectus supplement no. 5 is being filed to update and supplement information contained in the prospectus dated July 2

HOLLEY INC. ANNOUCES A NEW $825 MILLION CREDIT FACILITY Lowers interest rates and expands capacity for future borrowing

Exhibit 99.1 PRESS RELEASE 1801 Russellville Road Bowling Green, Kentucky 42101 Holley.com HOLLEY INC. ANNOUCES A NEW $825 MILLION CREDIT FACILITY Lowers interest rates and expands capacity for future borrowing BOWLING GREEN, KY ? November 19, 2021 ? Holley Inc. (NYSE: HLLY), the largest and fastest growing platform in the enthusiast branded performance automotive aftermarket category, today annou

Credit Agreement dated as of November 18, 2021, by and among Holley Inc. as Borrower, Wells Fargo Bank, N.A. as administrative agent, and other lender parties thereto (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K, filed with the SEC on November 19, 2021).

Execution Version CREDIT AGREEMENT dated as of November 18, 2021 among HOLLEY INC.

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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): November 18, 2021 HOLLEY INC. (Exact name of registrant as specified in its charter) Delaware 001-39599 87-1727560 (State or other jurisdiction of incorporation) (Commission File Numb

Holley Inc. 109,257,218 Shares of Common Stock Up to 6,333,334 Shares of Common Stock Issuable Upon Exercise of the Warrants Up to 6,333,334 Warrants

Filed Pursuant to Rule 424(b)(3) Registration No. 333-258075 Prospectus Supplement No. 4 (to prospectus dated July 28, 2021) Holley Inc. 109,257,218 Shares of Common Stock Up to 6,333,334 Shares of Common Stock Issuable Upon Exercise of the Warrants Up to 6,333,334 Warrants This prospectus supplement no. 4 is being filed to update and supplement information contained in the prospectus dated July 2

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 26, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39599 HOLLEY INC.

HOLLEY REPORTS THIRD QUARTER 2021 RESULTS Results demonstrate continued strong consumer demand and enthusiast engagement Reiterates outlook and guidance for fiscal year 2021

Exhibit 99.1 PRESS RELEASE 1801 Russellville Road Bowling Green, Kentucky 42101 Holley.com HOLLEY REPORTS THIRD QUARTER 2021 RESULTS Results demonstrate continued strong consumer demand and enthusiast engagement Reiterates outlook and guidance for fiscal year 2021 BOWLING GREEN, KY ? November 10, 2021 ? Holley Inc. (NYSE: HLLY), the largest and fastest growing platform serving performance automoti

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): November 10, 2021 HOLLEY INC. (Exact name of registrant as specified in its charter) Delaware 001-39599 87-1727560 (State or other jurisdiction of incorporation) (Commission File Numb

Regulation FD Disclosure, Financial Statements and Exhibits

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): October 18, 2021 HOLLEY INC. (Exact name of Registrant as Specified in Its Charter) Delaware 001-39599 87-1727560 (State or Other Jurisdiction of Incorporation) (Commission File Numbe

October 2021 Lender Presentation

October 2021 Lender Presentation Forward-Looking Statements Certain statements in this Presentation may be considered forward-looking statements.

As filed with the Securities and Exchange Commission on September 23, 2021

As filed with the Securities and Exchange Commission on September 23, 2021 Registration No.

Non-Disclosure Agreement, dated as of August 10, 2021, between the Company, MidOcean US Advisor, LP, Matthew Rubel and Graham Clempson (incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K, filed with the SEC on August 12, 2021).

Exhibit 10.2 MidOcean US Advisor, LP 245 Park Avenue, 38th Floor New York, NY 10167 August 10, 2021 Holley Inc. In connection with the election and appointment of each of Matthew Rubel (the ?Investor Director?) to the Board of Directors (the ?Board?) and Graham Clempson as a Board observer (?Investor Observer?) of Holley Inc. (?Holley? or the ?Company?), any such Investor Director or Investor Obse

Non-Disclosure Agreement, dated as of August 10, 2021, between the Company, Sentinel Capital Partners, L.L.C., Owen Basham and James Coady (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K, filed with the SEC on August 12, 2021).

