| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | CURV | Common Stock | Sale | -$210M | -10.7M | -11.5% | $19.64* | 82.4M | Jul 6, 2021 | Direct | F1, F2, F3, F4 |
| Id | Content |
|---|---|
| F1 | On July 2, 2021 and in connection with Torrid Holdings Inc.'s (the "Issuer") initial public offering ("IPO"), Torrid Holding LLC ("Torrid LLC") made a pro rata distribution for no consideration of the Issuer's Common Stock previously reported as indirectly held by the reporting persons. As a result of such distribution, 93,053,976 shares of the Issuer's common stock were distributed to Sycamore Partners Torrid, L.L.C. ("Sycamore Torrid") and the remaining 16,946,024 shares of the Issuer's Common Stock were distributed to the other members of Torrid LLC, including certain officers and directors of the Issuer. On July 6, 2021, in connection with the closing of the IPO, Sycamore Torrid sold 10,701,990 shares of the Issuer's Common Stock at the initial public offering price of $21.00 per share less underwriting discounts and commissions. |
| F2 | This Form 4 is being filed jointly by (each, a "Reporting Person" and, collectively, the "Reporting Persons"): (a) Sycamore Torrid, (b) Sycamore Partners, L.P., (c) Sycamore Partners Associates-C, L.P., (d) Sycamore Partners Associates, L.P., (e) Sycamore Partners Associates Investments, L.P., (f) Sycamore Partners (Co-Invest), L.L.C., (g) Sycamore Partners Associates Co-Invest, L.P. (the entities listed in clauses (b) through (g), the "Sycamore Entities") and (h) Mr. Stefan Kalunzy. Sycamore Partners Torrid is owned directly or indirectly by the Sycamore Entities. The direct or indirect general partners or managing members of each of the Sycamore Entities are controlled directly or indirectly by Mr. Kaluzny. |
| F3 | (Continued from Footnote 2) Each Sycamore Entity and Mr. Kaluzny expressly disclaims beneficial ownership of the equity securities reported herein, except to the extent of their respective pecuniary interests therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4, except to the extent of their respective pecuniary interest therein, if any. |
| F4 | The reporting persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Securities Exchange Act of 1934, as amended. |