What changed in this filing

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Item 8. Financial Statements and Supplementary Data

2025-03-26 compared with 2024-03-27 · 459 added, 124 removed, 731 unchanged (44% of the section changed)

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Index to Consolidated Financial Statements

Report of Independent Registered Public Accounting Firm ( KPMG LLP , Harrisburg, 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 February 3, 2024, January 28, 2023,

Consolidated Statements of Income for the fiscal years ended February 1, 2025, February 3, 2024,

and January 28, 2023

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,

Consolidated Balance Sheets as of February 1, 2025 and February 3, 2024

Consolidated Statements of Stockholders’ Equity for the fiscal years ended February 1, 2025, February 3, 2024,

and January 28, 2023

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

Consolidated Statements of Cash Flows for the fiscal years ended February 1, 2025, February 3, 2024,

and January 28, 2023

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Opinion on the Consolidated Financial Statements

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

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

and subsidiaries (the Company) as of February 1, 2025 and February 3, 2024, the related consolidated statements of

income, stockholders’ equity, and cash flows for each of the fiscal years in the three-year period ended February 1, 2025, 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 1, 2025 and February 3, 2024, and the results of its operations

and its cash flows for each of the fiscal years in the three-year period ended February 1, 2025, in conformity with U.S.

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 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.

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 1, 2025, 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 26, 2025 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

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

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 PCAOB.

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 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

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.

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 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 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

Estimation 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.

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 $552.5 million as of February 1, 2025.

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

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 assumption.

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

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 evaluated 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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Operating income

Interest (income) expense, net

Interest income, net

Income before income taxes

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Long-term operating lease liabilities

Other long-term liabilities

Total liabilities

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Common stock - 500,000 shares authorized at $ 0.001 par value;

66,927 and 66,672 shares issued, respectively

67,462 and 66,927 shares issued,

Additional paid-in capital

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Treasury stock

paid-in capital

stockholders’

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Shares repurchased

Balance as of January 28 , 2023

Balance as of February 3 , 2024

Stock-based compensation expense

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Cash Flows from Investing Activities:

Purchases of property and equipment

Capital expenditures

Proceeds from sale of property and equipment

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Net cash used in financing activities

Net increase (decrease) in cash and cash equivalents

Net (decrease) increase in cash and cash equivalents

Cash and cash equivalents, beginning of the period

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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.

Wisconsin, 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 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 February 1, 2025 refer to the 52-week period from February 4, 2024 to February 1, 2025 (“2024”).

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

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months, but less than 1 year at the date of acquisition are classified as short-term investments.

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

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

OLLIE’S BARGAIN OUTLET HOLDINGS, INC.

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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

Fair market value of Level 2 investments is determined by Management.

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 1, 2025 and February 3,

2024, 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 following:

As of February 1, 2025

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Corporate Bonds

As of January 28, 2023

As of February 3, 2024

Amortized Cost

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Corporate Bonds

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

Short-term investment securities as of February 1, 2025 and February 3, 2024 all mature in one year or less.

OLLIE’S BARGAIN OUTLET HOLDINGS, INC.

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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

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amortization .

OLLIE’S BARGAIN OUTLET HOLDINGS, INC.

AND SUBSIDIARIES

Notes to Consolidated Financial Statements

Selling, General, and Administrative Expenses

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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

Self ‑ Insurance

Under a number of the Company’s insurance programs, which include the Company’s employee health insurance program, its workers’ compensation and

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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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number of common shares outstanding – Diluted

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.

AND SUBSIDIARIES

Notes to Consolidated Financial Statements

The effect of the weighted average assumed exercise of stock options outstanding, totaling 262,523 , 582,645 , and 858,413 as of February 1, 2025, February 3, 2024 , and January 28, 2023 , 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 1,239 , 11,717 , and 39,342 as of February 1, 2025, February 3, 2024 , and January 28, 2023 , respectively , were excluded from the calculation of diluted weighted average

common shares outstanding because the effect would have been antidilutive.

Recently Issued Accounting Standards

Recently Adopted Accounting Pronouncement

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

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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.

