Current Report Filing (8-k)
July 26 2019 - 4:01PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): July 24, 2019
RH
(Exact name of registrant
as specified in its charter)
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Delaware
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001-35720
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45-3052669
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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15 Koch Road, Suite K, Corte Madera, California 94925
(Address of principal executive offices) (Zip Code)
Registrants telephone number, including area code: (415)
924-1005
N/A
(Former name or
former address, if changed since last report.)
Check the appropriate box below
if the Form
8-K
filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule
14a-12
under the Exchange Act (17
CFR
240.14a-12)
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☐
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Pre-commencement
communications pursuant to Rule
14d-2(b)
under the Exchange Act (17 CFR
240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule
13e-4(c)
under the Exchange Act (17 CFR
240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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(Title of each class)
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(Trading
symbol)
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(Name of each exchange
on which registered)
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Common Stock, $0.0001 par value
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RH
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New York Stock Exchange, Inc.
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of
1933 (§230.405 of this chapter) or Rule
12b-2
of the Securities Exchange Act of 1934
(§240.12b-2
of this chapter).
Emerging growth company ☐
If an emerging
growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange
Act. ☐
Item 5.07. Submission of Matters to a Vote of Security Holders.
At the 2019 annual meeting of stockholders (the Annual Meeting) of RH held on July 24, 2019, RHs stockholders voted on three proposals
and cast their votes as described below. The proposals are set forth in RHs definitive proxy statement for the Annual Meeting, filed with the Securities and Exchange Commission on June 19, 2019.
Proposal 1
: RHs stockholders elected three (3) nominees to the Board of Directors, as Class I directors, each to hold office for a
three-year term and until the 2022 annual meeting or until his or her successor is duly elected and qualified.
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NAME
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FOR
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WITHHELD
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BROKER NON-VOTES
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Eri Chaya
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13,398,093
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427,763
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3,312,998
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Mark Demilio
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13,019,363
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806,493
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3,312,998
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Leonard Schlesinger
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13,286,320
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539,536
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3,312,998
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Proposal 2
: RHs stockholders cast their advisory,
non-binding
votes on
executive compensation, as set forth below.
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FOR
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AGAINST
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ABSTAIN
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BROKER NON-VOTES
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11,945,972
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1,559,623
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320,261
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3,312,998
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Proposal 3
: RHs stockholders ratified the appointment of PricewaterhouseCoopers LLP as RHs independent
registered public accounting firm for the 2019 fiscal year, as set forth below.
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FOR
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AGAINST
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ABSTAIN
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16,675,419
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452,373
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11,062
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
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RH
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Dated: July 26, 2019
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By:
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/s/ Jack Preston
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Jack Preston
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Chief Financial Officer
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