What changed in this filing

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Item 8. Financial Statements and Supplementary Data

2024-03-27 compared with 2023-03-24 · 337 added, 290 removed, 518 unchanged (55% of the section changed)

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Index to Consolidated Financial Statements

Report of Independent Registered Public Accounting Firm ( KPMG LLP , Philadelphia, PA ,

Auditor Firm ID 185 )

Report of Independent Registered Public Accounting Firm ( KPMG LLP , Harrisburg, PA , Auditor

Firm ID 185 )

Consolidated Financial Statements:

Consolidated Statements of Income for the fiscal years ended January 28, 2023, January 29, 2022,

Consolidated Statements of Income for the fiscal years ended February 3, 2024, January 28, 2023,

and January 29, 2022

Consolidated Balance Sheets as of January 28, 2023 and January 29, 2022

Consolidated Statements of Stockholders’ Equity for the fiscal years ended January 28, 2023, January 29, 2022,

Consolidated Balance Sheets as of February 3, 2024 and January 28, 2023

Consolidated Statements of Stockholders’ Equity for the fiscal years ended February 3, 2024, January 28, 2023,

and January 29, 2022

Consolidated Statements of Cash Flows for the fiscal years ended January 28, 2023, January 29, 2022,

Consolidated Statements of Cash Flows for the fiscal years ended February 3, 2024, January 28, 2023,

and January 29, 2022

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Opinion on the Consolidated Financial Statements

W e have audited

the accompanying consolidated balance sheets of Ollie’s Bargain Outlet Holdings, Inc.

and subsidiaries (the Company) as of January 28, 2023 and January 29, 2022, the related consolidated statements of income, stockholders’ equity, and cash flows

for each of the fiscal years in the three-year period ended January 28, 2023, and the related notes and financial statement schedule I - condensed financial information of registrant (collectively, the consolidated financial statements).

opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of January 28, 2023 and January 29, 2022, and the results of its operations and its cash flows for each of the fiscal

years in the three-year period ended January 28, 2023, in conformity with U.S.

We have audited the accompanying consolidated balance sheets of Ollie’s Bargain Outlet

Holdings, Inc.

and subsidiaries (the Company) as of February 3, 2024 and January 28, 2023, the related consolidated statements of income, stockholders’ equity, and cash flows for each of the fiscal years in the three-year period ended February 3,

2024, and the related notes and financial statement schedule I - condensed financial information of registrant (collectively, the consolidated financial statements).

In our opinion, the consolidated financial statements present fairly, in all

material respects, the financial position of the Company as of February 3, 2024 and January 28, 2023, and the results of its operations and its cash flows for each of the fiscal years in the three-year period ended February 3, 2024, in conformity

generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of January 28, 2023, based on

criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated March 24, 2023 expressed an

unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.

We also have audited, in accordance with the standards of the Public Company

Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of February 3, 2024, based on criteria established in Internal Control – Integrated Framework (2013) issued

by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated March 27, 2024 expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.

Basis for Opinion

These consolidated financial statements are the responsibility of the Company’s management.

These consolidated financial statements are the responsibility of the Company’s

Our responsibility is to express an opinion on these consolidated financial statements based on our audits.

We are a public

accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S.

federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the

We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in

accordance with the U.S.

federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB.

Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are

free of material misstatement, whether due to error or fraud.

Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures

that respond to those risks.

Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements.

Our audits also included evaluating the accounting principles used and

significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements.

Those standards

require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud.

Our audits included performing procedures to assess the

risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks.

Such procedures included examining, on a test basis, evidence regarding the amounts and

disclosures in the consolidated financial statements.

Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial

We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matter

The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and

(1) relates to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments.

The communication of a critical audit matter does not alter in any

way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it

Evaluation of excess inventories

As discussed in Note 1(h) to the consolidated financial statements, the Company utilizes the retail inventory method.

The retail inventory method involves the use of judgments and estimates, such

as the timing of permanent markdowns, to account for excess inventory that may impact the valuation of ending inventory.

Factors considered in the determination of permanent markdowns include inventory obsolescence, excess inventories, current and

anticipated demand, age of the merchandise and customer preferences.

As of January 28, 2023, the Company’s inventory balance was $470.5 million.

We identified the evaluation of excess inventories as a critical audit matter.

Especially challenging auditor judgement was required to evaluate the timeliness of permanent markdowns due to the

subjective nature of the audit procedures applied to evaluate the time period in which the excess inventories warranted a permanent markdown.

The critical audit matter communicated below is a matter arising from the current

period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that:

(1) relates to accounts or disclosures that are material to the consolidated financial statements and (2)

involved our especially challenging, subjective, or complex judgments.

The communication of a critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the

critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Evaluation of store shrink

As discussed in Note 1(h) to the consolidated financial statements, inventories are valued at the lower

of cost or market determined using the retail inventory method on a first-in, first-out basis.

The retail inventory method is based on a number of factors such as markups, markdowns, and shrinkage (or shrink).

The Company calculates the shrink

provision based on actual physical inventory results during the fiscal period and estimated shrink occurring subsequent to a physical inventory through the end of the fiscal reporting period.

This accrual is calculated as a percentage of sales for

each retail store, at a department level, based on the Company’s most recent historical shrink rate adjusted, if necessary, for current economic conditions and business trends.

The Company’s inventories were $505.8 million as of February 3, 2024.

We identified the evaluation of the estimation of store shrink occurring between the physical inventory

counts and the fiscal year-end as a critical audit matter.

Evaluation of the Company’s estimation of shrink at the end of the fiscal year involved subjective auditor judgment due to the estimation uncertainty associated with the shrink rate

The following are the primary procedures we performed to address this critical audit matter.

We evaluated the design and tested the operating effectiveness of certain internal controls related to

the evaluation of excess inventories.

This included controls related to inventory permanent markdowns, including controls over the review of the excess inventory analysis, which provided the time period inventories have been outstanding, in order to

identify excess inventories.

To test the timeliness of permanent markdowns, we assessed the reliability of the excess inventory analysis, and we involved information technology professionals with specialized skills and knowledge, who assisted in

evaluating the reliability of the aged inventory items by product type.

In addition, we evaluated the Company’s determination of timely permanent markdowns by analyzing the Company’s excess inventory analysis.

the design and tested the operating effectiveness of certain internal controls related to the estimation of store shrink.

We evaluated the appropriateness of the Company’s shrink accrual at the end of the fiscal year by (1) evaluating the shrink rate

used by comparing to historical shrink rates, (2) testing the application of the method and certain assumptions used, and (3) performing a sensitivity analysis over the shrink reserve estimate.

We have served as the Company’s auditor since 2009.

