0001181431-12-056184.txt : 20121101 0001181431-12-056184.hdr.sgml : 20121101 20121101204314 ACCESSION NUMBER: 0001181431-12-056184 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20121101 FILED AS OF DATE: 20121101 DATE AS OF CHANGE: 20121101 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FRIEDMAN GARY G CENTRAL INDEX KEY: 0001137443 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35720 FILM NUMBER: 121174896 MAIL ADDRESS: STREET 1: C/O RESTORATION HARDWARE INC STREET 2: 15 KOCH RD. SUITE J CITY: CORTE MADERA STATE: CA ZIP: 94925 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Restoration Hardware Holdings Inc CENTRAL INDEX KEY: 0001528849 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-FURNITURE STORES [5712] IRS NUMBER: 453052669 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 BUSINESS ADDRESS: STREET 1: 15 KOCH ROAD STREET 2: SUITE J CITY: CORTE MADERA STATE: CA ZIP: 94925 BUSINESS PHONE: 415-924-1005 MAIL ADDRESS: STREET 1: 15 KOCH ROAD STREET 2: SUITE J CITY: CORTE MADERA STATE: CA ZIP: 94925 3 1 rrd358917.xml FRIEDMAN FORM 3 X0206 3 2012-11-01 0 0001528849 Restoration Hardware Holdings Inc RH 0001137443 FRIEDMAN GARY G 15 KOCH ROAD, SUITE J CORTE MADERA CA 94925 0 0 1 0 Common Stock 3413254 D Stock Option (Right to Buy) 46.50 2022-11-01 Common Stock 2976826 D Options are fully vested, and the underlying shares are subject to stock price performance-based selling restrictions, which, subject to continuous service, will lapse with respect to 1/13th of the shares when the ten day trailing average price of the Company's common stock exceeds $46.50 per share for at least 10 consecutive trading days, and which will lapse with respect to additional 1/13ths of the shares when the ten day trailing average price of the Company's common stock reaches a price per share of $50.75, $57.00, $63.25, $69.25, $75.00, $80.75, $86.25, $91.75, $96.75, $102.00, $106.75 and $111.25 for 10 consecutive trading days, respectively. Gary G. Friedman 2012-11-01 EX-24. 2 rrd322085_364183.htm POA - GARY G. FRIEDMAN rrd322085_364183.html
POWER OF ATTORNEY

Know all by these presents, that the undersigned hereby constitutes and appoints each of Karen Boone, Glenda Citragno, Robert Brown and Edward Lee, signing singly, the undersigned's true and lawful attorney-in-fact to:

      (1) Prepare, execute in the undersigned's name and on the undersigned's behalf, and submit to the U.S. Securities and Exchange Commission (the "SEC") a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934 or any rule or regulation of the SEC;

      (2) Execute for and on behalf of the undersigned, in the undersigned's capacity as an officer, director or ten percent beneficial owner of Restoration Hardware Holdings, Inc. (the "Company"), Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder;

      (3) Do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such form with the SEC and any stock exchange or similar authority; and

      (4) Take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion.

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 31st day of October, 2012.


Signature 	/s/ Gary G. Friedman

Print Name	Gary G. Friedman