Torrid (CURV) Proxy Filing summary

Executive summary

• Annual Meeting scheduled for June 4, 2025, at company headquarters, with voting on key proposals including director elections, executive compensation, and auditor ratification.

• Shareholders of record as of April 15, 2025, are eligible to vote; proxy materials are available online.

• Board recommends voting FOR all proposals, including the election of two Class I directors, advisory approval of executive compensation, and ratification of PricewaterhouseCoopers LLP as auditor.

Voting matters and shareholder proposals

• Proposals include: election of two Class I directors for terms expiring in 2028, advisory vote on executive compensation, and ratification of PwC as independent auditor.

• Board recommends voting FOR all proposals.

• Shareholders may submit proposals or director nominations for the 2026 meeting by specified deadlines and procedures.

Board of directors and corporate governance

• Board consists of six directors divided into three classes, with staggered three-year terms.

• Four directors are racially/ethnically diverse; two are women.

• Sycamore Partners retains significant influence, including director nomination rights, due to majority ownership.

• Board committees: Audit, Compensation, and Nominating & Corporate Governance, each with defined responsibilities and charters.

• Board leadership includes a Chairperson and a Lead Independent Director; annual self-evaluations are conducted.