Exhibit 10.1 Sentinel Capital Partners, L.L.C. 330 Madison Ave., 27th Floor New York, NY 10017 August 10, 2021 Holley Inc. In connection with the election and appointment of each of Owen Basham and James Coady (the ?Investor Directors?) to the Board of Directors (the ?Board?) of Holley Inc. (?Holley? or the ?Company?), such Investor Directors may Receive (as defined below) in the course of their s

Letter from Marcum LLP addressed to the Securities and Exchange Commission, dated as of August 11, 2021

Exhibit 16.1 August 11, 2021 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners: We have read the statements made by Holley Inc. under Item 4.01 of its Form 8-K dated August 11, 2021. We agree with the statements concerning our Firm in such Form 8-K; we are not in a position to agree or disagree with other statements contained therein. Very truly yours, /s/ Ma

HOLLEY INTERMEDIATE HOLDINGS, INC. and SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands, except share data)

Exhibit 99.1 HOLLEY INTERMEDIATE HOLDINGS, INC. and SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands, except share data) (unaudited) As of June 27, 2021 As of December 31, 2020 ASSETS Cash and cash equivalents $ 55,665 $ 71,674 Accounts receivable, less allowance for credit losses of $ 1,570 and $ 1,240 , respectively 62,873 47,341 Inventory 134,833 133,928 Prepaids and other curre

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Exhibit 99.2 MANAGEMENT?S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Unless the context requires otherwise, references to ?Holley,? ?Holdings,? ?we,? ?us,? ?our? and ?the Company? in this section are to the business and operations of Holley Intermediate Holdings, Inc. and its consolidated subsidiaries. The following discussion and analysis should be read in conjunctio

UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION

Exhibit 99.3 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Defined terms included below shall have the same meaning as terms defined and included elsewhere in the Current Report on Form 8-K (the ?Form 8-K?) filed with the Securities and Exchange Commission (the ?SEC?) on July 21, 2021 and, if not defined in the Form 8-K, the Proxy Statement filed with the SEC on June 21, 2021. The f

Holley Inc. 109,257,218 Shares of Common Stock Up to 6,333,334 Shares of Common Stock Issuable Upon Exercise of the Warrants Up to 6,333,334 Warrants

424B3 1 d387199d424b3.htm 424B3 Prospectus Supplement No. 3 Filed Pursuant to Rule 424(b)(3) (to prospectus dated July 28, 2021) Registration No. 333-258075 Holley Inc. 109,257,218 Shares of Common Stock Up to 6,333,334 Shares of Common Stock Issuable Upon Exercise of the Warrants Up to 6,333,334 Warrants This prospectus supplement no. 3 is being filed to update and supplement information containe

Holley Inc. 109,257,218 Shares of Common Stock Up to 6,333,334 Shares of Common Stock Issuable Upon Exercise of the Warrants Up to 6,333,334 Warrants

Table of Contents Prospectus Supplement No. 1 Filed Pursuant to Rule 424(b)(3) (to prospectus dated July 28, 2021) Registration No. 333-258075 Holley Inc. 109,257,218 Shares of Common Stock Up to 6,333,334 Shares of Common Stock Issuable Upon Exercise of the Warrants Up to 6,333,334 Warrants This prospectus supplement no. 1 is being filed to update and supplement information contained in the prosp

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant

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): August 10, 2021 HOLLEY INC. (Exact name of registrant as specified in its charter) Delaware 001-39599 87-1727560 (State or other jurisdiction of incorporation) (Commission File Number

Holley Inc. 109,257,218 Shares of Common Stock Up to 6,333,334 Shares of Common Stock Issuable Upon Exercise of the Warrants Up to 6,333,334 Warrants

Prospectus Supplement No. 2 Filed Pursuant to Rule 424(b)(3) (to prospectus dated July 28, 2021) Registration No. 333-258075 Holley Inc. 109,257,218 Shares of Common Stock Up to 6,333,334 Shares of Common Stock Issuable Upon Exercise of the Warrants Up to 6,333,334 Warrants This prospectus supplement no. 2 is being filed to update and supplement information contained in the prospectus dated July 2

