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[Form 4] RH Insider Trading Activity

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

Mark S. Demilio, a director of RH, reported the sale of 2,000 shares of RH common stock executed at a weighted average price of $236.1297, with individual trade prices ranging from $236.00 to $236.71. The reporting person states he will provide transaction-level price details upon request. The filing notes that 16,702 shares previously owned directly were contributed to The Mark S. Demilio Revocable Trust and that certain holdings are held indirectly: The Mark S. Demilio Revocable Trust and The Theresa E. Demilio 2012 Family Trust are identified as indirect holders. The form is signed by an attorney-in-fact on behalf of the reporting person.

Positive
  • None.
Negative
  • Director disposed of 2,000 shares of RH common stock at a weighted average sale price of $236.1297.
  • Shares transferred from direct to trust ownership: 16,702 shares previously owned directly were contributed to The Mark S. Demilio Revocable Trust, changing the form of beneficial ownership.

Insights

TL;DR: Insider sale of 2,000 RH shares at a weighted average of $236.13; trust contributions changed direct holdings to indirect.

This Form 4 discloses a routine open-market sale of 2,000 RH shares by a company director at a weighted average price of $236.1297. The reporting note that trades occurred across a narrow price range indicates execution over multiple tranches rather than a single large block. The filing also documents a non-sale transaction: 16,702 shares were transferred from direct ownership into The Mark S. Demilio Revocable Trust, changing the ownership form from direct to indirect. For investors, the key takeaways are the specific sale size, the reported price range, and the redistribution of ownership into trusts, all of which are disclosed rather than indicative of any regulatory or company-specific concern.

TL;DR: Disclosure shows compliance with Section 16 reporting and use of trusts for ownership; sale appears reported properly.

The filing appears procedurally complete: it reports the disposition with a weighted average price, offers to provide trade-level details, and discloses that shares were contributed to a revocable trust and are held in a family trust where the reporting person is beneficiary and co-trustee. These ownership structure disclosures are important for transparency around indirect beneficial ownership. There is no explicit information in this Form 4 of any unusual or regulatory issues; the movements recorded are standard trustee/beneficiary and open-market sale disclosures that investors and governance reviewers rely on for clarity about insider holdings.

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).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
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)
09/19/2025
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 09/19/2025 S 2,000 D $236.1297(1) 24,616(2) I By Trust(3)
Common Stock 19,425 I By Trust(4)
Common Stock 12,717 D
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
Explanation of Responses:
1. This transaction was executed in multiple trades ranging from $236.00 to $236.71. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price within the range set forth herein.
2. Includes 16,702 shares previously owned directly by Mr. Demilio which were subsequently contributed to The Mark S. Demilio Revocable Trust.
3. Held by The Mark S. Demilio Revocable Trust.
4. Held by The Theresa E. Demilio 2012 Family Trust, of which Mr. Demilio is beneficiary and Co-Trustee.
/s/ Jill Falor, Attorney-in-Fact 09/23/2025
** 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.

FAQ

What transaction did Mark S. Demilio report on the Form 4 for RH?

The Form 4 reports a sale of 2,000 RH common shares executed at a weighted average price of $236.1297, with trade prices ranging from $236.00 to $236.71.

How many shares were moved into The Mark S. Demilio Revocable Trust?

The filing states that 16,702 shares previously owned directly were contributed to The Mark S. Demilio Revocable Trust.

Does the Form 4 show any indirect holdings and where are they held?

Yes. The filing identifies holdings held indirectly by The Mark S. Demilio Revocable Trust and The Theresa E. Demilio 2012 Family Trust.

Will more granular trade pricing be available for the reported sale?

The reporting person offers to provide, upon request to the SEC staff, the issuer, or a security holder, the number of shares sold at each separate price within the reported range.

Who signed the Form 4 on behalf of the reporting person?

The form is signed by an attorney-in-fact on behalf of the reporting person.
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2.80B
15.26M
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CORTE MADERA