Restoration Hardware 2012 Annual Report Download - page 17

Stockholder Proposals for Nominees
The nominating committee will consider potential nominees properly submitted by stockholders.
Stockholders seeking to do so should provide the information set forth in the nominating committee’s charter
regarding director nominations. The nominating committee will apply the same criteria for candidates proposed
by stockholders as it does for candidates proposed by management or other directors.
To be considered for nomination by the nominating committee at next year’s annual meeting of
stockholders, submissions by stockholders must be submitted in writing and must be received by the Corporate
Secretary between February 5, 2014 and April 7, 2014 to ensure adequate time for meaningful consideration by
the nominating committee. Each submission must include the following information:
• The candidate’s name, age, business address and residence address;
• the candidate’s biographical information, including educational information, principal occupation or
employment, past work experience (including all positions held during the past five years), personal
references, and service on boards of directors or other material positions that the candidate currently
holds or has held during the prior three years;
• the class and number of shares of the Company which are beneficially owned by the candidate;
• any potential conflicts of interest that might prevent or otherwise limit the candidate from service as an
effective member;
• any other information pertinent to the qualification of the candidate;
• the name and record address of the stockholder making the resignation; and
• the class and number of shares of the Company which are beneficially owned by such stockholder and
the period of time such shares have been held, including whether such shares have been held for in
excess of one year prior to the date of the recommendation.
Information regarding requirements that must be followed by a stockholder who wishes to make a
stockholder nomination for election to our board of directors for next year’s annual meeting is described in this
proxy statement under “Additional Information—Stockholder Proposals for the 2014 Annual Meeting.”
Contacting the Board
Any stockholder who wishes to contact members of our Board may do so by mailing written
communications to:
Restoration Hardware Holdings, Inc.
15 Koch Road, Suite J
Corte Madera, CA 94925
Attn: Corporate Secretary
The Corporate Secretary will review all such correspondence and provide regular summaries to our board of
directors or to individual directors, as relevant, and make copies of such correspondence available to our board of
directors or individual directors upon request. Any correspondence relating to accounting, internal controls or
auditing matters will be handled in accordance with the Company’s policy regarding accounting complaints and
concerns.
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Proxy Statement