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AND SUBSIDIARIES

Consolidated Balance Sheets

Balance Sheets

(In thousands, except per share amounts)

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AND SUBSIDIARIES

Consolidated Statements of Stockholders’ Equity

Consolidated Statements of

Stockholders’ Equity

(In thousands)

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stockholders’

Balance as of February 1 , 2020

Balance as of January 30 , 2021

Stock-based compensation expense

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Shares repurchased

Balance as of January 28 , 2023

Balance as of February 3 , 2024

See accompanying Notes to the Consolidated Financial Statements.

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AND SUBSIDIARIES

Consolidated Statements of Cash Flows

Consolidated Statements of

(In thousands)

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Purchases of short-term investments

Purchase of intangible asset

Maturities of short-term investments

Net cash used in investing activities

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Repayments on finance leases

Payment of debt issuance costs

Proceeds from stock option exercises

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Payment for shares repurchased

Net cash (used in) provided by financing activities

Net (decrease) increase in cash and cash equivalents

Net cash used in financing activities

Net increase (decrease) in cash and cash equivalents

Cash and cash equivalents, beginning of the period

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to Ollie’s in order to provide consistently value-priced goods in select key merchandise categories.

Since its first store opened in 1982, the Company has grown to 468 retail locations in 29 states as of January 28, 2023.

Since its first store opened in 1982, the Company has grown to 512 retail locations in 30 states as of February 3, 2024.

Ollie’s Bargain Outlet retail locations are located in Alabama, Arkansas, Connecticut, Delaware, Florida, Georgia,

Illinois, Indiana, Kansas, Kentucky, Louisiana, Maryland, Massachusetts, Michigan, Mississippi, Missouri, New Jersey, New York, North Carolina, Ohio, Oklahoma, Pennsylvania, Rhode Island, South Carolina, Tennessee, Texas, Vermont, Virginia, and

West Virginia.

Illinois, Indiana, Iowa, Kansas, Kentucky, Louisiana, Maryland, Massachusetts, Michigan, Mississippi, Missouri, New Jersey, New York, North Carolina, Ohio, Oklahoma, Pennsylvania, Rhode Island, South Carolina, Tennessee, Texas, Vermont, Virginia,

and West Virginia.

Ollie’s follows a 52/53-week fiscal year, which ends on the Saturday nearer to January 31st of the following calendar year.

References to the fiscal year ended January 28, 2023 refer to the 52-week period from January 30,

2022 to January 28, 2023 (“2022”).

References to the fiscal year ended January 29, 2022

refer to the 52-week period from January 31, 2021 to January 29, 2022 (“2021”).

References to the fiscal year ended January 30, 2021 refer to the 52-week period from February 2, 2020 to January 30, 2021 (“2020”).

References to the fiscal

year ended February 3, 2024 refer to the 53-week period from January 29, 2023 to February 3, 2024 (“2023”).

References to the fiscal year ended January 28, 2023 refer to the 52-week period from January 30, 2022 to January 28, 2023 (“2022”).

References to the fiscal year ended January 29, 2022 refer to the 52-week period from January 31, 2021 to January 29, 2022 (“2021”).

Principles of Consolidation

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Actual results could differ from those estimates.

OLLIE’S BARGAIN OUTLET HOLDINGS, INC.

AND SUBSIDIARIES

Notes to Consolidated Financial Statements

Cash, Cash Equivalents, and Short-term Investments

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Amounts receivable from credit card issuers are typically converted to cash within one to two business days of the original sales transaction.

OLLIE’S BARGAIN OUTLET HOLDINGS, INC.

AND SUBSIDIARIES

Notes to Consolidated Financial Statements

Fair Value Disclosures

Fair value is defined as the price which the Company would receive to sell an asset or pay to transfer a liability (an exit price) in an orderly

transaction between market participants on the measurement date.

Fair value is defined as the price which the Company would receive to sell an asset or

pay to transfer a liability (an exit price) in an orderly transaction between market participants on the measurement date.

In determining fair value, GAAP establishes a three‑level hierarchy used in measuring fair value, as follows:

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The carrying amounts of cash and cash equivalents,

short-term investments, accounts receivable and accounts payable are representative of their respective fair value because of their short-term nature.

The carrying amount of the Company’s credit facilities approximates its fair value because the

interest rates are adjusted regularly based on current market conditions.

Under the fair value hierarchy, the fair market values of cash equivalents and the investments in treasury bonds are Level 1 while the investments in municipal bonds are

Since quoted prices in active markets for identical assets are not available, these prices are determined by the third-party pricing service using observable market information such as quotes from less active markets and quoted prices of

similar securities.

As of January 28, 2023, the Company’s investment securities are classified as held-to-maturity since the Company has the intent and ability to hold the investments to maturity.

Such securities are carried at amortized

cost plus accrued interest and consist of the following:

accounts receivable, and accounts payable are representative of their respective fair value because of their short-term nature.

The carrying amount of the Company’s credit facilities, see Note 7 to the Consolidated Financial Statements for

additional information related to our credit facility, approximates its fair value because the interest rates are adjusted regularly based on current market conditions.

Under the fair value hierarchy, the fair market values of cash equivalents and

the investments in treasury bonds and corporate bonds are Level 1 while the investments in municipal bonds are Level 2.

Since quoted prices in active markets for identical assets are not available, these prices are determined by the third-party

pricing service using observable market information such as quotes from less active markets and quoted prices of similar securities.

As of February 3, 2024 and January 28, 2023 , the

Company’s investment securities are classified as held-to-maturity since the Company has both the intent and ability to hold the investments to maturity.

Such securities are carried at amortized cost plus accrued interest and consist of the

As of February 3, 2024

Amortized Cost

Gross Unrealized Gains

Gross Unrealized Losses

Fair Market Value

(in thousands)

Treasury Bonds

Municipal Bonds

Corporate Bonds

As of January 28, 2023

Amortized Cost

Gross Unrealized Gains

Gross Unrealized Losses

Fair Market Value

(in thousands)

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Municipal Bonds

Investment securities as of January 28, 2023 all mature in one year or less.

Corporate Bonds

Short-term investment securities as of February 3, 2024 and January 28, 2023 all mature in one year or less.

OLLIE’S BARGAIN OUTLET HOLDINGS, INC.

AND SUBSIDIARIES

Notes to Consolidated Financial Statements

Concentration of Credit Risk

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The Company’s operating cash balances are in excess of the Federal Deposit Insurance Corporation (“FDIC”) insurance limit.

From time to time, Ollie’s invests

temporary excess cash in overnight investments with expected minimal volatility, such as money market funds.

Ollie’s invests temporary excess cash

in overnight investments with expected minimal volatility, such as money market funds.

Although the Company maintains balances which exceed the FDIC insured limit, it has not experienced any losses related to these balances.