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (AMENDMENT No. 1) CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 11, 2021 (July 16, 2021) HOLLEY INC. (Exact name of registrant as specified in its charter) Delaware 001-39599 87-1727560 (State or other jurisdiction of in

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended June 30, 2021 ☐ TRANSITION REPORT PURSUANT TO

Table of Contents Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

HOLLEY REPORTS SECOND QUARTER 2021 RESULTS Strong organic growth and execution against strategic initiatives drive performance Discloses quarterly 2020 historical results and confirms guidance

Exhibit 99.1 PRESS RELEASE 1801 Russellville Road Bowling Green, Kentucky 42101 Holley.com HOLLEY REPORTS SECOND QUARTER 2021 RESULTS Strong organic growth and execution against strategic initiatives drive performance Discloses quarterly 2020 historical results and confirms guidance BOWLING GREEN, KY – Aug 11, 2021 – Holley Inc. (NYSE: HLLY), the largest and fastest growing platform serving perfor

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): August 11, 2021 HOLLEY INC. (Exact name of registrant as specified in its charter) Delaware 001-39599 87-1727560 (State or other jurisdiction of incorporation) (Commission File Number

109,257,218 Shares of Common Stock Up to 6,333,334 Shares of Common Stock Issuable Upon Exercise of the Warrants Up to 6,333,334 Warrants

Table of Contents Index to Financial Statements Filed Pursuant to Rule 424(b)(3) Registration No.

Joint Filing Agreement

EX-99.7.1 2 d145878dex9971.htm EX-99.7.1 Exhibit 7.1 Joint Filing Agreement This will confirm the agreement by and among all the undersigned that the Statement on Schedule 13D filed on or about this date and any further amendments thereto with respect to beneficial ownership by the undersigned of the Common Stock, par value $0.0001 per share (the “Common Stock”) of Holley Inc., a Delaware corporat

July 26, 2021

July 26, 2021 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

POWER OF ATTORNEY

Exhibit 3 POWER OF ATTORNEY Know all by these presents that the undersigned hereby constitutes and appoints Vincent Taurassi, and any of their substitutes, signing singly, as the undersigned?s true and lawful attorney-in-fact (each of such persons and their substitutes being referred to herein as the ?Attorney-in-Fact?) with full power to act for the undersigned and in the undersigned?s name, place and stead, in any and all capacities, to: 1.

HLLY / Holley Inc. / LOBEL DAVID S - SC 13D Activist Investment

SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 HOLLEY INC. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 43538H 103 (CUSIP Number) Vincent E. Taurassi General Counsel Sentinel Capital Partners 3300 Madison Avenue, 27th Floor New York, NY 10017 (212) 688-3100 (Name, Add

HLLY / Holley Inc. / VIRTUE J EDWARD - SC 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Amendment No. )* UNDER THE SECURITIES EXCHANGE ACT OF 1934 Holley Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 43538H 103 (CUSIP Number) c/o MidOcean Partners 245 Park Avenue, 38th Floor New York, NY 10167 212-497-1400 (Name, Address and Telephone Number of Person

JOINT FILING AGREEMENT

EX-99.4 3 d152452dex994.htm EX-99.4 Exhibit 4 JOINT FILING AGREEMENT The undersigned acknowledge and agree that the foregoing statement on Schedule 13D is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13D shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersign

New Executive Agreement, effective July 16, 2021, by and among Holley Intermediate Holdings Inc. and Terrill M. Rutledge (as assigned to Holley Inc.) (incorporated by reference to Exhibit 10.12 of the Company’s Current Report on Form 8-K, filed with the SEC on July 21, 2021)

EX-10.12 9 d185405dex1012.htm EX-10.12 Exhibit 10.12 Final EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT (this “Agreement”) dated as of July 16, 2021, between Holley Intermediate Holdings, Inc., a Delaware Corporation (the “Company”), and Terrill M. Rutledge (“Executive”). WITNESSETH WHEREAS, pursuant to an Agreement and Plan of Merger (the “Merger Agreement”), dated as of March 11, 2021, by and betwe

Stockholders’ Agreement, dated as of July 16, 2021, by and among Holley Inc., Empower Sponsor Holdings LLC, MidOcean Partners V, L.P., MidOcean Partners V Executive, L.P., Holley Parent Holdings, LLC, Sentinel Capital Partners V, L.P., Sentinel Capital Partners V-A, L.P., and Sentinel Capital Investors V, L.P. (incorporated by reference to Exhibit 10.6 of the Company’s Current Report on Form 8-K, filed with the SEC on July 21, 2021).

