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Compiled from SEC Form N-PX filings and RH’s Form 8-K, filed July 2, 2025 (Item 5.07 on EDGAR). Page generated October 18, 2026.
Meeting of June 26, 2025: 5 items on RH’s Form 8-K, filed July 2, 2025: 2 approved · 3 without a stated outcome.
Material dissent: a director nominee under 80% of the votes cast, say-on-pay under 70%, any other item the board put forward under 80%, or a shareholder proposal with more than 50%, on the company’s own Form 8-K tally. How this is decided
Explore RH in the interactive database Compare manager voting policies
These tallies are RH’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed July 2, 2025 (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX.
| Ballot item | For | Against | Abstain | Withheld | Broker non-votes | Support (of votes cast) | Reported outcome | Voting standard |
|---|---|---|---|---|---|---|---|---|
| Elect Director: Eri Chaya | 11,869,051 | -- | -- | 2,527,973 | 1,971,025 | 82% | Not verified | — |
| Elect Director: Mark Demilio | 10,302,759 | -- | -- | 4,094,265 | 1,971,025 | 72% | Not verified | — |
| Elect Director: Leonard Schlesinger | 13,735,061 | -- | -- | 661,963 | 1,971,025 | 95% | Not verified | — |
| Proposal 2: RH's shareholders approved, on a non-binding advisory basis, RH's named executive officer compensation, as set forth below. | 14,009,020 | 353,648 | 34,356 | -- | 1,971,025 | 98% | Approved | — |
| Proposal 3: RH's shareholders ratified the appointment of PricewaterhouseCoopers LLP as RH's independent registered public accounting firm for the fiscal year ending January 31, 2026, as set forth below. | 16,264,934 | 73,552 | 29,563 | -- | -- | 99.5% | Approved | — |
Source: RH, Form 8-K, filed with the SEC on July 2, 2025 — read the filing on EDGAR.
Each item below shows how the 391 asset managers that disclosed a RH vote in their SEC Form N-PX filings actually voted. Share totals are the shares those managers' funds voted, summed across every fund they report.
Combines 7 wordings of this item as funds reported it.
82% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Eri Chaya
RH’s own tally for this item (“Elect Director: Eri Chaya”): 11,869,051 for, 2,527,973 withheld, per its Form 8-K filed July 2, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.
Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 82% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 87 asset managers below reported 3,753,158 for, 1,808,417 withheld, 21,704 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 246,791 | 0 | 0 | 1,789,648 | Mixed |
| Vanguard | 1,403,536 | 0 | 0 | 0 | For |
| BlackRock | 677,664 | 0 | 0 | 0 | For |
| Allspring | 204,750 | 0 | 0 | 0 | For |
| Capital Group | 201,734 | 0 | 0 | 0 | For |
| Charles Schwab | 190,506 | 0 | 0 | 0 | For |
| AllianceBernstein | 106,086 | 0 | 0 | 0 | For |
| AB DISCOVERY GROWTH FUND, INC. | 88,261 | 0 | 0 | 0 | For |
| State Street | 74,945 | 0 | 0 | 5 | For |
| Jackson National | 45,497 | 0 | 19,163 | 0 | Mixed |
| Equitable | 54,993 | 0 | 0 | 0 | For |
| HENNESSY FUNDS TRUST | 53,141 | 0 | 0 | 0 | For |
| Calvert | 51,117 | 0 | 0 | 0 | For |
| Manager Directed Portfolios | 36,573 | 0 | 0 | 0 | For |
| Principal | 30,352 | 0 | 0 | 0 | For |
| Tidal Trust II | 20,500 | 0 | 0 | 0 | For |
| TIAA | 19,353 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 16,807 | 0 | 0 | 0 | For |
| ALPS ETF Trust | 16,628 | 0 | 0 | 0 | For |
| John Hancock | 16,082 | 0 | 0 | 0 | For |
| NORTHERN LIGHTS FUND TRUST II | 15,000 | 0 | 0 | 0 | For |
| CENTAUR MUTUAL FUNDS TRUST | 14,219 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 13,928 | 0 | 0 | 0 | For |
| T. Rowe Price | 12,799 | 0 | 0 | 0 | For |
| Lincoln Financial | 12,026 | 0 | 0 | 0 | For |
Showing the 25 largest of 87 asset managers. See all 87 in the interactive database.