We adopted ASU No.

2023-07 during the year ended

February 1, 2025.

See Note 12 “Segment Reporting and Entity-Wide Information” in the accompanying notes to the consolidated financial statements for further detail.

OLLIE’S BARGAIN OUTLET HOLDINGS, INC.

AND SUBSIDIARIES

Notes to Consolidated Financial Statements

Recent Accounting Pronouncements Not Yet Adopted

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.

We expect this ASU to only impact our

disclosures with no impact to our result of operations, cash flows and financial condition.

In November 2024, the FASB issued ASU 2024-03 “Income Statement–Reporting Comprehensive Income–Expense Disaggregation Disclosures (Subtopic 220-40):

Disaggregation of Income Statement Expenses” (“ASU 2024-03”) which requires

disaggregated disclosure of certain costs and expenses, including purchases of inventory, employee compensation, depreciation, amortization and depletion, within relevant income statement captions.

This guidance is effective for annual reporting

periods beginning after December 15, 2026, and interim reporting periods within annual reporting periods beginning after December 15, 2027.

Early adoption is permitted.

We are currently evaluating the impact of ASU 2024-03 to our consolidated

financial statements.

all other recently issued accounting pronouncements and concluded that they were either not applicable or not expected to have a significant impact to the consolidated financial statements.

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

Also included in net

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

sales is revenue allocated to certain redeemed discounts earned via the Ollie’s Army loyalty program, revenue from Ollie’s co-branded credit card, 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

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Ending balance

In fiscal 2024, the Company’s launched a co-branded credit card can be used by customers purchases at Ollie’s and everywhere else co-branded credit card is accepted, and credit is

extended to such customers by a third-party financial institution on a non-recourse basis to the Company.

The co-branded credit card includes a performance obligation for the Company which includes marketing and promoting the program on behalf of

the back and the operation of the Company’s loyalty rewards program.

Loyalty members earn points through purchases made using the card.

The third party reimburses the Company for certain credit card program costs such as advertising and loyalty points, which help promote the credit card program.

The Company recognizes revenue when collectability is reasonably assured, under the

assumption the amounts are not constrained and it is probable that a significant revenue reversal will not occur in future periods, which is generally the time at which the actual usage of the credit cards or specified transaction occurs.

Under the program, the Company receives a percentage of the sales generated by Ollie’s co-branded Credit Card, in exchange for primary marketing functions.

As a result, all amounts associated with the program are recognized within net sales on

the consolidated statements of income.

Additionally, the Company is entitled to certain bonuses based on performance of the program.

OLLIE’S BARGAIN OUTLET HOLDINGS, INC.

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Inventory reserves

Lease liability

Lease liabilities

Stock-based compensation

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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 .

benefits of these deductible differences as of February 1, 2025 and February 3, 2024 .

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

interest or penalties related to income taxes on the Company’s consolidated balance sheets as of February 1, 2025 or February 3, 2024, 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 2024, 2023 or 2022 .

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A summary of the Company’s stock option activity and related information follows for 2022, 2023 and 2024:

exercise price

intrinsic value

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Outstanding at January 28 , 2023

Outstanding at February 3 , 2024

Outstanding at February 1 , 2025

Exercisable at February 1 , 2025

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Nonvested balance at January 28, 2023

Nonvested balance at February 3, 2024

Nonvested balance at February 1, 2025

Stock-Based Compensation Expense

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.

The compensation cost for stock options and RSUs recorded within SG&A

was $ 19.4 million, $ 12.2 million, and $ 10.0 million for 2024, 2023 and 2022, respectively.

In 2024, we recognized an accelerated expense of $ 5.5 million

related to previously unrecognized compensation expense on the former CEO’s outstanding equity awards in connection with modification of his awards upon transition to Executive Chairman.

As of February 1, 2025, there was $ 19.3

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An employee may elect to contribute annual compensation up to the maximum allowable under the IRC.

assumes all administrative costs of the Plan and matches the employee’s contribution up to 25 % of the first 6 % of their annual compensation.

