Core Viewpoint - Wohl & Fruchter LLP is investigating the fairness of the proposed sale of Olo, Inc. to Thoma Bravo for $10.25 per share, which represents a 13.58% premium over the closing price prior to the announcement [1][3]. Group 1: Sale Details - Olo announced the agreement to be sold to Thoma Bravo on July 3, 2025, at a price of $10.25 per share in cash [3]. - The sale price reflects a premium of 13.58% compared to Olo's closing price on July 2, 2025 [3]. Group 2: Investor Sentiment - At least two investors have expressed disappointment regarding the sale price on SeekingAlpha, with comments indicating that the price is perceived as too low or inexpensive [3]. Group 3: Investigation Purpose - The investigation aims to determine if the Olo Board of Directors acted in the best interests of shareholders when approving the sale and whether the agreed price is fair [3]. - The investigation will also assess if all material information related to the transaction has been fully disclosed [3].

Company Overview - Olo Inc. (OLO) shares increased by 13.6% to close at $10.12, driven by notable trading volume, contrasting with a 0.3% gain over the past four weeks [1] - The company is experiencing benefits from the digitization of restaurant operations, increased adoption of its modules, and strong customer retention and expansion [1] Earnings Expectations - Olo is expected to report quarterly earnings of $0.08 per share, reflecting a year-over-year increase of 60% [2] - Revenue projections stand at $82.27 million, which is a 16.7% increase compared to the same quarter last year [2] Stock Performance Insights - The consensus EPS estimate for Olo has remained unchanged over the last 30 days, indicating that stock price movements may not sustain without trends in earnings estimate revisions [3] - Olo currently holds a Zacks Rank of 2 (Buy), suggesting positive market sentiment [3] Industry Context - Olo operates within the Zacks Internet - Software industry, which includes other companies like Workiva (WK) [3] - Workiva's consensus EPS estimate has also remained unchanged, with a projected EPS of $0.05, representing a significant year-over-year decline of 68.8% [4] - Workiva currently holds a Zacks Rank of 3 (Hold), indicating a more cautious outlook compared to Olo [4]

Core Viewpoint - The Ademi Firm is investigating Olo for potential breaches of fiduciary duty and other legal violations related to its transaction with Thoma Bravo, which involves a significant financial arrangement for shareholders [1][2]. Group 1: Transaction Details - Olo shareholders will receive $10.25 per share, which values the company at approximately $2.0 billion in equity [2]. - The transaction includes substantial benefits for Olo insiders as part of change of control arrangements [2]. Group 2: Investigation Focus - The investigation is centered on the conduct of Olo's board of directors to determine if they are fulfilling their fiduciary duties to all shareholders [2]. - The transaction agreement imposes significant penalties on Olo if it accepts competing bids, which raises concerns about the limitations on competing transactions [2].

Group 1: Olo - Olo is a software-as-a-service (SaaS) provider that assists restaurants with digital ordering, delivery, and customer engagement, transitioning from unprofitable growth to a turnaround story with positive earnings [4][5] - Currently holds a Zacks Rank 2 (Buy), with revenue expected to grow by 19.1% this year and 17.6% next year, while earnings are forecasted to rise by 41% this year and 18.3% next year [5] - The stock is showing technical momentum, with a potential breakout above the $8.95 resistance level, indicating strong investor interest [6] Group 2: Palomar Holdings - Palomar Holdings is a specialty insurer focused on property and casualty risks, particularly in underserved markets like earthquake and hurricane insurance [8] - Currently holds a Zacks Rank 1 (Strong Buy), with EPS expected to grow by 39.9% this year and 17% in 2025, and revenue forecasted to rise by 42.3% this year and 26.4% next year [10] - Despite a 180% gain over the last 18 months, the stock is experiencing a healthy pullback, presenting a potential buying opportunity for investors [11] Group 3: Exelixis - Exelixis is a biotechnology company focused on developing cancer treatments, with a strong oncology pipeline and a commitment to profitability [14] - Currently holds a Zacks Rank 2 (Buy), with FY25 EPS estimates raised by 13% and FY26 estimates up by 7.1%, indicating growing confidence in the company's growth outlook [15] - The stock is showing signs of technical momentum, with a potential breakout above the $43.70 level, supported by a favorable fundamental backdrop [16] Group 4: Investment Considerations - Exelixis, Olo, and Palomar Holdings present a compelling mix of strong fundamentals, favorable earnings revisions, and attractive valuations, making them worthy of investor attention [18]

