Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person *
Chaya Eri
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
X __ Officer (give title below) _____ Other (specify below)
SEE REMARKS
(Last)
(First)
(Middle)
C/O RH, 15 KOCH ROAD, SUITE K
3. Date of Earliest Transaction (MM/DD/YY)
04/25/2022
(Street)
CORTE MADERA, CA94925
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 04/25/2022 M 17,150 A $ 29 90,793 D
Common Stock 04/25/2022 S 1,267 D $ 318.6667( 1 )( 2 ) 89,526 D
Common Stock 04/25/2022 S 1,785 D $ 319.8814( 1 )( 3 ) 87,741 D
Common Stock 04/25/2022 S 733 D $ 320.9665( 1 )( 4 ) 87,008 D
Common Stock 04/25/2022 S 1,200 D $ 321.965( 1 )( 5 ) 85,808 D
Common Stock 04/25/2022 S 1,601 D $ 323.0077( 1 )( 6 ) 84,207 D
Common Stock 04/25/2022 S 800 D $ 323.815( 1 )( 7 ) 83,407 D
Common Stock 04/25/2022 S 200 D $ 325.48( 1 )( 8 ) 83,207 D
Common Stock 04/25/2022 S 200 D $ 326.665( 1 )( 9 ) 83,007 D
Common Stock 04/25/2022 S 400 D $ 327.9275( 1 )( 10 ) 82,607 D
Common Stock 04/25/2022 S 600 D $ 329.2267( 1 )( 11 ) 82,007 D
Common Stock 04/25/2022 S 700 D $ 330.24( 1 )( 12 ) 81,307 D
Common Stock 04/25/2022 S 1,100 D $ 331.2345( 1 )( 13 ) 80,207 D
Common Stock 04/25/2022 S 1,081 D $ 332.4087( 1 )( 14 ) 79,126 D
Common Stock 04/25/2022 S 800 D $ 333.46( 1 )( 15 ) 78,326 D
Common Stock 04/25/2022 S 804 D $ 334.8474( 1 )( 16 ) 77,522 D
Common Stock 04/25/2022 S 1,900 D $ 335.8161( 1 )( 17 ) 75,622 D
Common Stock 04/25/2022 S 1,979 D $ 336.7792( 1 )( 18 ) 73,643 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Employee Stock Option (right to buy) $ 29 04/25/2022 M 17,150 ( 19 ) 10/31/2022 Common Stock 17,150 $ 0 34,300 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Chaya Eri
C/O RH
15 KOCH ROAD, SUITE K
CORTE MADERA, CA94925
X SEE REMARKS
Signatures
/s/ Edward T. Lee, Attorney-in-Fact 04/27/2022
** Signature of Reporting Person Date
Explanation of Responses:
( 1 )The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.
( 2 )This transaction was executed in multiple trades ranging from $318.35 to $319.31. 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.
( 3 )This transaction was executed in multiple trades ranging from $319.35 to $320.29. 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.
( 4 )This transaction was executed in multiple trades ranging from $320.35 to $321.34. 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.
( 5 )This transaction was executed in multiple trades ranging from $321.45 to $322.34. 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.
( 6 )This transaction was executed in multiple trades ranging from $322.49 to $323.36. 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.
( 7 )This transaction was executed in multiple trades ranging from $323.49 to $324.12. 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.
( 8 )This transaction was executed in multiple trades ranging from $325.11 to $325.85. 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.
( 9 )This transaction was executed in multiple trades ranging from $326.3 to $327.03. 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.
( 10 )This transaction was executed in multiple trades ranging from $327.35 to $328.17. 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.
( 11 )This transaction was executed in multiple trades ranging from $328.75 to $329.53. 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.
( 12 )This transaction was executed in multiple trades ranging from $329.87 to $330.59. 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.
( 13 )This transaction was executed in multiple trades ranging from $330.87 to $331.79. 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.
( 14 )This transaction was executed in multiple trades ranging from $332.02 to $333.01. 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.
( 15 )This transaction was executed in multiple trades ranging from $333.04 to $333.93. 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.
( 16 )This transaction was executed in multiple trades ranging from $334.36 to $335.32. 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.
( 17 )This transaction was executed in multiple trades ranging from $335.38 to $336.36. 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.
( 18 )This transaction was executed in multiple trades ranging from $336.43 to $337.37. 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.
( 19 )Option vested in four equal annual installments beginning on 11/1/2013 and ending on 11/1/2016.

Remarks:
President, Chief Creative and Merchandising Officer and Director

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).

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