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

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.

assumes all administrative costs of the Plan.

Beginning January 2024, the Company transitioned to a safe harbor plan and 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 %.

Prior to the transition, the Company matched employee’s contributions up to 25 % of the first 6 % of their annual

compensation and the portion that the Company matched vested ratably over six years .

The enhancements under the safe harbor plan also

include 100 % immediate vesting of the portion that the Company matches.

The employer matching contributions to the Plan were $ 1.6 million, $ 0.4 million, and $ 0.3 million for 2024, 2023 and 2022, respectively.

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

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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;

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.

however, no preferred shares have been issued.

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

Share Repurchase Program

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

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,

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.

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.

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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.

During 2024, the Company repurchased 639,788

shares of its common stock for $ 53.0 million, inclusive of transaction costs, pursuant to its share repurchase program.

During 2023, the

Company repurchased 808,669 shares of its common stock for $ 52.5 million, inclusive of transaction costs, and during 2022, it repurchased 848,133

shares of its common stock for $ 41.8 million, inclusive of transaction costs.

These expenditures were funded by cash on hand.

February 1, 2025, the Company had $ 32.7 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.

OLLIE’S BARGAIN OUTLET HOLDINGS, INC.

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Notes to Consolidated Financial Statements

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 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 and one reportable

The Company’s chief operating decision maker (the “CODM”) is the Chief Executive Officer.

The CODM regularly reviews operations and financial performance at a consolidated level, for purposes of assessing performance and allocating

The CODM uses net income to allocate resources for the single segment to make decisions regarding annual budget, new store openings, landlord and

vendor negotiations, marketing decisions, pursuing new business ventures, and driving the Company’s values.

The CODM reviews asset information on a consolidated basis.

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

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(in thousands)

Consumables (1)

2024, the Company reclassified certain products out of the Home category and into the Consumables category.

These products included cleaning supplies, floor care, and other products such as paper goods.

Prior periods have been adjusted

for comparability.

single segment net sales, net income, and significant expenses are as follows for fiscal 2024, 2023, and 2022:

Cost of sales

Selling, general, and administrative expenses other

Advertising expenses (1)

Depreciation and amortization expenses (2)

Stock-based compensation expense

Pre-opening expenses

Interest income, net

Income tax expense

Segment income

Reconciliation of profit or loss:

Adjustments and reconciling items

Consolidated net income

reported in operating expenses, excludes advertising expenses recorded in pre-opening.

Expenses reported in operating expenses, excludes depreciation and amortization recorded in cost of sales.

OLLIE’S BARGAIN OUTLET HOLDINGS, INC.

AND SUBSIDIARIES

Notes to Consolidated Financial Statements

Transactions with Affiliated and Related Parties

During fiscal year 2023, the Company purchased excess inventory of $ 1.5 million from a subsidiary of Hillman Solutions, Inc.

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

There were purchases of

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

in fiscal year 2022.

During fiscal year 2024, the Company purchased inventory of $ 0.6 million from a subsidiary of Hillman Solutions, Inc., of which John Swygert, Executive Chairman of Ollie’s, is a member of the Board of Directors.

There were purchases of $ 1.5 million and $ 0.8 million, made from a

subsidiary of Hillman Solutions, Inc.

in 2023 and 2022, respectively.

Subsequent Events

On February 3, 2025, the Company announced the appointment of Eric van der Valk to President & Chief Executive Officer, effective February 2, 2025.

In connection with his appointment to CEO, Eric

van der Valk has also been added to the Company’s Board of Directors, thereby increasing the total number of directors to ten from nine .

In conjunction with this, John Swygert has been appointed to Executive Chairman of the Board.

These transitions complete the Company’s

Leadership Succession Plan, which was previously announced in June 2024.

On February 27, 2025, the Company announced the acquisition of an additional 40 former Big Lots store locations from Gordon Brothers.

The acquisition of the additional store leases is subject to final bankruptcy court approval and customary closing conditions.

These store locations are leased properties with favorable rent and leasing structures, located in good trade areas, and have been serving value-oriented customers for many years.