OLLIE’S BARGAIN OUTLET HOLDINGS, INC.

AND SUBSIDIARIES

Notes to Consolidated Financial Statements

Inventories are stated at the lower of cost or market determined

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markdowns result in the devaluation of inventory and the resulting gross profit reduction is recognized in the period in which the markdown is recorded.

We calculate our shrink provision based on actual physical

inventory results during the fiscal period and an accrual for estimated shrink occurring subsequent to a physical inventory through the end of the fiscal reporting period.

This accrual is calculated as a percentage of sales for each retail store,

at a department level, based on the company’s most recent historical shrink rate adjusted, if necessary, for current economic conditions and business trends.

Property and Equipment

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Lesser of lease term or useful life

OLLIE’S BARGAIN OUTLET HOLDINGS, INC.

AND SUBSIDIARIES

Notes to Consolidated Financial Statements

Goodwill/Intangible Assets

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intangible assets as well as industry, regulatory and macroeconomic factors that could affect the inputs used to determine the fair value of the assets.

OLLIE’S BARGAIN OUTLET HOLDINGS, INC.

AND SUBSIDIARIES

Notes to Consolidated Financial Statements

If management determines a quantitative goodwill impairment test is required, or it elects to perform a quantitative test, the test is performed by

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Fair value is determined based on the Company’s public market capitalization.

The carrying value of goodwill is

considered impaired when the reporting unit’s fair value is less than its carrying value and the Company would record an impairment loss equal to the difference, not to exceed the total amount of goodwill allocated to the reporting unit .

For 2022, 2021 and 2020, the Company completed an impairment test of its goodwill and determined that no

impairment of goodwill existed.

The carrying value of goodwill is considered impaired when the reporting unit’s fair value is less than

its carrying value and the Company would record an impairment loss equal to the difference, not to exceed the total amount of goodwill allocated to the reporting unit.

For 2023, 2022, and

2021, the Company completed an impairment test of its goodwill and determined that no impairment of goodwill existed.

If management determines a quantitative analysis of intangible assets having indefinite useful lives is required, the test is performed using the

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carrying amount of the asset over the implied fair value of that asset.

For 2022, 2021 and 2020, the Company completed an impairment test of its tradename and determined that no

impairment of the asset existed.

For 2023, 2022, and 2021 , the Company completed an impairment test of its tradename and determined that no impairment of the asset existed.

Impairment of Long-Lived Assets

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In both cases, stock-based compensation is recorded on a straight-line basis over the vesting period for the entire award.

OLLIE’S BARGAIN OUTLET HOLDINGS, INC.

AND SUBSIDIARIES

Notes to Consolidated Financial Statements

Cost of Sales

Cost of sales includes merchandise costs, inventory markdowns, shrinkage and transportation, distribution and warehousing costs, including

depreciation and amortization .

depreciation and

amortization .

Selling, General, and Administrative Expenses

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SG&A also include marketing and advertising expense, occupancy costs for stores and the store support center, insurance, corporate infrastructure, and other general expenses.

OLLIE’S BARGAIN OUTLET HOLDINGS, INC.

AND SUBSIDIARIES

Notes to Consolidated Financial Statements

Advertising Costs

Advertising costs primarily consist of newspaper circulars, email campaigns, media broadcasts and prominent advertising at professional and collegiate sporting events and are generally expensed the first time the advertising

Advertising expense for 2022, 2021 and 2020 was $ 62.4 million, $ 52.2 million and $ 41.4 million,

respectively .

Advertising costs primarily consist of print flyers, digital media, email campaigns, and media broadcasts and are generally expensed the first time the advertising occurs.

Advertising expense for 2023, 2022, and 2021 was $ 64.5 million, $ 62.4 million, and $ 52.2 million, respectively .

Operating Leases

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Pre-Opening Expenses

Pre-opening expenses consist of expenses of opening new stores and distribution centers, as well as store closing costs.

For opening new stores, pre-opening expenses include grand opening advertising costs, payroll

expenses, travel expenses, employee training costs, rent expenses, and store setup costs.

Pre-opening expenses consist of expenses

of opening new stores and distribution centers, as well as store remodel and store closing costs.

For opening new stores, pre-opening expenses include grand opening advertising costs, payroll expenses, travel expenses, employee training costs,

rent expenses, and store setup costs.

Pre-opening expenses for new stores are expensed as they are incurred, which is typically within 30 to 45 days of opening a new store.

For opening distribution centers,

pre-opening expenses primarily include inventory transportation costs, employee travel expenses, and occupancy costs.

distribution centers, pre-opening expenses primarily include inventory transportation costs, employee travel expenses, and occupancy costs.

Store remodel costs primarily consist of payroll expenses, travel expenses, and store setup costs expensed

as they are incurred.

Store closing costs primarily consist of insurance deductibles, rent, and store payroll.

OLLIE’S BARGAIN OUTLET HOLDINGS, INC.

AND SUBSIDIARIES

Notes to Consolidated Financial Statements

Self ‑ Insurance Liabilities

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exposure to losses, a stop‑loss coverage is maintained through third‑party insurers.

OLLIE’S BARGAIN OUTLET HOLDINGS, INC.

AND SUBSIDIARIES

Notes to Consolidated Financial Statements

Income taxes are accounted for under the asset and liability method.

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Fiscal year ended

(in thousands)

Weighted average

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number of common shares outstanding – Diluted

The effect of the weighted average assumed exercise of stock options outstanding totaling 858,413 , 425,718 , and 322,238 as of January 28, 2023, January 29, 2022, and January 30, 2021 , respectively , were excluded

from the calculation of diluted weighted average common shares outstanding because the effect would have been antidilutive.

The effect of weighted average non-vested restricted stock units outstanding totaling 39,342 , 22,546 , and 12,047 as of January 28, 2023, January 29, 2022, and January 30, 2021 ,

respectively , were excluded from the calculation of diluted weighted average common shares outstanding because the effect would have been antidilutive.

The effect of the weighted average assumed exercise of stock options outstanding totaling 582,645 , 858,413 , and 425,718 as of February 3, 2024, January 28,

2023, and January 29, 2022, respectively , were excluded from the calculation of diluted weighted average common shares outstanding because the effect would have been antidilutive.

The effect of weighted average non-vested restricted stock units outstanding totaling 11,717 , 39,342 , and 22,546 as of February 3, 2024, January 28, 2023, and January 29, 2022, respectively , were excluded from the calculation of diluted weighted average common shares outstanding because the effect would

have been antidilutive.

OLLIE’S BARGAIN OUTLET HOLDINGS, INC.

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Notes to Consolidated Financial Statements

Recently Issued Accounting Standards

In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-07, “Improvements to Reportable

Segment Disclosures,” which modifies reportable segment disclosure requirements.