Exhibit 10.6 EXECUTION VERSION STOCKHOLDERS? AGREEMENT This Stockholders? Agreement (this ?Agreement?) is made as of July 16, 2021, by and among Holley Inc., a Delaware corporation (the ?Company?) (f/k/a Empower Ltd., a Cayman Islands exempted company), Holley Parent Holdings, LLC, a Delaware limited liability company (the ?Holley Stockholder?), Sentinel Capital Partners V, L.P., a Delaware limite

New Executive Agreement, effective July 16, 2021, by and among Holley Intermediate Holdings Inc. and Vinod Nimmagadda (as assigned to Holley Inc.) (incorporated by reference to Exhibit 10.13 of the Company’s Current Report on Form 8-K, filed with the SEC on July 21, 2021).

Exhibit 10.13 Final EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT (this ?Agreement?) dated as of July 16, 2021, between Holley Intermediate Holdings, Inc., a Delaware Corporation (the ?Company?), and Vinod Nimmagadda (?Executive?). WITNESSETH WHEREAS, pursuant to an Agreement and Plan of Merger (the ?Merger Agreement?), dated as of March 11, 2021, by and between Empower Ltd., a Cayman Islands exempted

Regulation FD Disclosure, Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Amendment to Registrant's Code of Ethics, or Waiver of a Provision of the Code of Ethics, Change in Shell Company Status, Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

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): July 16, 2021 HOLLEY INC. (Exact name of registrant as specified in its charter) Delaware 001-39599 87-1727560 (State or other jurisdiction of incorporation) (Commission File Number)

Amended and Restated Registration Rights Agreement, dated as of July 16, 2021, by and among Empower Sponsor Holdings LLC, Holley Parent Holdings LLC and Holley Inc. (incorporated by reference to Exhibit 10.5 of the Company’s Current Report on Form 8-K, filed with the SEC on July 21, 2021).

EX-10.5 4 d185405dex105.htm EX-10.5 Exhibit 10.5 AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of July 16, 2021, is made and entered into by and among Holley Inc., a Delaware corporation (the “Company”) (formerly known as Empower Ltd., a Cayman Islands exempted company), Empower Sponsor Holdings LLC, a Delawa

As filed with the Securities and Exchange Commission on July 21, 2021

Table of Contents Index to Financial Statements As filed with the Securities and Exchange Commission on July 21, 2021 Registration No.

#New Executive Agreement, effective July 16, 2021, by and among Holley Intermediate Holdings Inc. and Thomas W. Tomlinson (as assigned to Holley Inc.) (incorporated by reference to Exhibit 10.9 of the Company’s Current Report on Form 8-K, filed with the SEC on July 21, 2021).

Exhibit 10.9 Final EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT (this ?Agreement?) dated as of July 16, 2021, between Holley Intermediate Holdings, Inc., a Delaware Corporation (the ?Company?), and Thomas W. Tomlinson (?Executive?). WITNESSETH WHEREAS, pursuant to an Agreement and Plan of Merger (the ?Merger Agreement?), dated as of March 11, 2021, by and between Empower Ltd., a Cayman Islands exempt

New Executive Agreement, effective July 16, 2021, by and among Holley Intermediate Holdings Inc. and Dominic Bardos (as assigned to Holley Inc.) (incorporated by reference to Exhibit 10.10 of the Company’s Current Report on Form 8-K, filed with the SEC on July 21, 2021).