The purchase price for these acquired stores was funded by cash on

On March 19, 2025, the Company’s Board of Directors approved a new share repurchase authorization of an additional $ 300.0 million of the Company’s outstanding common stock, and is effective through March 31, 2029.

subject to extension or earlier termination by the Board at any time.

Schedule I - Condensed

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Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

Controls and Procedures

Changes in Internal Control over Financial Reporting

There were no changes in the Company’s internal controls over financial reporting that occurred during the quarterly period ended February 1, 2025 that

have materially affected, or are reasonably likely to materially affect, its internal control over financial reporting.

Evaluation of Disclosure Controls and Procedures

The Company maintains a system of disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Security Exchange Act of 1934,

as amended (the “Exchange Act”)) designed to ensure that the information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods

specified in the rules and forms of the Securities and Exchange Commission (“SEC”), and is accumulated and communicated to the Company’s management, including its Chief Executive Officer (principal executive officer) and its Chief Financial Officer

(principal financial and accounting officer), as appropriate, to allow timely decisions regarding required disclosure.

The Company’s management, with the participation of its Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the

Company’s disclosure controls and procedures under the Exchange Act as of February 1, 2025, the end of the period covered by this Annual Report on Form 10-K.

Based on that evaluation, the Company’s Chief Executive Officer and Chief Financial Officer

concluded that, as of February 1, 2025, the Company’s disclosure controls and procedures are effective.

Management’s Annual Report on Internal Control Over Financial Reporting

Management is responsible for establishing and

maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act.

The Company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding

the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States of America.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.

Projections of any evaluation of

effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with policies or procedures may deteriorate.

Management, including the Chief Executive Officer and Chief Financial Officer, assessed the effectiveness of internal control over financial reporting as

of February 1, 2025.

Management based this assessment on criteria for effective internal control over financial reporting described in Internal Control

- Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

Based on this assessment, management determined that, as of February 1, 2025, the Company maintained effective internal

control over financial reporting at a reasonable assurance level.

The effectiveness of the Company’s internal control over financial reporting as of February 1, 2025 has been audited by KPMG LLP, our independent

registered public accounting firm, as stated in their report dated March 26, 2025 that appears below.

Report of Independent Registered Public Accounting Firm

To the Stockholders and Board of Directors

Ollie’s Bargain Outlet Holdings, Inc.:

Opinion on Internal Control Over Financial Reporting

We have audited Ollie’s Bargain Outlet Holdings, Inc.

and subsidiaries’ (the Company) internal control over financial reporting as of February 1, 2025,

based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the

Treadway Commission.

In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of February 1, 2025, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance

sheets of the Company as of February 1, 2025 and February 3, 2024, the related consolidated statements of income, stockholders’ equity, and cash flows for each of the fiscal years in the three-year period ended February 1, 2025, and the related notes

and financial statement schedule I - condensed financial information of registrant (collectively, the consolidated financial statements), and our report dated March 26, 2025 expressed an unqualified opinion on those consolidated financial statements.

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of

internal control over financial reporting, included in the accompanying Management’s Annual Report on Internal Control Over Financial Reporting.

Our responsibility is to express an opinion on the Company’s internal control over financial reporting

based on our audit.

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 audit in accordance with the standards of the PCAOB.

Those standards require that we plan and perform the audit to obtain reasonable

assurance about whether effective internal control over financial reporting was maintained in all material respects.

Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial

reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk.

Our audit also included performing such other procedures as we considered

necessary in the circumstances.

We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control Over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial

reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.

A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to

the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;

(2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of

financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company;

and (3) provide

reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.

Also, projections of any evaluation

of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Harrisburg, Pennsylvania

March 26, 2025

Other Information

Trading Arrangements of

Directors and Executive Officers

During the quarter ended February 1,

2025, certain of our executives entered into written plans for the purchase or sale of our securities through a broker that are intended to satisfy the conditions specified in Rule 10b5-1(c) under the Exchange Act for an affirmative defense

against liability for trading in securities on the basis of material nonpublic information.

The material terms of these trading plans

are set forth in the table below.

