Amendment to Employment Agreement, dated June 28, 2022, by and between Ollies Bargain Outlet, Inc. and Eric van der Valk

This Amendment to Employment Agreement (“Amendment”) is entered into as of June 28, 2022, by and between Eric van der Valk, an individual (“Employee”), and Ollie’s Bargain Outlet, Inc. (the “Company”), an indirect, wholly-owned subsidiary of Ollie’s Bargain Outlet Holdings, Inc.

WHEREAS, the Company and the Employee are party to that certain employment agreement dated May 3, 2021 (the “Employment Agreement”);

WHEREAS, the Company has determined that it is in the best interests of the Company to amend the Employment Agreement to reflect the changes set forth herein; and

WHEREAS, capitalized terms that are not defined herein shall have the same meaning as set forth in the Employment Agreement.

NOW, THEREFORE, in consideration of the mutual covenants and agreements herein contained, the parties agree as follows:

a.          The first sentence of Section 3 of the Employment Agreement is amended and restated in its entirety to read as follows:

“As compensation for all services provided by you during the Term of Employment, and subject to your performance in accordance with the terms of this Agreement, the Company shall pay you a base salary at a rate of $525,000 per annum (the per annum amount in effect from time to time being referred to herein as the “Base Salary”).

b.          The penultimate sentence of Section 3 of the Employment Agreement is amended and restated in its entirety to read as follows:

“The amount of Base Salary shall be re-evaluated annually by the Compensation Committee of the Board of Directors of the Company, or, if no such committee exists, the Board of Directors of the Company (the “Board”); provided, that the Base Salary may not be reduced to an amount below $525,000.”

c.          With respect to the first paragraph of Section 4 and the table immediately following such paragraph, (i) the percentage referenced in subparagraph (a) shall be 75%, (ii) the percentage referenced in subparagraph (c) shall be 150%, and (iii) the references to “Bonus Amount” in the chart immediately following the paragraph shall be adjusted accordingly so that the bonus associated with Company EBITDA for fiscal year that is equal to or greater than Maximum EBITDA Threshold shall be 150% of Base Salary and the bonus associated with Company EBITDA for fiscal year that is equal to Target EBITDA shall be 75% of Base Salary.

d.          With respect to Section 14, the required copy to Weil Gotshal shall be replaced with a required copy to Ropes & Gray LLP, 1211 Avenue of the Americas, New York, NY 10036-8704, Facsimile: (646) 728-1820, sent to the attention of Faiza Rahman.

IN WITNESS WHEREOF, the parties have executed this Amendment as of the date first set forth above.