Exhibit 10.10 Final EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT (this ?Agreement?) dated as of July 16, 2021, between Holley Intermediate Holdings, Inc., a Delaware Corporation (the ?Company?), and Dominic Bardos (?Executive?). WITNESSETH WHEREAS, pursuant to an Agreement and Plan of Merger (the ?Merger Agreement?), dated as of March 11, 2021, by and between Empower Ltd., a Cayman Islands exempted c

Holley Announces Closing of Business Combination with Empower Holley, the leading performance automotive enthusiast platform, will be listed on the New York Stock Exchange under the ticker “HLLY”

Exhibit 99.1 Holley Announces Closing of Business Combination with Empower Holley, the leading performance automotive enthusiast platform, will be listed on the New York Stock Exchange under the ticker ?HLLY? Bowling Green, KY ? July 16, 2021 ? Holley Inc. (?Holley? or the ?Company?), the largest and fastest growing platform in the enthusiast branded performance automotive aftermarket category, to

Bylaws of the Company, dated July 16, 2021 (incorporated by reference to Exhibit 3.2 of the Company’s Current Report on Form 8-K, filed with the SEC on July 21, 2021).

Exhibit 3.2 BY-LAWS OF HOLLEY INC. Effective as of July 16, 2021 ARTICLE I CORPORATE OFFICES 1.1 Registered Office. The address of the registered office of Holley Inc. (the ?Corporation?) in the State of Delaware, and the name of its registered agent at such address, shall be (a) as set forth in the Corporation?s certificate of incorporation, as the same may be amended and/or restated from time to

#Form of Restricted Stock Unit Grant Notice and Agreement (incorporated by reference to Exhibit 10.23 of the Company’s Current Report on Form 8-K, filed with the SEC on July 21, 2021).

EX-10.23 13 d185405dex1023.htm EX-10.23 Exhibit 10.23 RESTRICTED STOCK UNIT GRANT NOTICE AND AGREEMENT Holley Inc. (the “Company”), pursuant to its 2021 Omnibus Incentive Plan (as may be amended, restated or otherwise modified from time to time, the “Plan”), hereby grants to Holder the number of the number of Restricted Stock Units set forth below, each Restricted Stock Unit being a notional unit

Certificate of Incorporation of the Company, dated July 16, 2021 (incorporated by reference to Exhibit 3.1 of the Company’s Current Report on Form 8-K, filed with the SEC on July 21, 2021).

EX-3.1 2 d185405dex31.htm EX-3.1 Exhibit 3.1 CERTIFICATE OF INCORPORATION OF Holley Inc. (a Delaware corporation) July 16, 2021 ARTICLE I NAME The name of the corporation is Holley Inc. (the “Corporation”). ARTICLE II PURPOSE The purpose of the Corporation is to engage in any lawful act or activity for which corporations may be organized under the General Corporation Law of the State of Delaware (

#Form of Option Grant Notice and Agreement (incorporated by reference to Exhibit 10.22 of the Company’s Current Report on Form 8-K, filed with the SEC on July 21, 2021).

EX-10.22 12 d185405dex1022.htm EX-10.22 Exhibit 10.22 OPTION GRANT NOTICE AND AGREEMENT Holley Inc. (the “Company”), pursuant to its 2021 Omnibus Incentive Plan (as may be amended, restated or otherwise modified from time to time, the “Plan”), hereby grants to Holder the number of Options (the “Options”) set forth below, each Option representing the right to purchase one share of Stock at the appl

Code of Business Conduct and Ethics

EX-14.1 14 d185405dex141.htm EX-14.1 Exhibit 14.1 CODE OF BUSINESS CONDUCT AND ETHICS Introduction: This Code of Business Conduct and Ethics sets forth basic principles to guide all directors, officers and associates of the Company. Additionally, there are other specific Company procedures as well as common sense standards of conduct and individual conscience to which our people are expected to ad

#Form of Indemnification Agreement of Holley Inc. (incorporated by reference to Exhibit 10.14 of the Company’s Current Report on Form 8-K, filed with the SEC on July 21, 2021).