This ASU expands annual and interim reportable segment disclosures, including:

disclosure of the title and position of our chief operating decision maker (“CODM”),

interim and annual disclosure of significant reportable segment expenses that are components of segment profit or loss information provided to the CODM, and interim disclosure of all annual reportable segment profit or loss and asset data currently

only required to be disclosed annually.

This guidance is effective for annual periods beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024.

The adoption of this standard is not expected to have

an impact on our financial statements the Company is comprised of one operating segment.

In December 2023, the FASB issued ASU 2023-09, “Improvements to Income Tax Disclosures,” which modifies the disclosure requirements for income taxes.

This ASU requires disclosure of tabular statutory to effective rate reconciliation in both percentages and dollars, additional disaggregated rate reconciliation categories and disaggregation of both income taxes paid and income tax expense by

jurisdiction.

This guidance is effective for annual periods beginning after December 15, 2024.

We expect this ASU to only impact our disclosures with no impact to our result of operations, cash flows and financial condition.

Ollie’s recognizes retail sales in its stores when merchandise is sold and the customer takes possession of merchandise.

included in net sales is revenue allocated to certain redeemed discounts earned via the Ollie’s Army loyalty program and gift card breakage.

Also included in net

sales is revenue allocated to certain redeemed discounts earned via the Ollie’s Army loyalty program and gift card breakage.

Net sales are presented net of returns and sales tax.

The Company provides an allowance for estimated retail

merchandise returns based on prior experience.

The Company provides an allowance for estimated retail merchandise

returns based on prior experience.

Revenue Recognition

Revenue is deferred for the Ollie’s Army loyalty program

where members accumulate points that can be redeemed for discounts on future purchases.

Revenue is deferred for the Ollie’s Army loyalty program where members

accumulate points that can be redeemed for discounts on future purchases.

The Company has determined it has an additional performance obligation to Ollie’s Army members at the time of the initial transaction.

The Company allocates

the transaction price to the initial transaction and the discount awards based upon its relative standalone selling price, which considers historical redemption patterns for the award.

The Company allocates the transaction

price to the initial transaction and the discount awards based upon its relative standalone selling price, which considers historical redemption patterns for the award.

Revenue is recognized as those discount awards are redeemed.

Discount awards issued upon the achievement of specified point levels are subject to expiration.

Discount awards

issued upon the achievement of specified point levels are subject to expiration.

Unless temporarily extended, the maximum redemption period is 45 days .

At the end of each fiscal period, unredeemed discount awards and accumulated points to earn a future

discount award are reflected as a liability.

At the end of each fiscal period, unredeemed discount awards and accumulated points to earn a future discount award are reflected as a

Discount awards are combined in one homogeneous pool and are not separately identifiable.

Therefore, the revenue recognized consists of discount awards redeemed that were included in the deferred

revenue balance at the beginning of the period as well as discount awards issued during the current period.

Therefore, the revenue recognized consists of discount awards redeemed that were included in the deferred revenue balance at the beginning of

the period as well as discount awards issued during the current period.

The following table is a reconciliation of the liability related to this program:

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Ending balance

Gift card breakage for gift card liabilities not subject to escheatment is recognized as revenue in proportion to the redemption of gift

Gift cards do not expire.

OLLIE’S BARGAIN OUTLET HOLDINGS, INC.

AND SUBSIDIARIES

Notes to Consolidated Financial Statements

Gift card breakage for gift card liabilities not subject to escheatment is recognized as revenue in proportion to the redemption of gift cards.

cards do not expire.

The rate applied to redemptions is based upon a historical breakage rate.

Gift cards are combined in one homogenous pool and are not separately identifiable.

Therefore, the revenue recognized consists of gift cards

that were included in the liability at the beginning of the period as well as gift cards that were issued during the period.

Therefore, the revenue recognized consists of gift cards that were

included in the liability at the beginning of the period as well as gift cards that were issued during the period.

The following table is a reconciliation of the gift card liability:

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Ending balance

OLLIE’S BARGAIN OUTLET HOLDINGS, INC.

AND SUBSIDIARIES

Notes to Consolidated Financial Statements

Sales return allowance is recorded on a gross basis on the consolidated balance sheets as a refund liability and an asset for recovery.

The allowance for estimated retail merchandise returns is based on prior experience.

The allowance

for estimated retail merchandise returns is based on prior experience.

The following table provides a reconciliation of the activity related to the Company’s sales returns allowance:

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Ending balance

OLLIE’S BARGAIN OUTLET HOLDINGS, INC.

AND SUBSIDIARIES

Notes to Consolidated Financial Statements

Property and Equipment

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Leasehold improvements

Construction in Progress

Accumulated depreciation and amortization

Depreciation and amortization expense of property and

equipment was $ 28.7 million, $ 24.9 million, and $ 22.5 million in 2022, 2021, and 2020,

respectively , of which $ 22.9 million, $ 19.4 million, and $ 16.7 million is included in the depreciation and amortization expenses in 2022, 2021, and 2020, respectively , on the consolidated statements of income.

The remainder, as it relates to the Company’s distribution centers, is included within cost of sales on the consolidated statements

Effective February 3, 2019, the Company accounts for its leases under ASC 842, Leases (Topic 842).

this guidance, arrangements meeting the definition of a lease are classified as operating or financing leases and are recorded on the balance sheet as both a right-of-use asset and lease liability, calculated by discounting fixed lease payments

over the lease term at the rate implicit in the lease, if available.

The Company’s lessors do not provide an implicit rate, nor is one readily available, therefore the Company uses its incremental borrowing rate based on the portfolio approach,

which applies one rate to leases within a given period.

Depreciation and amortization expense of property and equipment was $ 34.9 million, $ 28.7 million, and $ 24.9 million in 2023, 2022, and 2021, respectively , of which $ 27.8 million, $ 22.9 million, and $ 19.4 million is

included in the depreciation and amortization expenses in 2023, 2022, and 2021,

respectively , on the consolidated statements of income.

The remainder, as it relates to the Company’s distribution centers, is included within cost of sales on the consolidated statements of income.

The Company accounts for its leases under ASC 842, Leases (Topic 842).

Under this guidance, arrangements

meeting the definition of a lease are classified as operating or financing leases and are recorded on the balance sheet as both a right-of-use asset and lease liability, calculated by discounting fixed lease payments over the lease term at the rate

implicit in the lease, if available.

The Company’s lessors do not provide an implicit rate, nor is one readily available, therefore the Company uses its incremental borrowing rate based on the portfolio approach, which applies one rate to leases

within a given period.

Lease liabilities are increased by interest and reduced by payments each period, and the right-of-use asset is amortized over the lease term.

For operating leases, interest on the lease

liability and the amortization of the right-of-use asset result in straight-line rent expense over the lease term.