Core Insights - Olo Inc. (OLO) shows potential as a strong investment due to significant revisions in earnings estimates, indicating an improving earnings outlook [1][9] - Analysts are increasingly optimistic about Olo's earnings prospects, which is expected to positively influence its stock price [2][3] - The Zacks Rank system, which rates stocks from 1 (Strong Buy) to 5 (Strong Sell), has a proven track record, with 1 ranked stocks averaging a +25% annual return since 2008 [3][8] Current-Quarter Estimate Revisions - For the current quarter, Olo is projected to earn $0.08 per share, reflecting a +60% increase from the same quarter last year [5] - In the last 30 days, two estimates for Olo have been revised upward while one has been revised downward, leading to a 150% increase in the Zacks Consensus Estimate [5] Current-Year Estimate Revisions - The full-year earnings estimate for Olo is $0.31 per share, representing a +40.91% change from the previous year [6] - Over the past month, one estimate has been revised upward with no negative revisions, resulting in a 92.86% increase in the consensus estimate [7] Favorable Zacks Rank - Olo currently holds a Zacks Rank 2 (Buy) due to positive estimate revisions, which suggests strong potential for stock performance [8] - Research indicates that stocks with Zacks Rank 1 and 2 significantly outperform the S&P 500 [8] Bottom Line - Olo's stock has gained 51.2% over the past four weeks, driven by solid estimate revisions, making it a candidate for portfolio addition [9]

Financial Performance - Olo Inc. reported revenue of $80.68 million for the quarter ended March 2025, reflecting a year-over-year increase of 21.3% [1] - The earnings per share (EPS) for the quarter was $0.07, up from $0.05 in the same quarter last year [1] - The reported revenue exceeded the Zacks Consensus Estimate of $77.52 million by 4.08% [1] - The company achieved an EPS surprise of 16.67%, with the consensus EPS estimate being $0.06 [1] Key Metrics - Average Revenue Per User (ARPU) was $911, surpassing the average estimate of $887.40 from two analysts [4] - The number of Ending Active Locations reached 88,000, compared to the estimated 86,950 by two analysts [4] - Revenue from the Platform segment was $79.23 million, exceeding the average estimate of $76.72 million from three analysts, representing a year-over-year change of 20.5% [4] - Revenue from Professional Services and Other was $1.45 million, significantly higher than the average estimate of $0.76 million, marking a year-over-year increase of 94.2% [4] - Non-GAAP Gross Profit from the Platform was $48.42 million, compared to the estimated $45.94 million from three analysts [4] Stock Performance - Olo's shares have returned 18.7% over the past month, outperforming the Zacks S&P 500 composite's return of 11.3% [3] - The stock currently holds a Zacks Rank 3 (Hold), indicating potential performance in line with the broader market in the near term [3]

Company Performance - Olo Inc. reported quarterly earnings of $0.07 per share, exceeding the Zacks Consensus Estimate of $0.06 per share, and up from $0.05 per share a year ago, representing an earnings surprise of 16.67% [1] - The company posted revenues of $80.68 million for the quarter ended March 2025, surpassing the Zacks Consensus Estimate by 4.08%, compared to year-ago revenues of $66.51 million [2] - Over the last four quarters, Olo has surpassed consensus EPS estimates two times and topped consensus revenue estimates four times [2] Future Outlook - The sustainability of Olo's stock price movement will depend on management's commentary during the earnings call and the earnings outlook for the coming quarters [3][4] - The current consensus EPS estimate for the next quarter is $0.07 on revenues of $81.91 million, and for the current fiscal year, it is $0.31 on revenues of $334.71 million [7] - The estimate revisions trend for Olo is currently mixed, resulting in a Zacks Rank 3 (Hold), indicating expected performance in line with the market [6] Industry Context - The Internet - Software industry, to which Olo belongs, is currently ranked in the top 37% of over 250 Zacks industries, suggesting a favorable outlook compared to the bottom 50% [8] - Empirical research indicates a strong correlation between near-term stock movements and trends in earnings estimate revisions, which can be tracked by investors [5]