Exhibit 10.14 INDEMNIFICATION AGREEMENT This Indemnification Agreement (this ?Agreement?) is entered into as of July 16, 2021 (the ?Effective Date?) by and between Holley Inc., a Delaware corporation (the ?Company?), and the undersigned (the ?Indemnitee?). RECITALS WHEREAS, the Board of Directors (the ?Board?) has determined that the inability to attract and retain qualified persons as directors a

New Executive Agreement, effective July 16, 2021, by and among Holley Intermediate Holdings Inc. and Sean Crawford (as assigned to Holley Inc.) (incorporated by reference to Exhibit 10.11 of the Company’s Current Report on Form 8-K, filed with the SEC on July 21, 2021).

EX-10.11 8 d185405dex1011.htm EX-10.11 Exhibit 10.11 Final EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT (this “Agreement”) dated as of July 16, 2021, between Holley Intermediate Holdings, Inc., a Delaware Corporation (the “Company”), and Sean Crawford (“Executive”). WITNESSETH WHEREAS, pursuant to an Agreement and Plan of Merger (the “Merger Agreement”), dated as of March 11, 2021, by and between Emp

UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION

Exhibit 99.2 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Defined terms included below shall have the same meaning as terms defined and included elsewhere in this this Current Report on Form 8-K (the ?Form 8-K?) and, if not defined in the Form 8-K, the Proxy Statement filed with the Securities and Exchange Commission (the ?SEC?) on June 21, 2021. The following unaudited pro forma c

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on July 30, 2021, pursuant to the provisions of Rule 12d2-2 (a).

Empower Ltd. Shareholders Approve Business Combination with Holley

Exhibit 99.1 Empower Ltd. Shareholders Approve Business Combination with Holley July 15, 2021 08:30 AM Eastern Daylight Time BOWLING GREEN, Ky.?(BUSINESS WIRE)?Empower Ltd. (NYSE: ?EMPW? ?EMPW-UN? and ?EMPW-WT?) (?Empower?), a publicly-traded special purpose acquisition company, announced today that its shareholders voted to approve the business combination with Holley Intermediate Holdings Inc. (

Regulation FD Disclosure, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

8-K 1 d166554d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K UNDER THE SECURITIES ACT OF 1933 CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 14, 2021 EMPOWER LTD. (Exact name of registrant as specified in its charter) Cayman Islands 001-39599 N/A (State or

2

425 1 d193351d425.htm FORM 425 Filed by Empower Ltd. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Empower Ltd. Commission File No.: 001-39599 Empower Reminds Shareholders to Vote in Favor of Business Combination with Holley, the Largest and Fastest Growing Platform Serving Performance Automotive Enthusiasts BOWLING GREEN, KY – June 7, 2021 – Empower Ltd. (NYSE: “EMPW” “EM

IPO Edge to Host Fireside Chat with Holley and Empower Ltd. to Discuss Business Combination

425 1 d196531d425.htm FORM 425 Filed by Empower Ltd. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Empower Ltd. Commission File No.: 001-39599 IPO Edge to Host Fireside Chat with Holley and Empower Ltd. to Discuss Business Combination Bowling Green, KY (July 6, 2021) – Holley Intermediate Holdings, Inc., (“Holley”), the largest and fastest growing platform for performance

Empower, Ltd. Announces Effectiveness of Registration Statement and Extraordinary Meeting Date for Proposed Business Combination with Holley Extraordinary Meeting to be held July 14, 2021

425 1 d179136d425.htm FORM 425 Filed by Empower Ltd. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Empower Ltd. Commission File No.: 001-39599 Empower, Ltd. Announces Effectiveness of Registration Statement and Extraordinary Meeting Date for Proposed Business Combination with Holley Extraordinary Meeting to be held July 14, 2021 BOWLING GREEN, KY – June 24, 2021 – Empower,

PROXY STATEMENT FOR EXTRAORDINARY GENERAL MEETING OF EMPOWER LTD. (A CAYMAN ISLANDS EXEMPTED COMPANY) PROSPECTUS FOR 121,014,500 SHARES OF COMMON STOCK 13,000,000 PUBLIC WARRANTS EMPOWER LTD. (AFTER ITS DOMESTICATION AS A CORPORATION INCORPORATED IN

Table of Contents Index to Financial Statements Filed Pursuant to Rule 424(b)(3) Registration No.