Director/Officer

Date of Action

of Trading Period

Maximum Number

of Securities to be

Purchased or Sold

Pursuant to the Rule

10b5-1 Trading Plan (2)

Kevin McLain ,

Senior Vice President and General Merchandise Manager

December 19, 2024

March 31, 2025

June 30, 2025

Robert Helm ,

Executive Vice President and Chief Financial Officer

December 19, 2024

April 1, 2025

October 31, 2025

James Comitale ,

Senior Vice President and General Counsel

December 19, 2024

March 31, 2025

December 31, 2025

Eric van der Valk ,

President and CEO

December 23, 2024

March 31, 2025

August 29, 2025

The plan is subject to earlier termination under certain circumstances specified in the plans, including upon the sale of all shares subject to the plan and upon either party to a plan

giving notice of termination within the time prescribed under the plan.

Subject to adjustments for stock splits, stock combinations, stock dividends and other similar changes to our common stock.

The actual number of shares subject to be sold under the Rule 10b5-1 trading arrangement will be net of the number of shares withheld to satisfy certain costs and tax withholding obligations arising from

the vesting of such awards and is not yet determinable.

Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

Directors, Executive Officers and Corporate Governance

The information required by this item will be contained in the Company’s definitive proxy statement in connection with the 2024 Annual Meeting of Stockholders (the “Proxy Statement”), which is expected to be filed

with the SEC not later than 120 days after the end of the fiscal year ended February 1, 2025, and is incorporated herein by reference.

In addition, the Company’s Board of Directors has adopted a Code of Ethical Business Conduct that applies to all of its directors, employees and officers, including the Chief Executive Officer and Chief Financial

The current version of the Code of Ethical Business Conduct is available on the Company’s website under the Investor Relations section at www.ollies.us.

In accordance with the rules adopted by the SEC and NASDAQ, the Company intends to

promptly disclose any amendments to certain provisions of the Code of Ethical Business Conduct, or waivers of such provisions granted to executive officers and directors, on its website under the Investor Relations section at www.ollies.us.

information contained on or accessible through the Company’s website is not incorporated by reference into this Annual Report on Form 10-K.

The Company has adopted an insider trading policy governing the purchase, sale, and/or disposition of

its securities by its directors, officers, employees, and other covered persons.

The Company believes this policy is reasonably designed to promote compliance with insider trading laws, rules and regulations, and the Nasdaq listing standards.

copy of this policy is filed as Exhibit 19.1 to this Annual Report on Form 10-K.

Additionally, the Company’s policy is to only engage in transactions of the Company securities in compliance with insider trading laws.

Executive Compensation

The information required by this Item will be set forth in the Proxy Statement and is incorporated herein by reference.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

The information required by this Item will be set forth in the Proxy Statement and is incorporated herein by reference.

Certain Relationships and Related Transactions, and Director Independence

The information required by this Item will be set forth in the Proxy Statement and is incorporated herein by reference.

Principal Accountant Fees and Services

The information required by this Item will be set forth in the Proxy Statement and is incorporated herein by reference.

Exhibits and Financial Statement Schedules

Financial Statements and Financial Statement Schedules

See “Index to Consolidated Financial Statements” in Item 8 of this Annual Report on Form 10-K.

Financial statement schedules have been omitted because they are not required or are not applicable or because the

information required in those schedules either is not material or is included in the consolidated financial statements or the accompanying notes.

The exhibits listed in the accompanying index to exhibits are filed or incorporated by reference as part of this Annual Report on Form 10-K.

Third Amended and Restated Certificate of Incorporation of Ollie’s Bargain Outlet Holdings, Inc., as effective June 25, 2019 (incorporate by reference to Exhibit 3.1 to the Current Report filed on Form 8-K by the Company on July 1,

Fourth Amended and Restated Bylaws of Ollie’s Bargain Outlet Holdings, Inc., as effective June 25, 2019 (incorporated by reference to Exhibit 3.2 to the Current Report filed on Form 8-K by the Company on July 1, 2019 (No.