Combines 7 wordings of this item as funds reported it.
72% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Mark Demilio
RH’s own tally for this item (“Elect Director: Mark Demilio”): 10,302,759 for, 4,094,265 withheld, per its Form 8-K filed July 2, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.
Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 72% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 87 asset managers below reported 3,103,193 for, 14,219 against, 2,456,227 withheld, 9,640 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 246,791 | 0 | 0 | 1,789,648 | Mixed |
| Vanguard | 1,403,368 | 0 | 0 | 168 | For |
| BlackRock | 677,664 | 0 | 0 | 0 | For |
| Allspring | 204,750 | 0 | 0 | 0 | For |
| Capital Group | 201,734 | 0 | 0 | 0 | For |
| Charles Schwab | 0 | 0 | 0 | 190,506 | Withhold |
| AllianceBernstein | 0 | 0 | 0 | 106,086 | Withhold |
| AB DISCOVERY GROWTH FUND, INC. | 0 | 0 | 0 | 88,261 | Withhold |
| State Street | 227 | 0 | 0 | 74,723 | Withhold |
| Jackson National | 64,660 | 0 | 0 | 0 | For |
| Equitable | 5,703 | 0 | 0 | 49,290 | Mixed |
| HENNESSY FUNDS TRUST | 53,141 | 0 | 0 | 0 | For |
| Calvert | 0 | 0 | 0 | 51,117 | Withhold |
| Manager Directed Portfolios | 36,573 | 0 | 0 | 0 | For |
| Principal | 6,272 | 0 | 0 | 24,080 | Mixed |
| Tidal Trust II | 20,500 | 0 | 0 | 0 | For |
| TIAA | 0 | 0 | 0 | 19,353 | Withhold |
| AIG/SunAmerica | 16,807 | 0 | 0 | 0 | For |
| ALPS ETF Trust | 16,628 | 0 | 0 | 0 | For |
| John Hancock | 16,082 | 0 | 0 | 0 | For |
| NORTHERN LIGHTS FUND TRUST II | 15,000 | 0 | 0 | 0 | For |
| CENTAUR MUTUAL FUNDS TRUST | 0 | 14,219 | 0 | 0 | Against |
| Columbia Threadneedle | 0 | 0 | 0 | 13,928 | Withhold |
| T. Rowe Price | 0 | 0 | 0 | 12,799 | Withhold |
| Lincoln Financial | 2,018 | 0 | 0 | 10,008 | Mixed |
Showing the 25 largest of 87 asset managers. See all 87 in the interactive database.
Combines 7 wordings of this item as funds reported it.
95% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Leonard Schlesinger
RH’s own tally for this item (“Elect Director: Leonard Schlesinger”): 13,735,061 for, 661,963 withheld, per its Form 8-K filed July 2, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.
Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 95% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 87 asset managers below reported 5,263,155 for, 312,261 withheld, 7,863 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 2,036,439 | 0 | 0 | 0 | For |
| Vanguard | 1,403,536 | 0 | 0 | 0 | For |
| BlackRock | 677,664 | 0 | 0 | 0 | For |
| Allspring | 204,750 | 0 | 0 | 0 | For |
| Capital Group | 201,734 | 0 | 0 | 0 | For |
| Charles Schwab | 190,506 | 0 | 0 | 0 | For |
| AllianceBernstein | 0 | 0 | 0 | 106,086 | Withhold |
| AB DISCOVERY GROWTH FUND, INC. | 0 | 0 | 0 | 88,261 | Withhold |
| State Street | 74,945 | 0 | 0 | 5 | For |
| Jackson National | 64,660 | 0 | 0 | 0 | For |
| Equitable | 5,703 | 0 | 0 | 49,290 | Mixed |
| HENNESSY FUNDS TRUST | 53,141 | 0 | 0 | 0 | For |
| Calvert | 51,117 | 0 | 0 | 0 | For |
| Manager Directed Portfolios | 36,573 | 0 | 0 | 0 | For |
| Principal | 6,272 | 0 | 0 | 24,080 | Mixed |
| Tidal Trust II | 20,500 | 0 | 0 | 0 | For |
| TIAA | 19,353 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 16,807 | 0 | 0 | 0 | For |
| ALPS ETF Trust | 16,628 | 0 | 0 | 0 | For |
| John Hancock | 16,082 | 0 | 0 | 0 | For |
| NORTHERN LIGHTS FUND TRUST II | 15,000 | 0 | 0 | 0 | For |
| CENTAUR MUTUAL FUNDS TRUST | 14,219 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 0 | 0 | 0 | 13,928 | Withhold |
| T. Rowe Price | 0 | 0 | 0 | 12,799 | Withhold |
| Lincoln Financial | 6,726 | 0 | 0 | 5,300 | Mixed |
Showing the 25 largest of 87 asset managers. See all 87 in the interactive database.
Combines 8 wordings of this item as funds reported it.
98% Approved · of votes cast
Description as filed by funds: Advisory vote to approve named executive officer compensation.
RH’s own tally for this item (“Proposal 2: RH's shareholders approved, on a non-binding advisory basis, RH's named executive officer compensation, as set forth below.”): 14,009,020 for, 353,648 against — passed, per its Form 8-K filed July 2, 2025 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “Proposal 2 : RH's shareholders approved, on a non-binding advisory basis, RH's named executive officer compensation, as set forth below.”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 2,036,439 | 0 | 0 | 0 | For |
| Vanguard | 1,403,368 | 168 | 0 | 0 | For |
| BlackRock | 677,664 | 0 | 0 | 0 | For |
| Allspring | 204,750 | 0 | 0 | 0 | For |
| Capital Group | 201,734 | 0 | 0 | 0 | For |
| Charles Schwab | 190,506 | 0 | 0 | 0 | For |
| AllianceBernstein | 106,086 | 0 | 0 | 0 | For |
| AB DISCOVERY GROWTH FUND, INC. | 88,261 | 0 | 0 | 0 | For |
| State Street | 74,918 | 32 | 0 | 0 | For |
| Jackson National | 64,660 | 0 | 0 | 0 | For |
| Equitable | 54,993 | 0 | 0 | 0 | For |
| HENNESSY FUNDS TRUST | 53,141 | 0 | 0 | 0 | For |
| Calvert | 0 | 51,117 | 0 | 0 | Against |
| Manager Directed Portfolios | 36,573 | 0 | 0 | 0 | For |
| Principal | 30,352 | 0 | 0 | 0 | For |
| Tidal Trust II | 20,500 | 0 | 0 | 0 | For |
| TIAA | 19,353 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 16,807 | 0 | 0 | 0 | For |
| ALPS ETF Trust | 16,628 | 0 | 0 | 0 | For |
| John Hancock | 16,082 | 0 | 0 | 0 | For |
| NORTHERN LIGHTS FUND TRUST II | 15,000 | 0 | 0 | 0 | For |
| CENTAUR MUTUAL FUNDS TRUST | 14,219 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 13,928 | 0 | 0 | 0 | For |
| T. Rowe Price | 12,799 | 0 | 0 | 0 | For |
| Lincoln Financial | 12,026 | 0 | 0 | 0 | For |
Fund voting reports, all 89 managers: 5,523,747 for, 55,944 against, 6,175 abstained. Showing the 25 largest; see all in the interactive database.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 2,270,255 | 0 | 0 | 0 | For |
| Durable Capital Partners LP | 581,511 | 0 | 0 | 0 | For |
