SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Dempsey Paula

(Last)

(First)

(Middle)

18501 E SAN JOSE AVE.

(Street)

CITY OF INDUSTRY

91748

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
05/26/2023

3. Issuer Name and Ticker or Trading Symbol
Torrid Holdings Inc. [ CURV ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	See Remarks

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	105,367⁽¹⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Option to purchase shares	⁽²⁾	01/03/2033	Common Stock	110,498	$3	D
Option to purchase shares	⁽³⁾	03/27/2033	Common Stock	64,433	$3.23	D

Explanation of Responses:

1. Represents (1) 66,667 restricted stock units, which will vest annually in substantially equal 25% installments on January 3, 2024, January 3, 2025, January 3, 2026 and January 3, 2027, respectively; and (2) 38,700 restricted stock units, which will vest annually in substantially equal 25% installments on March 27, 2024, March 27, 2025, March 27, 2026 and March 27, 2027, respectively, subject to the reporting person's continued employment through the applicable vesting date.

2. Represents options to purchase shares that will start vesting on January 3, 2024 and become exercisable in substantially equal 25% installments on January 3, 2024, January 3, 2025, January 3, 2026 and January 3, 2027, respectively, subject to the reporting person's continued employment through the applicable vesting date.

3. Represents options to purchase shares that will start vesting on March 27, 2024 and become exercisable in substantially equal 25% installments on March 27, 2024, March 27, 2025, March 27, 2026 and March 27, 2027, respectively, subject to the reporting person's continued employment through the applicable vesting date.

Remarks:

Interim Chief Financial Officer, Senior Vice President, Finance and Investor Relations; Exhibit 24: Power of attorney

	/s/ Bridgett Zeterberg, as Attorney-in-Fact for Paula Dempsey	05/30/2023
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.