Form of Certificate of Common Stock (incorporated by reference to Exhibit 4.1 to Amendment No.

3 to the Form S-1 Registration Statement filed by the Company on July 8, 2015 (No.

333-204942)).

Description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 (incorporated by reference to Exhibit 4.2 to the Form 10-K filed by the Company on March 24, 2021 (No.

Amended and Restated Credit Agreement, dated May 22, 2019, among Bargain Parent, Inc., OBO Ventures, Inc.

and certain subsidiaries, as borrowers, Manufacturers and Traders Trust Company, as Administrative Agent, and certain lenders

party thereto (incorporated by reference to Exhibit 10.1 to the Current Report filed on Form 8-K by the Company on May 24, 2019 (No.

First Amendment, dated as of January 24, 2023, to Amended and Restated Credit Agreement, among Bargain Parent, Inc., OBO Ventures, Inc.

and certain subsidiaries, as borrowers, Manufacturers and Traders Trust Company, as Administrative

Agent, and certain lenders party thereto (incorporated by reference to Exhibit 10.1 to the Current Report filed on Form 8-K by the Company on January 26, 2023 (No.

Second Amendment, dated as of January 9, 2024, to Amended and Restated Credit Agreement, among Bargain Parent, Inc., OBO Ventures, Inc.

and certain subsidiaries, as borrowers, Manufacturers and Traders Trust Company, as Administrative

Agent, and certain lenders party thereto (incorporated by reference to Exhibit 10.1 to the Current Report filed on Form 8-K by the Company on January 9, 2024 (No.

Amended and Restated Guarantee and Collateral Agreement, dated May 22, 2019, Bargain Parent, Inc., Ollie’s Holdings, Inc., OBO Ventures, Inc.

and certain subsidiaries, in favor of Manufacturers and Trading Trust Company, as

Administrative Agent (incorporated by reference to Exhibit 10.2 to the Current Report filed on Form 8-K by the Company on May 24, 2019 (No.

Form of Director and Officer Indemnification Agreement (incorporated by reference to Exhibit 10.9.1 to Amendment No.

3 to the Form S-1 Registration Statement filed by the Company on July 8, 2015 (No.

333-204942)).

Employment Agreement, dated January 31, 2025, by and between Ollie’s Bargain Outlet, Inc.

(incorporated by reference to Exhibit 10.1 to the Current Report filed on Form 8-K by the Company on February 3, 2025

Employment Agreement, dated May 12, 2014, by and between Ollie’s Bargain Outlet, Inc.

and Kevin McLain (incorporated by reference to Exhibit 10.13 to the Form S-1 Registration Statement filed by the Company on June 15, 2015 (No.

333-204942)).

Amendment to Employment Agreement, dated July 15, 2015, by and between Ollie’s Bargain Outlet, Inc.

and Kevin McLain (incorporated by reference to Exhibit 10.26 to the Form S-1 Registration Statement filed by the Company on February 8,

333-209420)).

Amendment to Employment Agreement, dated April 11, 2021, by and between Ollie’s Bargain Outlet, Inc.

and Kevin McLain (incorporated by reference to Exhibit 10.1 to the Current Report filed on Form 8-K by the Company on April 15, 2021

Employment Agreement, dated January 30, 2025, by and between Ollie’s Bargain Outlet, Inc.

and Eric van der Valk (incorporated by reference to Exhibit 10.2 to the Current Report filed on Form 8-K by the Company on February 3, 2025 (No.

Employment Agreement, dated October 1, 2021, by and between Ollie’s Bargain Outlet, Inc.

and James Comitale (incorporated by reference to Exhibit 10.1 to the Quarterly Report filed on Form 10-Q by the Company on December 7, 2021 (No.

Employment Agreement, dated August 18, 2022, by and between Ollie’s Bargain Outlet, Inc.

and Lawrence Kraus (incorporated by reference to Exhibit 10.1 to the Current Report filed on Form 8-K by the Company on August 22, 2022 (No.

Employment Agreement, effective October 17, 2022, by and between Ollie’s Bargain Outlet, Inc.

and Robert F.