Financial Data and Key Metrics Changes - Total revenue for Q1 2025 was $80.7 million, representing a 21% year-over-year increase [17] - Platform revenue was $79.2 million, up 20% year-over-year [17] - Gross profit for Q1 was $49.2 million, an 18% increase year-over-year, with a gross margin of 60.9% [19] - Operating income for Q1 was $11.5 million, compared to $5.6 million a year ago, with an operating margin of 14.3% [20] - Net income for Q1 was $11.8 million, or $0.07 per share [20] - Active locations increased to approximately 88,000, up 2,000 sequentially [17][18] - ARPU for Q1 was approximately $911, reflecting a 12% year-over-year growth [18] Business Line Data and Key Metrics Changes - The company added approximately 2,000 net new locations in Q1, driven by strong customer deployment activity [6][18] - Gross revenue retention remained above 98%, indicating strong customer loyalty [18] - The company reported a 12% year-over-year growth in ARPU, attributed to increased order volumes and modules per location [18] Market Data and Key Metrics Changes - The company noted that same-store sales for limited service concepts gained market share compared to full-service restaurants [24] - The enterprise restaurant segment is positioned to withstand economic downturns better than small and medium-sized businesses (SMBs) [24] Company Strategy and Development Direction - The company is focused on scaling Catering Plus, ramping Olo Pay card presence, and increasing the number of Olo flywheel brands as part of its 2025 priorities [5][6] - The company aims to leverage guest data to enhance customer engagement and drive profitable traffic [46][67] - The introduction of Olo Guest Intelligence (OGI) is expected to provide valuable insights for brands [13][14] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the company's ability to help restaurants navigate rising input costs and macroeconomic uncertainty [15] - The company believes that enterprise brands are better positioned to weather economic challenges compared to SMBs [24] - Management noted that the digital ordering trend continues to provide a tailwind for the business [42] Other Important Information - The company hosted its sixth annual Beyond Four Customer Conference with record attendance, showcasing its products and innovations [12] - The company announced the appointment of Parish Chapman as the new Chief Sales Officer [14] Q&A Session Summary Question: What does the Chipotle pilot mean for Catering Plus and top 25 brands? - Management expressed excitement about the Chipotle pilot, highlighting it as a multimodule win that validates the Catering Plus offering [29][32] Question: Can you provide more details on the gross margin benefit from the cost of revenue adjustment? - Management clarified that the one-time impact was approximately $1 million, with expectations for gross margins to decrease slightly over the year [34][35] Question: What are customers saying post Liberation Day regarding input costs? - Management indicated that rising input costs are a challenge, but limited service restaurants are gaining market share during economic uncertainty [40][41] Question: How does the company view its competitive positioning? - Management feels confident about its competitive position, citing strong gross revenue retention and the mission-critical status with customers [62] Question: What initiatives can be expected from the new Chief Sales Officer? - Management highlighted that Parish Chapman will focus on bookings and growing relationships with existing customers [54]

Financial Data and Key Metrics Changes - Total revenue for Q1 2025 was $80.7 million, representing a 21% year-over-year increase [14] - Platform revenue was $79.2 million, up 20% year-over-year [14] - Active locations increased to approximately 88,000, adding about 2,000 locations sequentially [15] - ARPU for Q1 was approximately $911, reflecting a 12% year-over-year growth [16] - Gross profit for Q1 was $49.2 million, an 18% increase year-over-year, with a gross margin of 60.9% [17] - Operating income for Q1 was $11.5 million, up from $5.6 million a year ago, with an operating margin of 14.3% [18] - Net income for Q1 was $11.8 million, or $0.07 per share [18] Business Line Data and Key Metrics Changes - The company added approximately 2,000 net new locations in Q1, driven by strong customer deployment activity [15] - Catering Plus and Olo Pay card presence were highlighted as key growth areas, with significant customer signings including Chipotle [4][8] - More than 70 brands are using Olo Order and Olo Pay for digital transactions, indicating strong adoption of the platform [7] Market Data and Key Metrics Changes - The company noted a strong performance in the limited service restaurant segment, with same-store sales gaining share compared to full-service restaurants [22] - The enterprise restaurant segment is expected to be more resilient during economic downturns, benefiting from a trade-down effect in consumer spending [22] Company Strategy and Development Direction - The company is focused on scaling