| BlackRock | 443,099 | 3,503 | 0 | 0 | For |
| State Street | 347,106 | 5,178 | 0 | 0 | For |
| AllianceBernstein | 345,504 | 0 | 0 | 0 | For |
| MARSHALL WACE, LLP | 272,497 | 0 | 0 | 0 | For |
| Senvest Management, LLC | 263,464 | 0 | 0 | 0 | For |
| GEODE CAPITAL MANAGEMENT, LLC | 262,076 | 0 | 0 | 0 | For |
| Allspring | 234,616 | 0 | 0 | 0 | For |
| Capital Group | 201,734 | 0 | 0 | 0 | For |
| Charles Schwab | 192,443 | 0 | 0 | 0 | For |
| Anomaly Capital Management, LP | 140,602 | 0 | 0 | 0 | For |
| Kinetic Partners Management, LP | 126,134 | 0 | 0 | 0 | For |
| Northern Trust | 108,647 | 1,340 | 0 | 0 | For |
| SCP Investment, LP | 95,000 | 0 | 0 | 0 | For |
| Valiant Capital Management, L.P. | 93,188 | 0 | 0 | 0 | For |
| MELLON INVESTMENTS Corp | 72,274 | 0 | 0 | 0 | For |
| WCM INVESTMENT MANAGEMENT, LLC | 64,612 | 0 | 0 | 0 | For |
| Hood River Capital Management LLC | 63,805 | 0 | 0 | 0 | For |
| Broad Run Investment Management, LLC | 62,360 | 0 | 0 | 0 | For |
| GREATMARK INVESTMENT PARTNERS, INC. | 59,695 | 0 | 0 | 0 | For |
| Calvert | 0 | 55,136 | 0 | 0 | Against |
| Freestone Grove Partners LP | 53,368 | 0 | 0 | 0 | For |
| Alyeska Investment Group, L.P. | 0 | 44,362 | 0 | 0 | Against |
| PARAMETRIC PORTFOLIO ASSOCIATES LLC | 0 | 42,627 | 0 | 0 | Against |
Institutional-manager reports, all 328 managers: 7,306,694 for, 278,647 against, 17,777 abstained, 1,191 not voted. Showing the 25 largest; see all in the interactive database.
Combines 5 wordings of this item as funds reported it.
99.5% Approved · of votes cast
Description as filed by funds: Ratification of the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for the 2025 fiscal year.
RH’s own tally for this item (“Proposal 3: RH's shareholders ratified the appointment of PricewaterhouseCoopers LLP as RH's independent registered public accounting firm for the fiscal year ending January 31, 2026, as set forth below.”): 16,264,934 for, 73,552 against — passed, per its Form 8-K filed July 2, 2025 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “Proposal 3 : RH's shareholders ratified the appointment of PricewaterhouseCoopers LLP as RH's independent registered public accounting firm for the fiscal year ending January 31, 2026, as set forth below.”
Support: 99.5% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 90 asset managers below reported 5,572,428 for, 7,269 against, 6,175 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 2,036,439 | 0 | 0 | 0 | For |
| Vanguard | 1,403,536 | 0 | 0 | 0 | For |
| BlackRock | 677,664 | 0 | 0 | 0 | For |
| Allspring | 204,750 | 0 | 0 | 0 | For |
| Capital Group | 201,734 | 0 | 0 | 0 | For |
| Charles Schwab | 190,506 | 0 | 0 | 0 | For |
| AllianceBernstein | 106,086 | 0 | 0 | 0 | For |
| AB DISCOVERY GROWTH FUND, INC. | 88,261 | 0 | 0 | 0 | For |
| State Street | 74,945 | 5 | 0 | 0 | For |
| Jackson National | 64,660 | 0 | 0 | 0 | For |
| Equitable | 54,993 | 0 | 0 | 0 | For |
| HENNESSY FUNDS TRUST | 53,141 | 0 | 0 | 0 | For |
| Calvert | 51,117 | 0 | 0 | 0 | For |
| Manager Directed Portfolios | 36,573 | 0 | 0 | 0 | For |
| Principal | 30,352 | 0 | 0 | 0 | For |
| Tidal Trust II | 20,500 | 0 | 0 | 0 | For |
| TIAA | 19,353 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 16,807 | 0 | 0 | 0 | For |
| ALPS ETF Trust | 16,628 | 0 | 0 | 0 | For |
| John Hancock | 16,082 | 0 | 0 | 0 | For |
| NORTHERN LIGHTS FUND TRUST II | 15,000 | 0 | 0 | 0 | For |
| CENTAUR MUTUAL FUNDS TRUST | 14,219 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 13,928 | 0 | 0 | 0 | For |
| T. Rowe Price | 12,799 | 0 | 0 | 0 | For |
| Lincoln Financial | 12,026 | 0 | 0 | 0 | For |
Showing the 25 largest of 90 asset managers. See all 90 in the interactive database.
