FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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OMB Number: 3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Rubel Matthew E		 2. Issuer Name and Ticker or Trading Symbol

Holley Inc. [ HLLY ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__X__ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
Exec. Chairman of the Board
(Last)          (First)          (Middle)

1801 RUSSELLVILLE ROAD		 3. Date of Earliest Transaction (MM/DD/YYYY)

2/6/2023
(Street)

BOWLING GREEN, KY 42101
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

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

_X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8) 		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) 		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock (1)2/6/2023  A  75000 A$0 101320 D  
Common Stock         493632 I By Rubel Family Management Trust U/A Dated 10/8/2018( (2)
Common Stock         134831 I By Matthew Rubel Family Annual Exclusion Trust FBO Joshua Rubel (3)
Common Stock         134831 I By Matthew Rubel Family Annual Exclusion Trust FBO Jeffrey Rubel (4)
Common Stock         134831 I By Matthew Rubel Family Annual Exclusion Trust FBO Michael Rubel (5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)		2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)		8. Price of Derivative Security
(Instr. 5)		9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
(1) Represents a grant of restricted stock units pursuant to the Issuer's 2021 Omnibus Incentive Plan. Each restricted stock unit represents the right to receive, upon vesting, one share of Common Stock. These restricted stock units will vest on the later of (i) February 6, 2024, or (ii) the completion of Mr. Rubel's service as Executive Chairman.
(2) Management Trust is the record holder of the securities reported. Mr. Rubel and Melissa Rubel are the trustees of the Management Trust and have shared voting and investment control over the securities held by the Management Trust. Each of Mr. Rubel and Ms. Rubel disclaim beneficial ownership except to the extent of their respective pecuniary interests therein.
(3) Joshua Trust is the record holder of the securities reported. Mr. Rubel is the trustee of the Joshua Trust and has voting and investment control over the securities held by the Joshua Trust. Mr. Rubel disclaims beneficial ownership except to the extent of his pecuniary interests therein.
(4) Jeffrey Trust is the record holder of the securities reported. Mr. Rubel is the trustee of the Jeffrey Trust and has voting and investment control over the securities held by the Jeffrey Trust. Mr. Rubel disclaims beneficial ownership except to the extent of his pecuniary interests therein.
(5) Michael Trust is the record holder of the securities reported. Mr. Rubel is the trustee of the Michael Trust and has voting and investment control over the securities held by the Michael Trust. Mr. Rubel disclaims beneficial ownership except to the extent of his pecuniary interests therein.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Rubel Matthew E
1801 RUSSELLVILLE ROAD
BOWLING GREEN, KY 42101		X
Exec. Chairman of the Board
Signatures
/s/ Carly Kennedy, Attorney-In-Fact for Matthew Rubel2/8/2023
**Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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