For operating leases, interest on the lease liability and the amortization of the

right-of-use asset result in straight-line rent expense over the lease term.

Variable lease expenses, if any, are recorded when incurred.

OLLIE’S BARGAIN OUTLET HOLDINGS, INC.

AND SUBSIDIARIES

Notes to Consolidated Financial Statements

In calculating the right-of-use asset and lease liability, the Company elects to combine lease and

non-lease components.

The Company excludes short-term leases having initial terms of 12 months or less from the guidance as an accounting policy election and recognizes rent expense on a straight-line basis over the lease term.

The Company does not

act as a lessor.

In calculating the right-of-use asset and lease liability,

the Company elects to combine lease and non-lease components.

The Company excludes short-term leases having initial terms of 12 months or less from the guidance as an accounting policy election and recognizes rent expense on a straight-line basis

over the lease term.

Ollie’s generally leases its stores, offices, and distribution facilities under operating leases that

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Ollie’s lease agreements generally do not contain any material residual value guarantees or material restrictive covenants.

OLLIE’S BARGAIN OUTLET HOLDINGS, INC.

AND SUBSIDIARIES

Notes to Consolidated Financial Statements

Store and office lease costs are classified in SG&A and distribution center lease costs are

classified in cost of sales on the consolidated statements of income.

The following table summarizes the maturity of the Company’s operating lease liabilities by fiscal year as of January 28,

The following table summarizes the maturity of the Company’s operating lease liabilities by fiscal year as of February 3,

(in thousands)

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obligations exclude $ 26.6 million of minimum lease payments for leases signed, but not commenced.

OLLIE’S BARGAIN OUTLET HOLDINGS, INC.

AND SUBSIDIARIES

Notes to Consolidated Financial Statements

The following table summarizes other information related to the Company’s operating leases as

1 unchanged sentence

Fiscal Year Ended

January 28, 2023

January 29, 2022

January 30, 2021

(dollars in thousands)

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Contingencies

From time to time the Company may be involved in claims and legal actions that

arise in the ordinary course of its business.

From time to time the Company may be involved in claims and legal actions that arise in the

ordinary course of its business.

The Company cannot predict the outcome of any litigation or suit to which it is a party.

However, the Company does not believe that an unfavorable decision of any of the current claims or legal

actions against it, individually or in the aggregate, will have a material adverse effect on its financial position, results of operations, liquidity or capital resources.

However, the Company does not believe that an unfavorable decision of any of the current claims or legal actions

against it, individually or in the aggregate, will have a material adverse effect on its financial position, results of operations, liquidity or capital resources.

OLLIE’S BARGAIN OUTLET HOLDINGS, INC.

AND SUBSIDIARIES

Notes to Consolidated Financial Statements

Accrued Expenses

7 unchanged sentences

Long-term debt consists of finance leases .

The Company’s credit facility (the “Credit Facility”) provides for a five-year $ 100.0 million revolving credit facility, which includes a $ 45.0 million sub-facility for letters of credit and a $ 25.0

million sub-facility for swingline loans (the “Revolving Credit Facility”).

Loans under the Revolving Credit Facility mature on May 22, 2024 .

In addition, the Company may at any time add term loan facilities or additional revolving commitments up to $ 150.0 million pursuant to

terms and conditions set out in the Credit Facility.

OLLIE’S BARGAIN OUTLET HOLDINGS, INC.

AND SUBSIDIARIES

Notes to Consolidated Financial Statements

The Company’s credit facility (the “Credit Facility”) provides for a five-year $ 100.0 million revolving credit facility, which

includes a $ 45.0 million sub-facility for letters of credit and a $ 25.0 million sub-facility for swingline loans (the “Revolving Credit Facility”).

In addition, the Company may at any time add term loan facilities or additional revolving

commitments up to $ 150.0 million pursuant to terms and conditions set out in the Credit Facility.

On January 9, 2024, the Company

refinanced its credit facility (the “Credit Facility”), pursuant to which the maturity date for any loans under the revolving credit facility was extended for a period of five years from the effective date of January 9, 2024 and a zero percent ( 0.0 %)

interest rate floor was added to the option for the SOFR Loan Rate (as defined in the Amendment).

Loans under the Revolving Credit Facility mature on January 9, 2029 .

As a result of the anticipated discontinuation of LIBOR in 2023, on January 24, 2023, the Company amended its Credit Facility to

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The interest rates for the Credit Facility are calculated as follows:

for ABR Loans, the highest of the Prime Rate, the Federal Funds Effective Rate plus 0.50 % and Term SOFR with a term of one-month in effect on such day plus the

SOFR Spread Adjustment plus 1.0 %, plus the Applicable Margin, or, for SOFR Loans, the SOFR Loan Rate plus the Applicable Margin plus the

SOFR Spread Adjustment.

for ABR Loans, the highest of the Prime Rate, the Federal Funds Effective Rate plus 0.50 % and Term SOFR with a term of one-month in effect on such day plus the SOFR Spread Adjustment

plus 1.0 %, plus the Applicable Margin, or, for SOFR Loans, the SOFR Loan Rate plus the Applicable Margin plus the SOFR Spread

The Applicable Margin will vary from 0.00 % to 0.50 % for an ABR Loan and 1.00 % to 1.50 % for a SOFR Loan, based on availability under the Credit Facility.

The SOFR Loan Rate is subject to a 0 % floor.

Under the terms of the Revolving Credit Facility, as of January 28, 2023, the Company could borrow up to 90.0 % of the most recent appraised value (valued at cost, discounted for the current net orderly liquidation value) of its eligible inventory, as

Under the terms of the Revolving Credit Facility, as of February 3, 2024, the Company could borrow up to 90.0 % of the most recent appraised value (valued at cost, discounted for the current net orderly liquidation value) of its eligible inventory, as

defined, up to $ 100.0 million.

As of January 28, 2023, the Company had no

As of February 3, 2024, the Company had no

outstanding borrowings under the Revolving Credit Facility, with $ 90.0 million of borrowing availability, outstanding letters of credit

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The Company incurred unused line fees of $ 0.1 million in each of the years ended 2023, 2022, and 2021.

OLLIE’S BARGAIN OUTLET HOLDINGS, INC.

AND SUBSIDIARIES

Notes to Consolidated Financial Statements

The Credit Facility is collateralized by the Company’s assets and equity and contains a financial covenant, as well as certain

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The provisions of the Credit Facility restrict all of the net assets of the Company’s consolidated subsidiaries, which constitutes all

of the net assets on the Company’s consolidated balance sheet as of January 28, 2023, from being used to pay any dividends or make other restricted payments to the Company without prior written consent from the financial institutions that are a

of the net assets on the Company’s consolidated balance sheet as of February 3, 2024, from being used to pay any dividends or make other restricted payments to the Company without prior written consent from the financial institutions that are a

party to the Credit Facility, subject to material exceptions including proforma compliance with the applicable conditions described in the Credit Facility.