Catering Plus, ramping Olo Pay card presence, and increasing the number of Olo flywheel brands as part of its 2025 priorities [4] - The strategy emphasizes leveraging guest data to enhance customer engagement and drive profitable traffic [45] - The company aims to maintain its competitive edge by expanding its product offerings and enhancing its guest data platform [61][62] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the company's ability to navigate macroeconomic uncertainties, citing historical resilience during downturns [22] - The company anticipates continued growth in digital ordering and technology deployment among restaurants to improve efficiency [21] - Management highlighted the importance of guest data aggregation as a key competitive differentiator [12] Other Important Information - The company hosted its sixth annual Beyond Four Customer Conference, with record attendance and demonstrations of new capabilities [10] - A new Chief Sales Officer, Parish Chapman, was welcomed to the team, expected to focus on bookings and customer relationships [12][53] Q&A Session Summary Question: What does the Chipotle pilot mean for Catering Plus and Top 25 brands? - Management expressed excitement about the Chipotle pilot, highlighting it as a multimodule win that validates the Catering Plus offering [28][32] Question: Can you provide more details on the gross margin benefit from the cost of revenue adjustment? - Management clarified that the one-time impact was about $1 million, with expectations for gross margins to decrease slightly as the year progresses [33][34] Question: What are customers saying post-Liberation Day regarding input costs? - Management indicated that rising input costs are a challenge, but limited service restaurants are gaining share during economic uncertainty [39][42] Question: How does the company view its competitive positioning? - Management feels confident about its competitive position, noting high gross revenue retention and the mission-critical status of its services [61] Question: What initiatives can be expected from the new Chief Sales Officer? - The new Chief Sales Officer is expected to focus on winning new customers and growing existing relationships, leveraging his extensive industry experience [53]

PART I - FINANCIAL INFORMATION This section presents the unaudited condensed consolidated financial statements and management's analysis of Olo Inc.'s financial condition and results of operations [Item 1. Financial Statements (Unaudited)](index=6&type=section&id=Item%201.%20Financial%20Statements%20(Unaudited)) Olo Inc.'s unaudited condensed consolidated financial statements for Q1 2025 report **$80.7 million** revenue and **$1.8 million** net income [Condensed Consolidated Balance Sheets](index=6&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Olo Inc. reported **$764.6 million** in total assets, **$69.3 million** in liabilities, and **$695.3 million** in equity as of March 31, 2025 Condensed Consolidated Balance Sheet Highlights (in thousands) | Account | March 31, 2025 | December 31, 2024 | | :--- | :--- | :--- | | **Assets** | | | | Cash and cash equivalents | $287,488 | $286,757 | | Total current assets | $459,216 | $448,321 | | Goodwill | $207,781 | $207,781 | | **Total assets** | **$764,579** | **$754,776** | | **Liabilities & Equity** | | | | Total current liabilities | $57,921 | $59,594 | | **Total liabilities** | **$69,307** | **$71,553** | | **Total stockholders' equity** | **$695,272** | **$683,223** | [Condensed Consolidated Statements of Operations](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) Olo Inc. reported **$80.7 million** total revenue for Q1 2025, a **21.3% increase** YoY, with **$1.8 million** net income and **$0.01** diluted EPS Statement of Operations Summary (in thousands, except per share data) | Metric | Q1 2025 | Q1 2024 | | :--- | :--- | :--- | | Total revenue | $80,680 | $66,511 | | Gross Profit | $44,314 | $37,208 | | Loss from operations | ($2,416) | ($7,160) | | Net income (loss) | $1,806 | ($2,356) | | Diluted EPS | $0.01 | ($0.01) | [Condensed Consolidated Statements of Cash Flows](index=11&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Net cash provided by operating activities for Q1 2025 was **$0.5 million**, with cash and cash equivalents ending at **$287.5 million** Cash Flow Summary (in thousands) | Activity | Q1 2025 | Q1 2024 | | :--- | :--- | :--- | | Net cash provided by operating activities | $548 | $6,027 | | Net cash used in investing activities | ($146) | ($11,016) | | Net cash provided by (used in) financing activities | $329 | ($14,144) | | **Net increase (decrease) in cash** | **$731** | **($19,133)** | | **Cash and cash equivalents, end of period** | **$287,488** | **$259,085** | [Notes to the Condensed Consolidated Financial