Holley Inc.
For the period ended Sep 28, 2025. Filed Nov 7, 2025.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 28, 2025 · Filed Nov 7, 2025
Extracted filing text, with the paragraph anchors used by the comparison.
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Table of Contents
| PART I – FINANCIAL INFORMATION | |
|---|---|
| Item 1. Financial Statements. | 5 |
| Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations. | 30 |
| Item 3. Quantitative and Qualitative Disclosures About Market Risk. | 42 |
| Item 4. Controls and Procedures | 43 |
| PART II – OTHER INFORMATION | |
| Item 1. Legal Proceedings. | 45 |
| Item 1A. Risk Factors. | 45 |
| Item 2. Unregistered Sales of Equity Securities and Use of Proceeds. | 45 |
| Item 3. Defaults Upon Senior Securities. | 45 |
| Item 4. Mine Safety Disclosures | 45 |
| Item 5. Other Information. | 45 |
| Item 6. Exhibits. | 46 |
| SIGNATURE | 47 |
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
Unless the context otherwise requires or indicates, references to "Holley," "the Company," "we," "our," and "us"are to Holley Inc. and its subsidiaries. This Quarterly Report on Form 10-Q includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act") that are intended to enjoy the protection of the safe harbor for forward-looking statements provided by the Securities Act and Exchange Act, as well as protections afforded by other federal securities laws. These forward-looking statements relate to expectations for future financial performance, business strategies or expectations for the Company’s business. Forward-looking statements may be accompanied by words such as “believe,” “estimate,” “expect,” “project,” “forecast,” “may,” “will,” “should,” “seek,” “plan,” “scheduled,” “anticipate,” “intend” or similar expressions. These forward-looking statements are subject to various risks and uncertainties, many of which are outside our control. Therefore, you should not place undue reliance on such statements. Actual results could differ materially due to numerous factors, including but not limited to the Company’s ability to do any of the following:
execute its business strategy, including monetization of services provided and expansions in and into existing and new lines of business;
anticipate and manage through disruptions and higher costs in manufacturing, supply chain, logistical operations, and shortages of certain company products in distribution channels;
anticipate and manage through supply shortages of key component parts used in our products and the need to shift the mix of products offered in response thereto;
respond to the impact of geopolitical events, including military conflicts (including the conflict in Ukraine, the conflict in the Middle East, the possible expansion of such conflicts and potential geopolitical consequences), tariffs, the interruption from catastrophic events and problems such as terrorism, and public health crises;
identify a material weakness our internal control over financial reporting which, if not remediated in a timely manner or at all, could affect the reliability of our financial statements;
maintain key strategic relationships with partners and resellers;
anticipate and manage through the impact of elevated interest rate levels, which cause the cost of capital to increase, as well as respond to inflationary pressures and tariffs;
anticipate, manage and mitigate the impact of changing trade policies, including tariffs;
enhance future operating and financial results, whether through anticipated organic or external growth initiatives or through the implementation of cost savings initiatives;
respond to uncertainties associated with product and service development and market acceptance;
anticipate and manage through increased constraints in consumer demand and/or shifts in the mix of products sold;
attract and retain qualified employees and key personnel;
protect and enhance the Company’s corporate reputation and brand awareness;
recognition of goodwill and other intangible asset impairment charges;
effectively respond to general economic and business conditions;
acquire and protect intellectual property;
collect, store, process and use personal and payment information and other consumer data;
comply with privacy and data protection laws and other legal obligations related to privacy, information security, and data protection;
manage the impact of any security breaches, cyber-attacks, or other cybersecurity threats or incidents, or the failure of any key information technology systems;
meet future liquidity requirements and comply with restrictive covenants related to long-term indebtedness;
obtain additional capital, including through the sale of equity or debt securities;
finance operations on an economically viable basis;
maintain the Company’s New York Stock Exchange (“NYSE”) listing of its common stock (“Common Stock”) and warrants to purchase Common Stock ("Warrants");
comply with existing and/or future laws and regulations applicable to our business, including laws and regulations related to environmental health and safety or climate-related disclosures;
respond to litigation, complaints, product liability claims and/or adverse publicity;
anticipate the significance and timing of contractual obligations;
anticipate the impact of, and response to, new accounting standards;
maintain proper and effective internal controls;
respond to the impact of changes in U.S. tax laws and regulations, including the impact on deferred tax assets;
anticipate the impact of changes in consumer spending patterns, consumer preferences, local, regional and national economic conditions, crime, weather, and demographic trends; and
respond to other risks and factors, listed under the caption “Risk Factors” included in our Annual Report on Form 10-K for the year ended December 31, 2024, as filed with the U.S. Securities and Exchange Commission (the "SEC") on March 14, 2025, and/or as disclosed in any subsequent filings with the SEC.
Forward-looking statements are based on information available as of the date of this Quarterly Report on Form 10-Q and our management’s expectations, forecasts and assumptions, and involve a number of judgments, risks and uncertainties, and actual results, developments and business decisions may differ materially from those envisaged by such forward-looking statements. Accordingly, forward-looking statements should not be relied upon as representing our views as of any subsequent date. We undertake no obligation to update forward-looking statements to reflect events or circumstances after the date they were made, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.