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Income tax expense

A reconciliation of the statutory federal income tax rate to the Company’s effective income tax rate is as follows:

Fiscal year ended

Statutory federal rate

State taxes, net of federal

Excess tax benefits related to

stock-based compensation

OLLIE’S BARGAIN OUTLET HOLDINGS, INC.

1 unchanged sentence

Notes to Consolidated Financial Statements

A reconciliation of the statutory federal income tax rate to the Company’s effective income tax rate is as follows:

Fiscal year ended

taxes, net of federal benefit

tax benefits related to stock-based compensation

Deferred income taxes reflect the effect of temporary differences between the carrying amounts of the assets and liabilities for

financial reporting purposes and the carrying amounts used for income tax reporting purposes.

Deferred income taxes reflect the effect of temporary differences between the carrying amounts of the assets and liabilities for financial

reporting purposes and the carrying amounts used for income tax reporting purposes.

Significant components of deferred tax assets and liabilities are as follows :

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Net deferred tax liabilities

In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or

all of the deferred tax assets will not be realized.

In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the

deferred tax assets will not be realized.

The ultimate realization of deferred tax assets is dependent on the generation of future taxable income during the periods in which those temporary differences become deductible.

considers the scheduled reversal of deferred tax liabilities (including the impact of available carryback and carryforward periods), projected future taxable income and tax-planning strategies in making this assessment.

Based on the level of

historical taxable income and projections for future taxable income and the scheduled reversal of deferred liabilities over the periods in which the deferred tax assets are deductible, management believes it is more likely than not that the Company

will realize the benefits of these deductible differences as of January 28, 2023 and January 29, 2022 .

Ollie’s has no material accrual for uncertain tax

positions or interest or penalties related to income taxes on the Company’s consolidated balance sheets as of January 28, 2023 or January 29, 2022, and has no t recognized any material uncertain tax positions or interest or penalties related to income taxes in the consolidated statements of income for

2022, 2021 or 2020 .

OLLIE’S BARGAIN OUTLET HOLDINGS, INC.

AND SUBSIDIARIES

Notes to Consolidated Financial Statements

Management considers the

scheduled reversal of deferred tax liabilities (including the impact of available carryback and carryforward periods), projected future taxable income, and tax-planning strategies in making this assessment.

Based on the level of historical taxable

income and projections for future taxable income and the scheduled reversal of deferred liabilities over the periods in which the deferred tax assets are deductible, management believes it is more likely than not that the Company will realize the

benefits of these deductible differences as of February 3, 2024 and January 28, 2023 .

Ollie’s has no material accrual for uncertain tax positions or

interest or penalties related to income taxes on the Company’s consolidated balance sheets as of February 3, 2024 or January 28, 2023, and has no t recognized any

material uncertain tax positions or interest or penalties related to income taxes in the consolidated statements of income for 2023, 2022 or 2021 .

Equity Incentive Plans

During 2012, Ollie’s established an equity incentive plan (the “2012 Plan”) under which stock options were granted to executive officers

and key employees as deemed appropriate under the provisions of the 2012 Plan, with an exercise price at the fair value of the underlying stock on the date of grant.

During 2012, Ollie’s established an equity incentive plan (the “2012 Plan”) under which stock options were granted to executive officers and key

employees as deemed appropriate under the provisions of the 2012 Plan, with an exercise price at the fair value of the underlying stock on the date of grant.

The vesting period for options granted under the 2012 Plan is five years ( 20 % ratably per year).

2 unchanged sentences

As of July 15, 2015, the date of the pricing of the Company’s initial public offering, no additional equity grants will be made under the 2012 Plan.

In connection with its initial public offering, the Company adopted the 2015 equity incentive plan (the “2015 Plan”) pursuant to which

the Company’s Board of Directors may grant stock options, restricted shares or other awards to employees, directors and consultants.

In connection with its initial public offering, the Company adopted the 2015 equity incentive plan (the “2015 Plan”) pursuant to which the Company’s

Board of Directors may grant stock options, restricted shares or other awards to employees, directors and consultants.

The 2015 Plan allows for the issuance of up to 5,250,000 shares.

Awards will be made pursuant to agreements and may be subject to vesting and other restrictions as determined by the Board of Directors or the Compensation Committee of the

The Company uses authorized and unissued shares to satisfy share award exercises.

As of January 28, 2023, there were 2,225,974

shares available for grant under the 2015 Plan.

Awards will be made pursuant to agreements and may be subject to vesting and other restrictions as determined by the Board of Directors or the Compensation Committee of the Board.

The Company uses

authorized and unissued shares to satisfy share award exercises.

As of February 3, 2024, there were 1,957,583 shares available for grant

under the 2015 Plan.

OLLIE’S BARGAIN OUTLET HOLDINGS, INC.

AND SUBSIDIARIES

Notes to Consolidated Financial Statements

Stock Options

The exercise price for stock options is determined at the fair value of the underlying stock on the date of grant.

The vesting period

for awards granted under the 2015 Plan is generally set at four years ( 25 % ratably per year).

Awards are subject to employment for vesting, expire 10 years

from the date of grant, and are not transferable other than upon death.

The vesting period for awards

granted under the 2015 Plan is generally set at four years ( 25 % ratably per year).

Awards are subject to employment for vesting, expire 10 years from the date

of grant, and are not transferable other than upon death.

A summary of the Company’s stock option activity and related information follows for 2021, 2022 and 2023:

1 unchanged sentence

(in thousands, except share and per share amounts)

Outstanding at February 1 , 2020

Outstanding at January 30 , 2021

1 unchanged sentence

Outstanding at January 28 , 2023

Exercisable at January 28 , 2023

OLLIE’S BARGAIN OUTLET HOLDINGS, INC.

AND SUBSIDIARIES

Notes to Consolidated Financial Statements

During 2020, the estate of a former executive of the Company exercised 1.9 million vested stock options and the Company received $ 17.1

million in proceeds.

Outstanding at February 3 , 2024

Exercisable at February 3 , 2024

The intrinsic value of stock options exercised for 2023, 2022 and 2021 was $ 5.8 million, $ 3.5 million and $ 17.0 million, respectively.

The weighted average grant date fair value per option for options granted during 2023, 2022 and 2021 was $ 29.07 , $ 20.62 , and $ 33.38 , respectively.

