SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

APPELGATE BRIAN

(Last)

(First)

(Middle)

1801 RUSSELLVILLE ROAD

(Street)

BOWLING GREEN

42101

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
11/08/2022

3. Issuer Name and Ticker or Trading Symbol
Holley Inc. [ HLLY ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Interm Chief Operating Officer

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	21,780⁽¹⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Option (Right to Buy)⁽²⁾	⁽³⁾	07/16/2031	Common Stock	58,462	$12.06	D
Stock Option (Right to Buy)⁽²⁾	⁽⁴⁾	02/15/2032	Common Stock	20,284	$12.29	D

Explanation of Responses:

1. Represents grants of restricted stock units pursuant to the Issuer's 2021 Omnibus Incentive Plan. Each restricted stock unit represents the right to receive, upon vesting, one share of Common Stock. These restricted stock units will vest in equal, or nearly equal installments of 2,815 on February 15 of each of 2023, 2024 and 2025, and equal installments of 6,667 on July 16 of each of 2023 and 2024, subject to the reporting person's continuous employment through such date.

2. Represents stock options granted pursuant to the Issuer's 2021 Omnibus Incentive Plan.

3. The shares subject to the stock option vest and become exercisable in equal or nearly equal installments on July 16 of each of 2022, 2023, and 2024, subject to the reporting person's continuous employment through such date.

4. The shares subject to the stock option vest and become exercisable in equal or nearly equal installments on February 15 of each of 2023, 2024, and 2025, subject to the reporting person's continuous employment through such date.

Remarks:

Exhibit List: Exhibit 24 - Power of Attorney

	/s/ Carly Kennedy, Attorney-In-Fact for Brian Appelgate	11/14/2022
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.