System1 Files Proxy Statement Amendment

TL;DR

SST proxy update filed. Vote on directors & auditors soon.

AI Summary

System1, Inc. filed an amendment (No. 1) to its preliminary proxy statement on May 20, 2024. This filing concerns the company's upcoming annual meeting of stockholders, where key proposals will be voted on, including the election of directors and the ratification of its independent registered public accounting firm.

Why It Matters

This filing provides shareholders with crucial information regarding the company's governance and upcoming voting matters, impacting their ability to make informed decisions.

Risk Assessment

Risk Level: low — This is a routine proxy filing for an annual meeting, not indicating immediate financial distress or significant new risks.

Key Players & Entities

• System1, Inc. (company) — Registrant
• Trebia Acquisition Corp. (company) — Former Company Name
• 0001628280-24-024356 (filing_id) — Accession Number

FAQ

Key Financial Figures

• $0.0001 — mpany's Class A common stock, par value $0.0001 per share ("Class A Common Stock") and
• $20,000 — at the fees of such firm could be up to $20,000, plus out-of-pocket expenses, all of wh

Filing Documents

• system1sst-defa14aa.htm (DEFA14A) — 72KB
• image.jpg (GRAPHIC) — 5KB
• system1inc_vxprxycardx20001.jpg (GRAPHIC) — 122KB
• system1inc_vxprxycardx20002.jpg (GRAPHIC) — 107KB
• 0001628280-24-024356.txt ( ) — 395KB

From the Filing

System1 (SST) - DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box Preliminary Proxy Statement Confidential, For Use of the Commission only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material Pursuant to 240.14a-2 System1, Inc. (Name of Registrant as Specified in Its Charter) Not Applicable (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check all boxes that apply) No fee required. Fee paid previously with preliminary materials. Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. PRELIMINARY PROXY STATEMENT (AMENDMENT NO. 1) – SUBJECT TO COMPLETION, DATED MAY 20, 2024 4235 Redwood Avenue Los Angeles, California 90066 LETTER TO STOCKHOLDERS May , 2024 Dear Stockholder We are writing to notify you of important information regarding the 2024 annual meeting of stockholders of System1, Inc. (the "Company") to be held on Tuesday, June 11, 2024, at 1100 a.m. Pacific Time. We previously filed and made available to our stockholders our proxy statement and related proxy materials on April 29, 2024 (the "Proxy Statement"), which included three (3) proposals that the Company's stockholders were being asked to vote on. The enclosed supplementary proxy materials (the "Supplement") is being sent to you because we have decided to add a new Proposal 4 to the original Proxy Statement with respect to a proposed amendment to our Certificate of Incorporation, which would allow the Company to undertake a reorganization of the Company's subsidiaries to facilitate a more efficient subsidiary ownership structure. Accordingly, we are furnishing to you, together with this letter, an Amended Notice of Annual Meeting of Stockholders and the Supplement to the previously furnished Proxy Statement, which reflect the revised agenda for the annual meeting and describe the new proposal to be voted on at the annual meeting, as well as a new proxy card for purposes of casting your vote on all of the proposals to be voted on at the annual meeting. The annual meeting will continue to be held on Tuesday, June 11, 2024, at 1100 a.m. Pacific Time. The annual meeting will be a completely "virtual" meeting. You will be able to attend the annual meeting, as well as vote and submit your questions during the live webcast of the meeting, by visiting www.virtualshareholdermeeting.comSST2024 and entering the company number and control number included on your proxy card or in the instructions that accompany your proxy materials. Please read the Proxy Statement and the Supplement in their entirety, as together they contain all of the information that is important to your decisions in voting on the matters subject to the vote of the Company's stockholders at the annual meeting. Details regarding admission to the annual meeting and the business to be conducted at the annual meeting are described in the accompanying Amended Notice of Annual Meeting of Stockholders, the Proxy Statement and this Supplement (collectively, with the enclosed proxy card, the "Proxy Materials"). Whether or not you plan to attend the annual meeting, your vote is very important and we encourage you to vote promptly. You may vote by either marking, signing and returning the enclosed proxy card or using telephone or internet voting. For specific instructions on voting, please refer to the instructions on your enclosed proxy card. If you attend the annual meeting "virtually" in person, you will have the right to revoke any previously submitted proxy and vote your shares "virtually" in person at the meeting. If you hold your shares through an account with a brokerage firm, bank or other nominee, please follow the instructions you receive from your brokerage firm, bank or other nominee in order to vote your shares. If you have already submitted your proxy and do not submit a new proxy, your previously submitted proxy will be voted at the annual meeting with respect to the original three (3) proposals included in the Proxy Sincerely yours, MICHAEL BLEND CHAIRMAN AND CHIEF EXECUTIVE OFFICER SYSTEM1, INC. AMENDED NOTICE OF ANNUAL MEETING OF STOCKHOLDERS TO BE HELD JUNE 11, 2024 When Tuesday, June 11, 2024 at 1100 a.m. PT How to Vote in Advance Where Virtually at www.virtualshareholdermeeting.comSST2024 By Mail Complete, sign, date and return your proxy card or voting instruction form in the envelope provided Proposal 1 Election of three nominees named in the proxy statement to serve as Class II directors on the Board of Directors. The Board of Directors recommends a vote " FOR " each nominee. By Internet You can vote your shares online at w

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View this DEFA14A filing on SEC EDGAR