RH (RH) Proxy filing summary

Voting matters and shareholder proposals

• Election of three directors: Hilary Krane, Katie Mitic, and Ali Rowghani is proposed for shareholder approval.

• Advisory vote to approve named executive officer compensation is on the agenda.

• Advisory vote on the frequency of future say-on-pay votes, with the board recommending every 1 year.

• Ratification of PricewaterhouseCoopers LLP as independent auditor for the 2026 fiscal year is proposed.

• Other business may be addressed as appropriate during the meeting.

Board of directors and corporate governance

• Board recommends all director nominees and proposals for shareholder approval.

• Annual meeting scheduled for June 18, 2026, with voting available online or in person.

Executive compensation and say-on-pay

• Shareholders will vote on an advisory basis to approve named executive officer compensation.

• Frequency of future say-on-pay votes is up for advisory vote, with a 1-year interval recommended.