Helm (incorporated by reference to Exhibit 10.1 to the Current Report filed on Form 8-K by the Company on October 17, 2022 (No.

Employment Agreement, dated May 20, 2024, by and between Ollie’s Bargain outlet, Inc.

and Chris Zender (incorporated by reference to Exhibit 10.1 to the Current

Report filed on Form 8-K by the Company on June 5, 2024 (No.

Bargain Holdings Inc.

2012 Equity Incentive Plan (incorporated by reference to Exhibit 10.16 to the Form S-1 Registration Statement filed by the Company on June 15, 2015 (No.

333-204942)).

Form of Stock Option Agreement under Bargain Holdings, Inc.

2012 Equity Incentive Plan (incorporated by reference to Exhibit 10.17 to the Form S-1 Registration Statement filed by the Company on June 15,

333-204942)).

2015 Equity Incentive Plan (incorporated by reference to Exhibit 4.1 to the Form S-8 Registration Statement filed by the Company on July 15, 2015 (No.

333-204942)).

Form of Restricted Stock Unit Award Agreement under 2015 Equity Incentive Plan.

(incorporated by reference to Exhibit 10.15 to the Annual Report on Form 10-K by the Company on March 24, 2023 (No.

Form of Stock Option Agreement under 2015 Equity Incentive Plan (incorporated by reference to Exhibit 10.23 to Amendment No.

2 to the Form S-1 Registration Statement filed by the Company on July 6, 2015 (No.

333- 204942)).

Ollie’s Bargain Outlet Holdings, Inc.

Policy on Insider Trading and Communications with the Public

List of subsidiaries

Consent of KPMG LLP

Power of Attorney (included on the signature pages herein).

Certification of Chief Executive Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

Certification of Chief Financial Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

Certification of Chief Executive Officer Pursuant to 18 U.S.C.

Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

Certification of Chief Financial Officer Pursuant to 18 U.S.C.

Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document).

Inline XBRL Taxonomy Extension Schema Document.

Inline XBRL Taxonomy Extension Calculation Linkbase Document.

Inline XBRL Taxonomy Extension Definition Linkbase Document.

Inline XBRL Taxonomy Extension Label Linkbase Document.

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Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101).

Filed herewith.

Previously filed.

Submitted electronically with this report.

Indicates management contract or compensatory plan.

Form 10-K Summary

Not applicable.

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.

OLLIE’S BARGAIN OUTLET HOLDINGS, INC.

March 26, 2025

/s/ Robert Helm

Executive Vice President and Chief

Financial Officer

(Principal Financial and Accounting Officer)

POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Eric van der Valk, Robert Helm, and James Comitale each or any one of them, his true

and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, for him and in his name, place and stead, in any and all capacities, to sign any and all amendments to this Annual Report on Form 10-K, and to file the

same, with all exhibits thereto, and other documents in connection therewith, with the United States Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform

each and every act and thing requisite and necessary to be done in connection therewith, as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, or any of

them, or their or his substitutes or substitute, may lawfully do or cause to be done by virtue hereof.

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this Annual Report on Form 10-K has been signed below by the following persons on behalf of the Registrant in the

capacities and on the dates indicated.

/s/ Eric van der Valk

President and Chief Executive Officer and Director

(Principal Executive Officer)

March 26, 2025

Eric van der Valk

/s/ Robert Helm

Executive Vice President

and Chief Financial Officer

Principal Financial and Accounting Officer)

March 26, 2025

/s/ John Swygert

Executive Chairman of the Board

March 26, 2025

/s/ Alissa Ahlman

March 26, 2025

Alissa Ahlman

/s/ Mary Baglivo

March 26, 2025

/s/ Robert Fisch

March 26, 2025

/s/ Stanley Fleishman

March 26, 2025

Stanley Fleishman

/s/ Thomas Hendrickson

March 26, 2025

Thomas Hendrickson

/s/ Abid Rizvi

March 26, 2025

/s/ Stephen White

March 26, 2025

Stephen White

/s/ Richard Zannino

March 26, 2025

Richard Zannino

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