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[Form 4] RH Insider Trading Activity

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
4
Rhea-AI Filing Summary

Mark S. Demilio, an RH director, exercised a fully vested stock option to acquire 20,000 shares on 09/16/2025 at an exercise price of $38.04 per share. The reporting shows 20,000 underlying shares from the option and a total of 32,717 shares beneficially owned directly after the transactions. The filing also reports 3,298 shares withheld by the company in settlement of taxes from the option exercise and additional indirect holdings: 9,914 shares held by The Mark S. Demilio Revocable Trust and 19,425 shares held by The Theresa E. Demilio 2012 Family Trust, of which Mr. Demilio is a beneficiary and co-trustee.

Positive
  • None.
Negative
  • None.

Insights

TL;DR: Routine insider option exercise and tax withholding; no new authority changes or aggregate dilution.

The Form 4 discloses a standard exercise of a fully vested option for 20,000 shares at $38.04, with 3,298 shares withheld to satisfy tax obligations. This is a routine liquidity event that reflects an insider monetizing vested compensation rather than a sale in the open market. Beneficial ownership remains clearly documented with direct and trust holdings, and there is no indication of new grants, departures, or governance actions in this filing.

TL;DR: Transaction is operationally significant for insider holdings but unlikely to materially affect RH's market capitalization.

The reporting person increased direct holdings via option exercise for 20,000 shares while netting 3,298 shares surrendered for tax withholding. The filing confirms the option award was fully vested and identifies trust-held indirect ownership totaling 29,339 shares across two trusts. From a shareholder-impact perspective, this disclosure clarifies insider stake levels but does not indicate a market-disruptive transfer of large blocks or an issuance that would meaningfully change share count.

SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
DEMILIO MARK S

(Last) (First) (Middle)
C/O RH
15 KOCH ROAD, SUITE K

(Street)
CORTE MADERA CA 94925

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
RH [ RH ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
09/16/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
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. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction 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 09/16/2025 M 20,000 A $38.04 32,717 D
Common Stock 09/16/2025 F 3,298(1) D $230.7 29,419 D
Common Stock 9,914 I By Trust(2)
Common Stock 19,425 I By Trust(3)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 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 (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. 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: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) $38.04 09/16/2025 M 20,000 (4) 03/09/2026 Common Stock 20,000 $0 0 D
Explanation of Responses:
1. Represents shares of common stock withheld by the Company in full settlement of the net exercise of options by the reporting person.
2. Held by The Mark S. Demilio Revocable Trust.
3. Held by The Theresa E. Demilio 2012 Family Trust, of which Mr. Demilio is beneficiary and Co-Trustee.
4. This option award is fully vested.
/s/ Jill Falor, Attorney-in-Fact 09/18/2025
** Signature of Reporting Person Date
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 Number.
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Sep 19, 2025
[144] RH SEC Filing

RH Stock Data

3.07B
15.26M
18.41%
89.54%
15.97%
Specialty Retail
Retail-furniture Stores
Link
United States
CORTE MADERA