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RESTORATION HARDWARE HOLDINGS INC FILES (8-K) Disclosing Submission of Matters to a Vote of Security Holders

June 27, 2014

Item 5.07 Submission of Matters to a Vote of Security Holders.

At the 2014 annual meeting of stockholders (the "Annual Meeting") of Restoration Hardware Holdings, Inc. (the "Company") held on June 25, 2014, the Company's stockholders voted on three proposals and cast their votes as described below. The proposals are set forth in the Company's definitive proxy statement for the Annual Meeting, filed with the Securities and Exchange Commission on May 15, 2014.

Proposal 1:

The Company's stockholders elected three (3) nominees to the Board of Directors, as Class II directors, each to hold office for a three-year term and until the 2017 annual meeting or until his or her successor is duly elected and qualified.

Name Votes For Votes Withheld Broker Non-Votes Katie Mitic 31,314,532 204,678 2,879,052 Thomas Mottola 17,650,901 13,868,309 2,879,052 Barry Sternlicht 11,529,789 19,989,421 2,879,052

Proposal 2:

The Company's stockholders cast their advisory, non-binding votes on frequency of vote on executive compensation, as set forth below.

1 Year 2 Years 3 Years Abstentions Broker Non-Votes 24,556,755 313,680 5,544,564 1,104,211 2,879,052 Proposal 3:

The Company's stockholders ratified the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the 2014 fiscal year, as set forth below.

Votes For Votes Against Abstentions 34,260,570 133,887 3,805


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Source: Edgar Glimpses

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