Gary G. Friedman trims RH (NYSE: RH) stake to 23.88% ownership

Rhea-AI Filing Summary

RH’s chairman and CEO Gary G. Friedman filed an amended Schedule 13D reporting updated ownership in RH common stock. He now beneficially owns 4,926,337 shares, representing 23.88% of RH’s 18,926,221 shares outstanding as of July 8, 2026. The position includes 3,226,337 common shares and 1,700,000 shares underlying options exercisable within 60 days. Between July 6 and July 8, 2026, Friedman sold an aggregate 125,000 shares in open-market transactions at an average net price of $165.35 per share to fund improvements to personal residences and repay balances under personal credit lines. Due to these sales and the increase in RH shares outstanding since the prior amendment, his beneficial ownership percentage decreased by approximately 1.03 percentage points, prompting this Amendment No. 11 filing.

Key Figures

Beneficial ownership: 4,926,337 shares Ownership percentage: 23.88% Shares outstanding: 18,926,221 shares +5 more

8 metrics

Beneficial ownership 4,926,337 shares Gary G. Friedman’s RH common stock as of July 8, 2026

Ownership percentage 23.88% Share of RH common stock outstanding as of July 8, 2026

Shares outstanding 18,926,221 shares RH common stock outstanding as of July 8, 2026

Direct common shares 3,226,337 shares Directly owned RH common stock by Gary G. Friedman

Option shares 1,700,000 shares Shares subject to options exercisable within 60 days of July 8, 2026

Shares sold 125,000 shares Open-market sales from July 6–8, 2026

Average net sale price $165.35 per share Average net price for 125,000 shares sold July 6–8, 2026

Ownership change ≈1.03 percentage points Decrease in beneficial ownership since Amendment No. 10

Key Terms

beneficially owns, sole voting and dispositive power, Schedule 13D, weighted average price per share, +1 more

5 terms

beneficially owns financial

"Mr. Friedman beneficially owns 4,926,337 shares of Common Stock of the Issuer"

Beneficially owns means a person or entity enjoys the economic benefits and control of a security even if the legal title or registration is held in another name. Think of it like having the keys and profits from a car that is registered to a friend: you use it, benefit from it, and make decisions about it even though the official paperwork lists someone else. For investors, this matters because it reveals who truly controls shares, affects voting power, potential conflicts of interest, and regulatory disclosure obligations.

sole voting and dispositive power financial

"Mr. Friedman has sole voting and dispositive power with respect to the outstanding shares"

Schedule 13D regulatory

"This Amendment No. 11 to relates to the common stock ... and amends the initial statement on filed by the undersigned"

A Schedule 13D is a legal document that investors file with regulators when they buy a large enough stake in a company to potentially influence its management or decisions. It provides details about the investor’s intention, ownership stake, and plans, helping other investors understand who is gaining control and what their motives might be.

weighted average price per share financial

"The weighted average price per share, exclusive of any fees, commissions or other expenses"

open market financial

"completed the sale of 125,000 shares of Common Stock in the open market"

An open market is a system where buying and selling of goods, services, or financial assets happen freely without restrictions or special controls. For investors, it means they can trade assets easily and quickly, which helps determine fair prices based on supply and demand. This environment encourages transparency and competition, making it easier to buy or sell with confidence.

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Available on EDGAR 07/09/2026 - 06:03 AM Accepted by SEC EDGAR 07/09/2026 - 06:01 AM Learn about SEC filing dates

FAQ

How many RH (RH) shares does Gary G. Friedman currently beneficially own?

Gary G. Friedman beneficially owns 4,926,337 RH common shares, or 23.88% of the company’s outstanding stock as of July 8, 2026. This total includes both directly held shares and shares underlying stock options exercisable within 60 days.

What percentage of RH (RH) does Gary G. Friedman now own according to Amendment No. 11?

According to Amendment No. 11, Gary G. Friedman beneficially owns 23.88% of RH’s common stock. This percentage is based on 18,926,221 shares outstanding as of July 8, 2026, and reflects a decrease of about 1.03 percentage points from the prior reported level.

How many RH (RH) shares did Gary G. Friedman recently sell and at what average price?

Over July 6–8, 2026, Gary G. Friedman sold an aggregate 125,000 RH shares in open-market transactions. The sales were completed at an average net price of $165.35 per share, excluding fees and commissions, with daily weighted average prices disclosed for each trade date.

Why did Gary G. Friedman sell RH (RH) shares in early July 2026?

Gary G. Friedman sold RH shares to fund personal financial needs, specifically improvements to personal residences and repayment of balances under personal line-of-credit borrowings. The filing states these uses of proceeds as the reason for the 125,000-share open-market sales.

How many RH (RH) shares outstanding were used to calculate Gary G. Friedman’s ownership percentage?

