Form 4: Holley CEO Stevenson Receives Significant Equity Grant

Holley Inc. President and CEO Matthew Stevenson was granted 866,068 shares in restricted stock units and performance stock units under the company's 2021 Omnibus Incentive Plan.

Summary

• Matthew Stevenson, President and CEO, and a Director of Holley Inc. (HLLY), received equity grants on August 12, 2025.
• The grants include 433,034 Restricted Stock Units (RSUs) and 433,034 Performance Stock Units (PSUs), totaling 866,068 shares.
• These grants were made pursuant to the Issuer's 2021 Omnibus Incentive Plan.
• The RSUs will vest in equal, or nearly equal, installments on August 12 of 2026, 2027, and 2028, contingent on continuous employment.
• The PSUs vest if the Common Stock achieves a specified price target on 20 consecutive trading days before the seven-year anniversary of the grant date.
• Following these transactions, Matthew Stevenson beneficially owns 3,080,029 shares of Common Stock.
• The filing indicates the transaction was made pursuant to a Rule 10b5-1(c) plan.

Sentiment

Score: 7

Explanation: The filing indicates a routine, yet substantial, equity grant to the CEO, aligning management incentives with long-term shareholder value. The use of performance-based units and a 10b5-1 plan are positive governance signals. No negative information is present.

Positives

• The equity grants align management's interests with long-term shareholder value through performance-based vesting conditions.
• The significant grant size (866,068 shares) demonstrates continued commitment to the company by the CEO.
• The use of a Rule 10b5-1 plan indicates a pre-arranged trading plan, reducing concerns about opportunistic insider trading.

Risks

• Vesting of performance stock units is contingent on achieving a specified stock price target, which introduces market performance risk.
• Vesting of restricted stock units is subject to continuous employment, posing a risk of forfeiture if employment ceases.

Future Outlook

The vesting schedules for the equity grants extend through August 2028 for Restricted Stock Units and up to seven years from the grant date for Performance Stock Units, indicating a long-term incentive structure tied to future company performance and stock price appreciation.

Management Comments

• The grants are pursuant to the Issuer's 2021 Omnibus Incentive Plan.
• Restricted stock units will vest in equal, or nearly equal, installments on August 12 of each of 2026, 2027, and 2028, subject to continuous employment.
• Performance stock units vest subject to the Common Stock achieving a specified price target on each trading day for a period of twenty (20) consecutive trading days, before the expiration date, on the seven year anniversary of the date of grant.

Industry Context

This filing represents a standard executive compensation practice within publicly traded companies, where equity grants are used to incentivize leadership and align their interests with long-term shareholder value. Such grants are common across various industries, including the automotive aftermarket sector where Holley Inc. operates.

Stakeholder Impact

• Shareholders: Potential for increased alignment of CEO's interests with shareholder value through performance-based incentives.
• Employees: The CEO's long-term commitment, as indicated by the vesting schedule, may signal stability and strategic direction.

Next Steps

• Matthew Stevenson's Restricted Stock Units will begin vesting on August 12, 2026, with subsequent vesting dates on August 12, 2027, and August 12, 2028.
• The Performance Stock Units will be monitored for achievement of the specified stock price target over the next seven years.

Key Dates

Keywords

Holley Inc., HLLY, Matthew Stevenson, SEC Form 4, Insider Transaction, Equity Grant, Restricted Stock Units, Performance Stock Units, Executive Compensation, 10b5-1 Plan