The fair value of each option award is estimated on the date of grant using the Black-Scholes option-pricing model that used the

weighted average assumptions in the following table:

The fair value of each option award is estimated on the date of grant using the Black-Scholes option-pricing model that used the weighted average assumptions

in the following table:

Fiscal Year Ended

1 unchanged sentence

dividend yield

The expected life of stock options is estimated using the “simplified method,” as the Company does not have sufficient historical information to develop reasonable expectations about future exercise patterns and post-vesting

employment termination behavior for its stock option grants.

OLLIE’S BARGAIN OUTLET HOLDINGS, INC.

AND SUBSIDIARIES

Notes to Consolidated Financial Statements

termination behavior for its stock option grants.

The simplified method is based on the average of the vesting tranches and the contractual life of each grant.

For expected volatility, the Company uses its historical information over

the expected life of the option granted to calculate the fair value of option grants.

For expected volatility, the Company uses its historical information over the expected

life of the option granted to calculate the fair value of option grants.

The risk-free interest rate is based on U.S.

2 unchanged sentences

Restricted stock units (“RSUs”) are issued at the closing price of the Company’s common stock on the date of grant.

RSUs outstanding

vest ratably over four years or cliff vest in one or four years .

Awards are subject to employment for vesting and are not

transferable other than upon death.

RSUs outstanding vest ratably

over four years or cliff vest in one

or four years .

Awards are subject to employment for vesting and are not transferable other than upon death.

A summary of the Company’s RSU activity and related information for 2021, 2022 and 2023 is as follows:

Nonvested balance at February 1, 2020

Nonvested balance at January 30, 2021

1 unchanged sentence

Nonvested balance at January 28, 2023

OLLIE’S BARGAIN OUTLET HOLDINGS, INC.

AND SUBSIDIARIES

Notes to Consolidated Financial Statements

Nonvested balance at February 3, 2024

Stock-Based Compensation Expense

The compensation cost for stock options and RSUs which has

been recorded within SG&A was $ 10.0 million, $ 8.0 million and $ 6.5 million for 2022, 2021 and 2020, respectively.

As of January 28, 2023, there was $ 20.5

The compensation cost for stock options and RSUs which has been recorded

within SG&A was $ 12.2 million, $ 10.0 million, and $ 8.0 million for 2023, 2022 and 2021, respectively.

As of February 3, 2024, there was $ 22.1

million of total unrecognized compensation cost related to non-vested stock-based compensation arrangements.

1 unchanged sentence

Compensation costs related to awards are recognized using the straight-line method.

OLLIE’S BARGAIN OUTLET HOLDINGS, INC.

AND SUBSIDIARIES

Notes to Consolidated Financial Statements

Employee Benefit Plans

Ollie’s sponsors a defined contribution plan (the “Plan”), qualified under Internal Revenue Code (“IRC”) Section 401(k), for the benefit

of employees.

Ollie’s sponsors a defined contribution plan (the “Plan”), qualified under Internal Revenue Code (“IRC”) Section 401(k), for the benefit of employees.

An employee becomes eligible to participate in the Plan upon attaining at least 21 years of age and completing three months of full-time employment.

2 unchanged sentences

The portion that the Company matches is vested ratably over six years .

The employer matching contributions to the Plan were $ 0.3

million for 2022, and $ 0.2 million in each of the years ended 2021 and 2020, respectively.

Beginning January 2024, the Company increased matches for employee contributions to 100 %

of the first 3 % contributed of employee’s annual compensation, and 50 % of the next 2 % contributed for a total match of up to 4 %.

The enhancements to the plan also include 100 %

immediate vesting of the portion that the Company matches.

The employer matching contributions to the Plan were $ 0.4 million, $ 0.3 million, and $ 0.2 million for 2023,

2022 and 2021, respectively.

In addition to the regular matching contribution, the Company may elect to make a discretionary matching contribution.

Discretionary

contributions shall be allocated as a percentage of compensation of eligible participants for the Plan year.

There were no

discretionary contributions in 2022, 2021 or 2020.

Discretionary contributions

shall be allocated as a percentage of compensation of eligible participants for the Plan year.

There were no discretionary

contributions in 2023, 2022 or 2021.

The Company’s capital structure consists of a single class of common stock with one vote per share.

The Company has authorized 500,000,000 shares at $ 0.001 par value per share.

The Company has authorized 500,000,000 shares

at $ 0.001 par value per share.

Additionally, the Company has authorized 50,000,000 shares of preferred stock at $ 0.001 par value per share;

however, no preferred shares have been issued.

Treasury stock, which consists of the Company’s common stock, is accounted for using the cost method.

to date, however, no preferred shares have been issued.

Treasury stock, which consists of the Company’s common stock, is accounted for

using the cost method.

Share Repurchase Program

2 unchanged sentences

Both of these authorizations were authorized to be executed through January 2023.

30, 2021, the Board authorized an additional $ 200.0 million to repurchase stock pursuant to the Company’s share repurchase program,

expiring on December 15, 2023.

The shares to be repurchased may be purchased from time to time in open market conditions (including blocks), privately negotiated transactions, accelerated share repurchase programs or other derivative transactions,

issuer self-tender offers, or any combination of the foregoing.

The timing of repurchases and the actual amount purchased will depend on a variety of factors, including the market price of the Company’s shares, general market, economic and

business conditions, and other corporate considerations.

Repurchases may be made pursuant to plans intended to comply with Rule 10b5-1 under the Securities Exchange Act of 1934, which could allow the Company to purchase its shares during periods

when it otherwise might be prevented from doing so under insider trading laws or because of self-imposed trading blackout periods.

Repurchases are expected to be funded from cash on hand or through the utilization of the Company’s Revolving Credit

The repurchase authorization does not require the purchase of a specific number of shares and is subject to suspension or termination by the Company’s Board of Directors at any time.

On November 30, 2021, the Board

authorized an additional $ 200.0 million to repurchase stock pursuant to the Company’s share repurchase program, expiring on December 15,

On November 30, 2023, the Company’s Board of Directors authorized an extension to the existing share repurchase program set to expire on December 15, 2023, until March 31, 2026.

offers, or any combination of the foregoing.

The timing of repurchases and the actual amount purchased will depend on a variety of factors, including the market price of the Company’s shares, general market, economic and business conditions, and

other corporate considerations.

Repurchases may be made pursuant to plans intended to comply with Rule 10b5-1 under the Securities Exchange Act of 1934, which could allow the Company to purchase its shares during periods when it otherwise might be

prevented from doing so under insider trading laws or because of self-imposed trading blackout periods.

Repurchases are expected to be funded from cash on hand or through the utilization of the Company’s Revolving Credit Facility.

The repurchase

authorization does not require the purchase of a specific number of shares and is subject to suspension or termination by the Company’s Board of Directors at any time.

OLLIE’S BARGAIN OUTLET HOLDINGS, INC.