His 23.88% beneficial ownership is calculated using 18,926,221 RH common shares outstanding as of July 8, 2026. The filing notes this is an increase from 18,394,167 shares outstanding on July 14, 2023, when Amendment No. 10 was filed.

What portion of Gary G. Friedman’s RH (RH) holdings are stock options?

Of Gary G. Friedman’s reported 4,926,337 beneficially owned RH shares, 1,700,000 shares are subject to options exercisable within 60 days of July 8, 2026. The remaining 3,226,337 shares are currently outstanding common shares he owns directly.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 11)

RH

(Name of Issuer)

Common Stock, par value $0.0001 per share

(Title of Class of Securities)

74967X103

(CUSIP Number)

Gary Friedman
c/o RH, 15 Koch Road, Suite K
Corte Madera, CA, 94925
(415) 924-1005

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

07/08/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): 74967X103

1

Name of reporting person

Gary G. Friedman

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

SC, PF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 4,926,337.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 4,926,337.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

4,926,337.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

23.88 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, par value $0.0001 per share
(b)	Name of Issuer: RH
(c)	Address of Issuer's Principal Executive Offices: 15 Koch Road, Suite K, Corte Madera, CALIFORNIA , 94925.
Item 4.	Purpose of Transaction
	This Amendment No. 11 to Schedule 13D relates to the common stock (the "Common Stock") of RH (the "Issuer") and amends the initial statement on Schedule 13D filed by the undersigned on February 14, 2018 (as amended on December 12, 2019, October 21, 2020, April 4, 2022, September 12, 2022, December 15, 2022, January 3, 2023, June 14, 2023, June 27, 2023, July 6, 2023 and July 14, 2023), as specifically set forth herein. Item 4 is hereby supplemented as follows: The undersigned understands that the aggregate number of shares of Common Stock outstanding as of July 8, 2026 was 18,926,221, which is an increase from the 18,394,167 shares of Common Stock that were outstanding on July 14, 2023, the date that the undersigned filed Amendment No. 10 to Schedule 13D. Additionally, over the time period of July 6, 2026 through July 8, 2026, the undersigned sold an aggregate of 125,000 shares of Common Stock in order to fund (i) improvements to personal residences and (ii) the repayment of balances under personal line of credit borrowings. As a result of the increase in the aggregate number of outstanding shares of Common Stock and the sale of 125,000 shares of Common Stock, the aggregate percentage of outstanding shares of Common Stock that the undersigned may be deemed to beneficially own decreased by an amount equal to approximately 1.03% of the outstanding shares of Common Stock since the amount reported in Amendment No. 10. This Amendment No. 11 is being filed solely to reflect such decrease. The undersigned understands that the aggregate number of shares of Common Stock outstanding as of July 8, 2026 had increased to the point that, together with the sales of Common Stock by the undersigned from July 6, 2026 through July 8, 2026, there has been a decrease in the undersigned's beneficial ownership of Common Stock that is greater than 1.0% from the amount reported in Amendment No. 10 and that, as a result of such change in beneficial ownership, this Amendment No. 11 is being filed on July 8, 2026.
Item 5.	Interest in Securities of the Issuer
(a)	Item 5 is hereby amended and restated in its entirety as follows: Mr. Friedman beneficially owns 4,926,337 shares of Common Stock of the Issuer, representing beneficial ownership of 23.88% of the shares of Common Stock outstanding, based upon 18,926,221 shares of Common Stock outstanding as of July 8, 2026, consisting of (i) 3,226,337 shares of Common Stock and (ii) 1,700,000 shares subject to options to purchase Common Stock exercisable within 60 days of July 8, 2026. Mr. Friedman has sole voting and dispositive power with respect to the outstanding shares of Common Stock that he owns. With respect to transactions in the Issuer's Common Stock during the sixty (60) days preceding the date of this filing, no transactions in the shares of Common Stock of the Issuer have been effected by Mr. Friedman in the last sixty (60) days except as follows: Over the time period of July 6, 2026 through July 8, 2026, Mr. Friedman has completed the sale of 125,000 shares of Common Stock in the open market at an average net price per share of $165.35. The weighted average price per share, exclusive of any fees, commissions or other expenses for the sales made between July 6, 2026 and July 8, 2026 are as set forth below: Date Shares Sold Weighted Average Price Sale Price Range(1) July 6, 2026 69,069 $169.48 $169.00 - $170.38 July 7, 2026 7,693 $170.12 $170.00 - $171.22 July 8, 2026 48,238 $158.66 $154.17 - $160.60 (1) Mr. Friedman undertakes to provide to the Issuer, any security holder 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.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Gary G. Friedman

Signature:	/s/ Gary G. Friedman
Name/Title:	Gary G. Friedman
Date:	07/09/2026