Item 5.02. Departure of Directors or Certain Officers; Election of Directors;


           Appointment of Certain Officers; Compensatory Arrangements of Certain
           Officers.

On November 29, 2022, the Board of Directors (the "Board") of Ollie's Bargain Outlet Holdings, Inc., a Delaware corporation (NASDAQ: OLLI) (the "Company") announced changes to the Board. The Board: fixed the number of directors at eight (8); appointed Abid Rizvi as a member of the Board, as an independent director; and also appointed Mr. Rizvi to serve on the Audit Committee, both effective immediately.

The Board reviewed and discussed the qualifications of Mr. Rizvi as a director nominee, and determined that Mr. Rizvi qualifies as an "independent director" under the Nasdaq Stock Market Rules, Rule 10A-3 of the Securities Exchange Act of 1934, as amended, and as set forth in its Corporate Governance Guidelines and Principles.

Mr. Rizvi currently serves as the Chief Executive Officer of AriZona Beverages, LLC ("AriZona Beverages"). He joined AriZona Beverages in 2016 and held various leadership positions before being appointed CEO in 2020. Mr. Rizvi also brings over 20 years of experience in consumer investment banking, serving as Managing Director and Head of Consumer and Retail Mergers & Acquisitions at RBC Capital Markets, LLC from 2014 to 2016, and the Americas Head of Consumer and Head of Consumer and Retail M&A at Jefferies Group LLC from 2010 to 2014. Mr. Rizvi started his investment banking career at Merrill Lynch & Co. where he rose to the position of Managing Director. He has extensive experience in business operations, mergers and acquisitions, and financings.

AriZona Beverages had sales with the Company of $2.1 million in 2021 and $1.9 million in 2022.

The Company will enter into an indemnification agreement with Mr. Rizvi. The terms of Mr. Rizvi's indemnification agreement with the Company are described in the Company's Registration Statement on Form S-1 (File No. 333-204942) and a form of such agreement was filed as Exhibit 10.9.1 to the registration statement.

A copy of the Company's press release announcing the appointment is attached hereto as Exhibit 99.1 and hereby incorporated by reference.

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