1 unchanged sentence

Notes to Consolidated Financial Statements

During 2022, the Company repurchased 848,133 shares of its common stock for $ 41.8

million, inclusive of transaction costs, pursuant to its share repurchase program.

During 2021, the Company repurchased 3,113,981

shares of its common stock for $ 220.0 million, inclusive of transaction costs, and during 2020, it repurchased 3,885 shares of its common stock for $ 0.3

million, inclusive of transaction costs.

During 2023, the Company repurchased 808,669 shares of its common stock for $ 52.5 million, inclusive of transaction costs, pursuant to its

share repurchase program.

During 2022, the Company repurchased 848,133 shares of its common stock for $ 41.8 million, inclusive of transaction costs, and during 2021, it repurchased 3,113,981 shares of its common stock for $ 220.0 million,

inclusive of transaction costs.

These expenditures were funded by cash on hand.

As of January 28, 2023, the Company had $ 138.2

million remaining under its share repurchase authorization.

As of February 3, 2024, the Company had $ 85.7 million

remaining under its share repurchase authorization.

There can be no assurances that any additional repurchases will be completed, or as to the timing or amount of any repurchases.

Segment Reporting and Entity-Wide Information

For purposes of the disclosure requirements for segments of a business enterprise, it has been determined that the

Company is comprised of one operating segment.

For purposes of the disclosure requirements for segments of a business enterprise, it has been determined that the Company is

comprised of one operating segment.

The following table summarizes the percentage of net sales by each product group for each year presented:

4 unchanged sentences

where John Swygert, President and Chief Executive Officer of Ollie’s, is a member of its Board of Directors.

There were no purchases made from Hillman Solutions, Inc.

or any of its subsidiaries in fiscal year 2021.

During fiscal year 2021, the Company purchased pallets totaling $ 0.2 million from a company affiliated with a member of its Board of Directors.

Additionally, during 2021 the Company has sold damaged pallets to the aforementioned company

totaling $ 0.1 million.

Subsequent Events

The Company is scheduled to close on the purchase of a parcel of land in Princeton, Illinois on or about March

27, 2023, for its fourth distribution center and has entered into an agreement for the construction of its fourth distribution center.

Schedule I - Condensed Financial Information of Registrant

There were purchases of

$ 0.8 million made from a subsidiary of Hillman Solutions, Inc.

in fiscal year 2022.

Schedule I - Condensed

Financial Information of Registrant

Ollie’s Bargain Outlet Holdings, Inc.

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Total liabilities and stockholders’ equity

See accompanying notes.

See accompanying Notes to Condensed Financial Statements.

Schedule I - Condensed Financial Information of Registrant

14 unchanged sentences

Net income of subsidiaries

See accompanying notes.

See accompanying Notes to Condensed Financial Statements .

Schedule I - Condensed Financial Information of Registrant

3 unchanged sentences

Basis of presentation

In the parent-company-only condensed financial statements, Ollie’s Bargain Outlet Holdings, Inc.’s (the “Company”) investment in subsidiaries is stated

at cost plus equity in undistributed earnings of subsidiaries since the date of acquisition.

In the parent-company-only condensed financial statements, Ollie’s Bargain Outlet Holdings, Inc.’s (the “Company”) investment in subsidiaries

is stated at cost plus equity in undistributed earnings of subsidiaries since the date of acquisition.

The parent-company-only condensed financial statements should be read in conjunction with the Company’s consolidated financial statements.

statement of cash flows was not presented because Ollie’s Bargain Outlet Holdings, Inc.

condensed statement of cash flows was not presented because Ollie’s Bargain Outlet Holdings, Inc.

had no cash flow activities during

1 unchanged sentence

Guarantees and restrictions

On May 22, 2019, Ollie’s Bargain Outlet, Inc., a subsidiary of the Company,

On January 9, 2024, Ollie’s Bargain Outlet, Inc., a subsidiary of the Company,

completed a transaction in which it refinanced its credit facility (the “Credit Facility”).

The Credit Facility provides for a five-year $ 100.0 million revolving credit facility, which includes a $ 45.0 million sub-facility for letters of credit and a $ 25.0 million sub-facility for swingline loans (the “Revolving Credit Facility”).

The loans under the Revolving Credit Facility mature on May 22, 2024 .

In addition, Ollie’s Bargain Outlet, Inc.

may at any time add term loan facilities or

additional revolving commitments up to $ 150.0 million

pursuant to the terms and conditions set out in the Credit Facility.

Under the terms of the Credit Facility, Bargain Parent, Inc., a subsidiary of the Company, guaranteed the payment of all principal and interest.

In the event of a default under

the Credit Facility, Bargain Parent, Inc.

The Credit Facility provides for a five-year $ 100.0 million revolving credit facility, which includes a $ 45.0 million sub-facility

for letters of credit and a $ 25.0 million sub-facility for swingline loans (the “Revolving

Credit Facility”).

The loans under the Revolving Credit Facility mature on January 9, 2029 .

addition, Ollie’s Bargain Outlet, Inc.

may at any time add term loan facilities or additional revolving commitments up to $ 150.0

million pursuant to the terms and conditions set out in the Credit Facility.

Under the terms of the Credit Facility, Bargain Parent, Inc., a subsidiary of the Company, guaranteed the payment of all principal and

In the event of a default under the Credit Facility, Bargain Parent, Inc.

will be directly liable to the debt holders .

As of January 28, 2023 , Ollie’s Bargain Outlet, Inc.

As of February 3, 2024 ,

Ollie’s Bargain Outlet, Inc.

had $ 90.0 million available for borrowing under its Revolving Credit Facility.

The Credit Facility is collateralized by the Company’s assets and equity and contains a financial covenant, as well as certain business covenants,

including restrictions on dividend payments, which the Company must comply with during the term of the agreement.

The Company was in compliance with all terms of the agreement during and as of the fiscal year ended January 28, 2023.

The provisions of the Credit Facility restrict all of the net assets of the Company’s consolidated subsidiaries, which constitutes all of the net assets on

the Company’s consolidated balance sheet as of January 28, 2023 , from being used to pay any dividends or make other restricted payments without prior written consent

from the lenders under the Credit Facility, subject to certain exceptions.

The Credit Facility is collateralized by the Company’s assets and equity and contains a financial covenant, as well as certain business

covenants, including restrictions on dividend payments, which the Company must comply with during the term of the agreement.

The Company was in compliance with all terms of the agreement during and as of the fiscal year ended February 3, 2024.

The provisions of the Credit Facility restrict all of the net assets of the Company’s consolidated subsidiaries, which constitutes all of the

net assets on the Company’s consolidated balance sheet as of February 3, 2024 , from being used to pay any dividends or make other restricted payments without prior written consent from the lenders under the

Credit Facility, subject to certain exceptions.

Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 8. Financial Statements and Supplementary Data