EMPOWER LTD. c/o MidOcean Partners 245 Park Avenue, 38th Floor New York, NY 10167

EMPOWER LTD. c/o MidOcean Partners 245 Park Avenue, 38th Floor New York, NY 10167 June 22, 2021 VIA EDGAR Jay Mumford Securities and Exchange Commission Division of Corporation Finance Office of Energy & Transportation 100 F Street, NE Washington, D.C. 20549-3561 Re: Empower Ltd. Registration Statement on Form S-4, as amended File No. 333-255133 Dear Mr. Mumford: Pursuant to Rule 461 under the Sec

Beijing • Brussels • Century City • Dallas • Denver • Dubai • Frankfurt • Hong Kong • Houston • London • Los Angeles • Munich New York • Orange County • Palo Alto • Paris • San Francisco • São Paulo • Singapore • Washington, D.C.

Gibson, Dunn & Crutcher LLP 1050 Connecticut Avenue, N.W. Washington, DC 20036-5306 Tel 202.955.8500 www.gibsondunn.com Evan M. D’Amico Direct: +1 202.887.3613 Fax: +1 202.530.4255 [email protected] June 21, 2021 VIA EDGAR Jay Mumford Securities and Exchange Commission Division of Corporation Finance Office of Energy & Transportation 100 F Street, NE Washington, D.C. 20549-3561 Re: Empower Lt

As filed with the Securities and Exchange Commission on June 21, 2021

Table of Contents Index to Financial Statements As filed with the Securities and Exchange Commission on June 21, 2021 No.

YOUR VOTE IS IMPORTANT. PLEASE VOTE TODAY. Vote by Internet, Smartphone or Tablet – QUICK & EASY Vote Anytime – 24 Hours a Day, 7 Days a Week or by Mail EMPOWER LTD. Your Internet vote authorizes the named proxies to vote your shares in the same mann

EX-99.1 4 d147763dex991.htm EX-99.1 Exhibit 99.1 YOUR VOTE IS IMPORTANT. PLEASE VOTE TODAY. Vote by Internet, Smartphone or Tablet – QUICK & EASY Vote Anytime – 24 Hours a Day, 7 Days a Week or by Mail EMPOWER LTD. Your Internet vote authorizes the named proxies to vote your shares in the same manner as if you marked, signed and returned your proxy card. Votes submitted electronically over the Int

YOUR VOTE IS IMPORTANT. PLEASE VOTE TODAY. Vote by Internet, Smartphone or Tablet – QUICK & EASY Vote Anytime – 24 Hours a Day, 7 Days a Week or by Mail EMPOWER LTD. Your Internet vote authorizes the named proxies to vote your shares in the same mann

EX-99.1 4 d147763dex991.htm EX-99.1 YOUR VOTE IS IMPORTANT. PLEASE VOTE TODAY. Vote by Internet, Smartphone or Tablet – QUICK & EASY Vote Anytime – 24 Hours a Day, 7 Days a Week or by Mail EMPOWER LTD. Your Internet vote authorizes the named proxies to vote your shares in the same manner as if you marked, signed and returned your proxy card. Votes submitted electronically over the Internet must be

As filed with the Securities and Exchange Commission on June 10, 2021

S-4/A 1 d147763ds4a.htm AMENDMENT NO 2 TO FORM S-4 Table of Contents Index to Financial Statements As filed with the Securities and Exchange Commission on June 10, 2021 No. 333-255133 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 EMPOWER LTD. (Exact name of registrant as specified in its c

Beijing • Brussels • Century City • Dallas • Denver • Dubai • Frankfurt • Hong Kong • Houston • London • Los Angeles • Munich New York • Orange County • Palo Alto • Paris • San Francisco • São Paulo • Singapore • Washington, D.C.

