Statement of Changes in Beneficial Ownership - Form 4

Ownership Submission

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. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person * McLain Kevin 2. Issuer Name and Ticker or Trading Symbol Ollie's Bargain Outlet Holdings, Inc. [OLLI] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) SVP, Merchandising / (Last) (First) (Middle) C/O OLLIE'S BARGAIN OUTLET HOLDINGS, INC , 6295 ALLENTOWN BOULEVARD, SUITE 1 3. Date of Earliest Transaction (Month/Day/Year) (Street) HARRISBURG PA 17112 4. If Amendment, Date Original Filed(Month/Day/Year) 6. Individual or Join/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code 4. Securities Acquired (A) or Disposed of (D) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) 6. Ownership Form: Direct (D) or Indirect (I) 7. Nature of Indirect Beneficial Ownership Code V Amount (A) or (D) Price

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivate Security	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code	5. Number of Derivative Securities Acquired (A) or Disposed of (D)	6. Date Exercisable and Expiration Date	7. Title and Amount of Securities Underlying Derivative Security	8. Price of Derivative Security	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s)	10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)	11. Nature of Indirect Beneficial Ownership
Code	V	(A)	(D)	Date Exercisable	Expriation Date	Title	Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
Director	10% Owner	Officer	Other
McLain Kevin C/O OLLIE'S BARGAIN OUTLET HOLDINGS, INC 6295 ALLENTOWN BOULEVARD, SUITE 1 HARRISBURG, PA17112			SVP, Merchandising

Signatures

/s/ James J. Comitale as Attorney-In-Fact	2024-09-18
**Signature of Reporting Person	Date

Explanation of Responses:

(*)	If the form is filed by more than one reporting person, see Instruction 5(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).
(1)	Transactions made pursuant to an agreement adopted on June 17, 2024, in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended.
(2)	The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $98.42-99.89, inclusive. The reporting person undertakes to provide to the Issuer, any securityholder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
(3)	The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $98.33-100.15, inclusive. The reporting person undertakes to provide to the Issuer, any securityholder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
(4)	The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $98.44-100.15, inclusive. The reporting person undertakes to provide to the Issuer, any securityholder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
(5)	The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $98.36-100.15, inclusive. The reporting person undertakes to provide to the Issuer, any securityholder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
(6)	The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $98.92-100.23, inclusive. The reporting person undertakes to provide to the Issuer, any securityholder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
(7)	The price reported in column 4 is the price at which these shares were sold in a single transaction.
(8)	Options vested and became exercisable in equal 25% installments on each anniversary date of the grant, March 22, 2017, subject to continued service through each applicable vesting date. The options vested in their entirety on March 22, 2021.
(9)	Options vested and became exercisable in equal 25% installments on each anniversary date of the grant, March 28, 2018, subject to continued service through each applicable vesting date. The options vested in their entirety on March 28, 2022.
(10)	Options vested and became exercisable in equal 25% installments on each anniversary date of the grant, March 24, 2020, subject to continued service through each applicable vesting date. The options vested in their entirety on March 24, 2024.
(11)	Options vest and become exercisable in 25% installments on each anniversary date of the grant, March 25, 2022, subject to continued service through each applicable vesting date. The reporting person was granted 13,027 options, of which 3,257 vested on March 25, 2023? 3,257 vested on March 25, 2024? 3,256 vest on March 25, 2025; and 3,257 vest on March 25, 2026.
(12)	Options vest and become exercisable in 25% installments on each anniversary date of the grant, March 23, 2023, subject to continued service through each applicable vesting date. The reporting person was granted 8,582 options, of which 2,146 vested on March 23, 2024; 2,145 vest on March 23, 2025; 2,146 vest on March 23, 2026; and 2,145 vest on March 23, 2027.

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