Item 5. Other Information
ITEM 5. OTHER INFORMATION
Rule 10b5-1
During the three months ended August 2, 2025, none of our directors or executive officers adopted, modified or terminated any contract , instruction or written plan for the purchase or sale of our securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any “ non-Rule 10b5-1 trading arrangement” as defined in Item 408(c) of Regulation S-K.
52 | 2025 SECOND QUARTER FORM 10-Q
PART II. OTHER INFORMATION
Table of Contents
ITEM 6. EXHIBITS
INCORPORATED BY REFERENCE
EXHIBIT
NUMBER
EXHIBIT DESCRIPTION
FORM
FILE
NUMBER
DATE OF
FIRST FILING
EXHIBIT
NUMBER
FILED
HEREWITH
10.1
Compensation Protection Agreement, dated May 15, 2025, by and between RH and Lisa Chi.
—
—
—
—
X
10.2
Stock Option Agreement, dated May 15, 2025, by and between RH and Lisa Chi.
—
—
—
—
X
10.3
Restricted Stock Unit Award Agreement, dated May 15, 2025, by and between RH and Lisa Chi.
—
—
—
—
X
10.4
Second Amendment to Twelfth Amended and Restated Credit Agreement, dated as of July 31, 2025, by and among Restoration Hardware, Inc. as lead borrower, various other subsidiaries of RH named therein as borrowers, the guarantors party thereto, the lenders party thereto and Bank of America, N.A. as administrative agent and collateral agent.
8-K
001-35720
August 6, 2025
10.1
31.1
Certification of Chief Executive Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as amended.
—
—
—
—
X
31.2
Certification of Chief Financial Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as amended.
—
—
—
—
X
32.1
Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
—
—
—
—
X
32.2
Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
—
—
—
—
X
101.INS
XBRL Instance Document—the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
—
—
—
—
X
101.SCH
Inline XBRL Taxonomy Extension Schema Document
—
—
—
—
X
101.CAL
Inline XBRL Taxonomy Extension Calculation Linkbase Document
—
—
—
—
X
101.DEF
Inline XBRL Taxonomy Extension Definition Linkbase Document
—
—
—
—
X
101.LAB
Inline XBRL Taxonomy Extension Label Linkbase Document
—
—
—
—
X
101.PRE
Inline XBRL Taxonomy Extension Presentation Linkbase Document
—
—
—
—
X
104
Cover Page Interactive Data File––the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
—
—
—
—
X
PART II. OTHER INFORMATION
2025 SECOND QUARTER FORM 10-Q | 53
Table of Contents
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, thereunto duly authorized.
Date: September 11, 2025
By:
/s/ Gary Friedman
Gary Friedman
Chairman and Chief Executive Officer
(Principal Executive Officer)
Date: September 11, 2025
By:
/s/ Jack Preston
Jack Preston
Chief Financial Officer
(Principal Financial Officer)
Date: September 11, 2025
By:
/s/ Christina Hargarten
Christina Hargarten
Chief Accounting Officer
(Principal Accounting Officer)
5
54 | 2025 SECOND QUARTER FORM 10-Q
SIGNATURES