Ranked separately for each type of Form N-PX report. An institutional manager can report shares that a fund it advises also reports, so the two tables can list the same shares and are never added together. Each is ranked by the shares voted on the item that the most managers of that type reported, shown as a share of the 18,732,265 shares outstanding at the time of that meeting.
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Fidelity | 10.87% |
| 2 | Vanguard | 7.49% |
| 3 | BlackRock | 3.62% |
| 4 | Allspring | 1.09% |
| 5 | Capital Group | 1.08% |
| 6 | Charles Schwab | 1.02% |
| 7 | AllianceBernstein | 0.57% |
| 8 | AB DISCOVERY GROWTH FUND, INC. | 0.47% |
| 9 | State Street | 0.40% |
| 10 | Jackson National | 0.35% |
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Fidelity | 12.12% |
| 2 | Durable Capital Partners LP | 3.10% |
| 3 | BlackRock | 2.38% |
| 4 | State Street | 1.88% |
| 5 | AllianceBernstein | 1.84% |
| 6 | MARSHALL WACE, LLP | 1.45% |
| 7 | Senvest Management, LLC | 1.41% |
| 8 | GEODE CAPITAL MANAGEMENT, LLC | 1.40% |
| 9 | Allspring | 1.25% |
| 10 | Capital Group | 1.08% |
As disclosed to the SEC in Form 13F (quarter-end holdings of 30 large managers), Schedules 13D and 13G (beneficial ownership above 5%) and the company’s own proxy statement (DEF 14A). Each row names its form.
| Holder | % outstanding | Disclosure |
|---|---|---|
| FMR (Fidelity) | 14.78% | 13F |
| Alyeska Investment Group, L.P. | 8.74% | 13G |
| BlackRock | 7.57% | 13F |
| Vanguard Group | 7.53% | 13F |
| Citadel Advisors | 6.31% | 13F |
| G1 Execution Services, LLC | 5.31% | 13G |
| Kenneth Griffin | 5.02% | 13G |
| State Street | 2.52% | 13F |
| Morgan Stanley | 1.89% | 13F |
| Goldman Sachs | 1.64% | 13F |
Percentages above are of 18,732,265 shares outstanding, as reported by RH on its Form 10-Q dated May 3, 2025 (see the filing on EDGAR). This is the count contemporaneous with the 2024-2025 meeting, not today’s. Each holding is as of its own filing, which may be dated before or after the meeting.
Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered funds disclose how they voted every proxy and institutional managers disclose their votes on executive pay (say-on-pay, say-on-frequency and golden parachutes), and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from RH’s 10-Q dated May 3, 2025. This page is a static snapshot rebuilt weekly on October 18, 2026; a live search always shows the current data.
At RH's shareholder meeting held June 26, 2025, in the 2024-2025 proxy season, 391 asset managers reported how they voted on 5 ballot items in their SEC Form N-PX filings, covering 2,046 separate fund positions. On the most widely held item on that ballot — Advisory vote to approve named executive officer compensation. — RH's filing reports the proposal as approved, with 98% support of the votes cast (FOR divided by FOR plus AGAINST, the conventional basis for proxy support; abstentions, broker non-votes and unvoted shares are excluded because none of them took a side). Source: RH's Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on July 2, 2025.
RH proxy season coverage: 2023-2024 · 2024-2025 (this page) · 2025-2026.
Download data (CSV): ballot items · votes by manager · column guide.