CORRESP 1 filename1.htm Gibson, Dunn & Crutcher LLP 1050 Connecticut Avenue, N.W. Washington, DC 20036-5306 Tel 202.955.8500 www.gibsondunn.com Evan M. D’Amico Direct: +1 202.887.3613 Fax: +1 202.530.4255 [email protected] June 10, 2021 VIA EDGAR Jay Mumford Securities and Exchange Commission Division of Corporation Finance Office of Energy & Transportation 100 F Street, NE Washington, D.C. 2

Holley 2021 Stock Incentive Plan (incorporated by reference to Exhibit 10.12 of Amendment No. 1 to the Company’s Registration Statement on Form S-4/A, filed with the SEC on May 25, 2021).

S-4/A 1 d147763ds4a.htm FORM S-4/A Table of Contents Index to Financial Statements As filed with the Securities and Exchange Commission on May 24, 2021 No. 333-255133 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 EMPOWER LTD. (Exact name of registrant as specified in its charter) Cayman Is

Specimen Common Stock Certificate of Holley Inc. (incorporated by reference to Exhibit 4.5 to Amendment No. 1 to the Company’s Registration Statement on Form S-4/A (File No. 333-255133), filed with the SEC on May 25, 2021).

EX-4.5 2 d147763dex45.htm EX-4.5 Exhibit 4.5 SPECIMEN COMMON STOCK CERTIFICATE NUMBER NUMBER OF SHARES OF COMMON STOCK SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP [ ] HOLLEY INC. INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE COMMON STOCK This Certifies that is the owner of FULLY PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK, PAR VALUE OF $0.0001 PER SHARE, OF HOLLEY INC. (THE “COMPANY”) tran

PROXY CARD EMPOWER LTD. THIS PROXY IS SOLICITED BY THE BOARD OF DIRECTORS FOR THE EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS TO BE HELD ON [●], 2021

EX-99.1 7 d147763dex991.htm EX-99.1 Exhibit 99.1 PROXY CARD EMPOWER LTD. THIS PROXY IS SOLICITED BY THE BOARD OF DIRECTORS FOR THE EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS TO BE HELD ON [●], 2021 The undersigned, revoking any previous proxies relating to these shares, hereby acknowledges receipt of the Notice of Extraordinary General Meeting of Shareholders (the “Extraordinary Meeting”) and a

Consent to be Named as a Director

EX-99.7 8 d147763dex997.htm EX-99.7 Exhibit 99.7 Consent to be Named as a Director In connection with the filing by Empower Ltd. of the Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named in the Registration Statement and any a

Consent to be Named as a Director

EX-99.8 9 d147763dex998.htm EX-99.8 Exhibit 99.8 Consent to be Named as a Director In connection with the filing by Empower Ltd. of the Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named in the Registration Statement and any a

Beijing • Brussels • Century City • Dallas • Denver • Dubai • Frankfurt • Hong Kong • Houston • London • Los Angeles • Munich New York • Orange County • Palo Alto • Paris • San Francisco • Sao Paulo • Singapore • Washington, D.C.

CORRESP 1 filename1.htm Gibson, Dunn & Crutcher LLP 1050 Connecticut Avenue, N.W. Washington, DC 20036-5306 Tel 202.955.8500 www.gibsondunn.com Evan M. D’Amico Direct: +1 202.887.3613 Fax: +1 202.530.4255 [email protected] May 24, 2021 VIA EDGAR Jay Mumford Securities and Exchange Commission Division of Corporation Finance Office of Energy & Transportation 100 F Street, NE Washington, D.C. 20

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended March 31, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39599 EMP

Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review

8-K 1 d135084d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 17, 2021 EMPOWER LTD. (Exact name of registrant as specified in its charter) Cayman Islands 001-39599 N/A (State or other jurisdiction of inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: March 31, 2021 ☐ Tran

SEC FILE NUMBER 001-39599 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

HOLLEY REPORTS FIRST QUARTER 2021 RESULTS; RAISES FULL YEAR TARGETS

425 1 d101447d425.htm FORM 425 Filed by Empower Ltd. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: Empower Ltd. Commission File No.: 001-39599 PRESS RELEASE 1801 Russellville Road Bowling Green, Kentucky 42101 Holley.com HOLLEY REPORTS FIRST QUARTER 2021 RESULTS; RAISES FULL YEAR TARGETS BOWLING GREEN, KY – May 13, 2021 – Holley Intermediate Holdings, Inc. (“Holley”), the