Statements](index=12&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Financial%20Statements) Notes detail accounting policies, revenue recognition, and fair value measurements, including **$48.9 million** in point-in-time revenue and **$9.4 million** in stock-based compensation - For Q1 2025, revenue recognized at a point in time was **$48.9 million**, while revenue transferred over time was **$31.8 million**[48](index=48&type=chunk) - As of March 31, 2025, remaining performance obligations were approximately **$46.0 million**, with **55%** expected to be recognized as revenue over the next twelve months[52](index=52&type=chunk) - Total stock-based compensation expense for Q1 2025 was **$9.4 million**, down from **$10.8 million** in Q1 2024[82](index=82&type=chunk) - The company settled a Securities Class Action lawsuit, recording an expense of **$9.0 million** in 2023. The court granted final approval in June 2024 and a class distribution order in March 2025[90](index=90&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=25&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses Olo's Q1 2025 financial performance, highlighting **21.3% revenue growth** to **$80.7 million**, **88,000 active locations**, and **$911 ARPU** [Overview and Key Performance Indicators](index=25&type=section&id=Overview%20and%20Key%20Performance%20Indicators) Olo serves **750 restaurant brands** across **88,000 active locations**, with Q1 2025 showing **$911 ARPU** and **111% dollar-based net revenue retention** - Olo serves over **750 restaurant brands**, representing approximately **88,000 active locations** as of March 31, 2025[112](index=112&type=chunk) Key Performance Indicators (Q1 2025 vs Q1 2024) | Metric | Q1 2025 | Q1 2024 | | :--- | :--- | :--- | | Average Revenue Per Unit | $911 | $816 | | Ending Active Locations | 88,000 | 81,000 | - Dollar-based net revenue retention was **111%** for the quarter ended March 31, 2025, demonstrating the ability to retain and expand revenue from existing customers[118](index=118&type=chunk)[124](index=124&type=chunk) [Results of Operations](index=31&type=section&id=Results%20of%20Operations) Total revenue for Q1 2025 grew **21.3%** to **$80.7 million**, gross profit increased **19.1%** to **$44.3 million**, and operating loss was **$2.4 million** Revenue Comparison (in thousands) | Revenue Type | Q1 2025 | Q1 2024 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Platform | $79,231 | $65,765 | $13,466 | 20.5% | | Professional services and other | $1,449 | $746 | $703 | 94.2% | | **Total Revenue** | **$80,680** | **$66,511** | **$14,169** | **21.3%** | - The increase in platform revenue was primarily driven by higher Olo Pay volume and increased Order revenue from customers[151](index=151&type=chunk) - Gross margin decreased from **55.9%** to **54.9%** YoY, driven by the growing percentage of revenue from Olo Pay, which has lower margins than other modules[156](index=156&type=chunk) - General and administrative expenses increased by **23.8%** to **$15.8 million**, primarily due to the impact of litigation-related insurance recoveries recorded in the prior-year period[158](index=158&type=chunk) [Liquidity and Capital Resources](index=36&type=section&id=Liquidity%20and%20Capital%20Resources) Olo's liquidity totaled **$401.8 million** as of March 31, 2025, with a **$100 million** share repurchase program authorized but unused - Principal sources of liquidity as of March 31, 2025, totaled **$401.8 million** in cash, cash equivalents, and marketable securities[163](index=163&type=chunk) - A **$100 million** Class A common stock repurchase program was authorized on April 30, 2024, but no shares have been repurchased under this program as of March 31, 2025[165](index=165&type=chunk)[70](index=70&type=chunk) - The company had **$68.6 million** available under its revolving credit facility and no outstanding borrowings as of March 31, 2025[167](index=167&type=chunk) [Certain Non-GAAP Financial Measures](index=38&type=section&id=Certain%20Non-GAAP%20Financial%20Measures) Non-GAAP operating income for Q1 2025 was **$11.5 million**, a significant increase, while non-GAAP free cash flow was a usage of **$1.9 million** Reconciliation of GAAP Operating Loss to Non-GAAP Operating Income (in thousands) | Line Item | Q1 2025 | Q1 2024 | | :--- | :--- | :--- | | Operating loss, GAAP | ($2,416) | ($7,160) | | Stock-based compensation & related tax | $9,832 | $11,128 | | Certain litigation-related expenses, net | $0 | ($1,372) | | Software & intangible amortization | $4,111 | $3,021 | | **Operating income, non-GAAP** | **$11,527** | **$5,617** | Reconciliation of Net Cash from Operations to Non-GAAP Free Cash Flow (in thousands) | Line Item | Q1 2025 | Q1 2024 | | :--- | :--- | :--- | | Net cash provided by operating activities | $548 | $6,027 | | Purchase of property and equipment | ($93) | ($68) | | Capitalized internal-use software | ($2,356) | ($3,149) | | **Non-GAAP free cash flow** | **($1,901)** | **$2,810** | [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=40&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) Olo's primary market risk is interest rate exposure on its short-term investment portfolio, with no significant foreign currency risk, though inflation could impact consumer spending - The company's primary market risk is interest rate risk related to its investments and credit facility. The majority of the investment portfolio is short-term, mitigating this risk[188](index=188&type=chunk)[190](index=190&type=chunk) - The company does not have material foreign currency exchange risk as its operations are denominated in U.S. dollars[191](index=191&type=chunk) - While inflation has not had a direct material effect, management acknowledges that persistent inflation could negatively impact consumer spending in the restaurant industry and increase costs[192](index=192&type=chunk) [Item 4. Controls and Procedures](index=41&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded Olo's disclosure controls were effective as of March 31, 2025, with no material changes to internal control over financial reporting - As of March 31, 2025, the CEO and CFO concluded that the company's disclosure controls and procedures were effective[193](index=193&type=chunk) - No material changes were made to the company's internal control over financial reporting during the first quarter of 2025[194](index=194&type=chunk) PART II - OTHER INFORMATION This section provides additional information on legal proceedings, risk factors, equity sales, and other corporate developments [Item 1. Legal Proceedings](index=42&type=section&id=Item%201.%20Legal%20Proceedings) Legal proceedings include a settled Securities Class Action lawsuit and pending derivative complaints against certain directors and officers - A Securities Class Action lawsuit was settled, with the court granting final approval on June 11, 2024, and issuing a class distribution order on March 18, 2025[90](index=90&type=chunk) - Three derivative complaints have been consolidated into a single action against certain directors and officers. A motion to dismiss was filed, with a court hearing set for September 16, 2025[91](index=91&type=chunk)[92](index=92&type=chunk)[97](index=97&type=chunk) [Item 1A. Risk Factors](index=42&type=section&id=Item%201A.%20Risk%20Factors) Olo faces risks from unfavorable economic conditions, including inflation and reduced consumer spending, and credit risk from delivery service provider partnerships - The company's results are sensitive to economic uncertainty, including inflation, high interest rates, and lower consumer confidence, which can negatively impact restaurant spending and technology investment[199](index=199&type=chunk) - The company is heavily reliant on the restaurant, food, and delivery industries. A downturn in these sectors, such as reduced guest traffic due to rising costs, could significantly harm Olo's results[200](index=200&type=chunk) - Through its Dispatch module, Olo may be required to pay delivery service providers (DSPs) before collecting payment from its restaurant customers, creating a credit risk if customers become insolvent[202](index=202&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=44&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) Olo reports no unregistered equity sales and no repurchases under its **$100 million** stock buyback program - On April 30, 2024, the Board authorized a **$100 million** share repurchase program (the 2024 Buyback Program), which has no expiration date. No repurchases have been made under this program[206](index=206&type=chunk) [Item 3. Defaults Upon Senior Securities](index=44&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) This item is not applicable to the company [Item 4. Mine Safety Disclosures](index=44&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company [Item 5. Other Information](index=44&type=section&id=Item%205.%20Other%20Information) Key events include a new Chief Sales Officer appointment and credit facility amendment, with no Rule 10b5-1 plan changes - Parrish Chapman was appointed as Chief Sales Officer, commencing his role on May 5, 2025[209](index=209&type=chunk) - On May 7, 2025, the company amended its credit facility to extend the maturity date and update certain terms[210](index=210&type=chunk) - No directors or officers adopted, terminated, or materially modified a Rule 10b5-1 trading plan during the quarter[211](index=211&type=chunk) [Item 6. Exhibits](index=45&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed with the Form 10-Q, including governance documents, agreements, and certifications