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Holley Inc 2026年季度报告

2026-05-06 美股财报 徐红金
报告封面

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 29, 2026 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. (Exact name of registrant as specified in its charter) Delaware87-1727560(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.) 1A Burton Hills Blvd, Suite 240, Nashville, TN 37215(Address of principal executive offices) (270) 782-2900(Registrant’s telephone number, including area code) (Former name, former address and former fiscal year, if changed since last report) N/A Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports),and (2) has been subject to such filing requirements for the past 90 days. YesNo Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuantto Rule 405 of Regulation S-T(§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrantwas required to submit such files). YesNo Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reportingcompany, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reportingcompany,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Exchange Act). YesNo There were 121,463,598 shares of Common Stock, including 1,093,750 restricted earn-out shares, par value $0.0001 per share, issuedand outstanding as of May4, 2026. Table of Contents TABLE OF CONTENTS PART I – FINANCIAL INFORMATIONItem 1. Financial Statements.5Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.30Item 3. Quantitative and Qualitative Disclosures About Market Risk.39Item 4. Controls and Procedures39PART II – OTHER INFORMATIONItem 1. Legal Proceedings.41Item 1A. Risk Factors.41Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.41Item 3. Defaults Upon Senior Securities.41Item 4. Mine Safety Disclosures41Item 5. Other Information.41Item 6. Exhibits.42SIGNATURE43 CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS Unless the context otherwise requires or indicates, references to "Holley," "the Company," "we," "our," and "us" are toHolley Inc. and its subsidiaries. This Quarterly Report on Form 10-Q includes forward-looking statements within themeaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the SecuritiesExchange Act of 1934, as amended (the "Exchange Act") that are intended to enjoy the protection of the safe harbor forforward-looking statements provided by the Securities Act and Exchange Act, as well as protections afforded by otherfederal securities laws. These forward-looking statements relate to expectations for future financial performance, businessstrategies or expectations for the Company’s business. Forward-looking statements may be accompanied by words suchas “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 ofwhich are outside our control. Therefore, you should not place undue reliance on such statements. Actual results coulddiffer 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 andnew 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 toshift the mix of products offered in response thereto;•respond to the impact of geopolitical events, including military conflicts (including the conflict in Ukraine, theconflict in the Middle East and surrounding areas, the possible expansion of such conflicts and potentialgeopolitical consequences), t