System1 Inc
For the period ended Dec 31, 2024. Filed Mar 10, 2025.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2024 · Filed Mar 10, 2025
SST$1.730.0%Stored close · as of Nov 10, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
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Item 15. Exhibits and Financial Statement Schedules
(a) We have filed the following documents as part of this Annual Report on Form 10-K:
- Consolidated Financial Statements
See Index to Consolidated Financial Statements in Part II, Item 8 "Financial Statements and Supplementary Data" herein.
- Financial Statement Schedules
No financial statement schedules are provided because the information called for is not required or is shown in the consolidated financial statements of the notes thereto.
- Exhibits
Exhibits required to be filed as part of this report are:
| Incorporated by Reference · Filed or Furnished Herewith | |||||
|---|---|---|---|---|---|
| Exhibit No. | Description | Form | File No. | Exhibit | Filing Date |
| 2.1(a) | Business Combination Agreement, dated as of June 28, 2021, by and among Trebia Acquisition Corp., S1 Holdco, LLC, System1 SS Protect Holdings, Inc., and the other parties that are signatory thereto. | 8-K | 001-39331 | 2.1 | 6/29/2021 |
| 2.1(b) | Amendment No. 1 to the Business Combination Agreement, dated as of November 30, 2021, by and among Trebia Acquisition Corp., S1 Holdco, LLC, System1 SS Protect Holdings, Inc., and the other parties that are signatory thereto. | S-4 | 333-260714 | 2.2 | 12/1/2021 |
| 2.1(c) | Amendment No. 2 to the Business Combination Agreement, dated January 10, 2022, by and among S1 Holdco, LLC, a Delaware limited liability company, System1 SS Protect Holdings, Inc., a Delaware corporation and the other parties signatory thereto. | 8-K | 001-39331 | 10.1 | 1/20/2022 |
| 2.1(d) | Amendment No. 3 to the Business Combination Agreement, dated January 25, 2022, by and among S1 Holdco, LLC, a Delaware limited liability company, System1 SS Protect Holdings, Inc., a Delaware corporation and the other parties signatory thereto. | 8-K | 001-39331 | 10.1 | 1/26/2022 |
| 2.2 | Share Purchase Agreement, dated November 30, 2023, by and among System1, Inc., Orchid Merger Sub II, LLC, Sonic Newco, LLC, JDI Antarctica Limited and JDI Antarctica Sub II Limited | 8-K | 001-39331 | 2.1 | 12/4/2023 |
| 3.1 | Certificate of Incorporation of System1, Inc. | 8-K | 001-39331 | 3.1 | 2/2/2022 |
| 3.2 | Second Amended and Restated Bylaws of System1, Inc. | 8-K | 001-39331 | 3.1 | 3/1/2023 |
| 3.3 | Amendment to the System1, Inc. Certificate of Incorporation | 8-K | 001-39331 | 3.1 | 6/11/2024 |
| 4.1 | Warrant Agreement, dated June 19, 2020, by and between Trebia Acquisition Corp. and Continental Stock Transfer & Trust Company, as warrant agent. | 8-K | 001-39331 | 4.1 | 6/2/2020 |
| 4.2 | Description of Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 | 10-K | 001-39331 | 4.2 | 6/6/2023 |
| 10.1^ | System1, Inc. 2022 Incentive Award Plan | 8-K | 001-39331 | 10.2 | 2/20/2022 |
| 10.2 | Conditional Consent, Waiver and Acknowledgement, dated as of August 30, 2022, by and among System1, Inc., Protected.net Group Limited and Just Develop It Limited. | 8-K | 001-39331 | 10.1 | 8/30/2022 |
| 10.3# | Credit and Guaranty Agreement, dated as of January 27, 2022, among Orchid Finco LLC, System1 Midco, LLC, Orchid Merger Sub II, LLC and the subsidiaries from time to time party thereto, S1 Holdco, LLC, Bank of America, N.A. and the lenders from time to time party thereto. | 10-K | 001-39331 | 10.7 | 6/6/2023 | |
| 10.4 | Registration Rights Agreement, dated January 27, 2022, by and among System1, Inc. and the other parties that are signatory thereto. | S-1 | 333-262608 | 10.3 | 2/9/2022 | |
| 10.5 | Registration Rights Agreement, dated June 19, 2020, among the Company, the Sponsors and certain other security holders named therein. | 8-K | 001-39331 | 10.2 | 6/22/2020 | |
| 10.6 | Form of Indemnification Agreement and Advancement Agreement | 8-K | 001-39331 | 10.4 | 3/2/2022 | |
| 10.7^ | Employment Agreement, dated as of June 15, 2023, between Tridivesh Kidambi and System1, LLC. | 8-K | 001-39331 | 10.1 | 6/22/2022 | |
| 10.8 | Form of Stockholders Agreement | S-4/A | 333-260714 | 10.3 | 12/16/2021 | |
| 10.9 | First Amendment to Conditional Consent, Waiver and Acknowledgement | 10-K | 001-39331 | 10.18 | 6/6/2023 | |
| 10.10 | Second Amendment to Conditional Consent, Waiver and Acknowledgement, dated as of November 30, 2023, by and among System1, Inc., Total Security Limited, Just Develop It Limited, JDI Antarctica Limited and JDI Antarctica Sub II Limited | 8-K | 001-39331 | 10.1 | 12/4/2023 | |
| 10.11 | System1, Inc. 2024 Stock Appreciation Rights Plan | 8-K | 001-39331 | 10.1 | 6/11/2024 | |
| 10.12 | First Amendment to System1, Inc. 2024 Stock Appreciation Rights Plan | 10-Q | 001-39331 | 10.3 | 8/8/2024 | |
| 16.1 | Letter of PricewaterhouseCoopers LLP dated June 7, 2024 | 8-K | 001-39331 | 16.1 | 6/7/2024 | |
| 19.1 | Insider Trading Policy | 10-K | 001-39331 | 10.26 | 3/15/2024 | |
| 21.1 | Subsidiaries of Registrant | X | ||||
| 23.1 | Consent of PricewaterhouseCoopers LLP | X | ||||
| 23.2 | Consent of Deloitte & Touche LLP | X | ||||
| 31.1* | Certification of principal executive officer pursuant to Rules 13a-15(e) and 15d-15(e), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | X | ||||
| 31.2* | Certification of principal financial and accounting officer pursuant to Rules 13a-15(e) and 15d-15(e), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | X | ||||
| 32.1** | Certification of principal executive officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | X | ||||
| 32.2** | Certification of principal financial and accounting officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | X | ||||
| 97.1* | Policy for Recovery of Erroneously Awarded Compensation. | X | ||||
| 101.INS* | XBRL Instance Document – The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. | |||||
| 101.SCH* | XBRL Taxonomy Extension Schema Document. | |||||
| 101.CAL* | XBRL Taxonomy Extension Calculation Linkbase Document. | |||||
| 101.DEF* | XBRL Taxonomy Extension Definition Linkbase Document. | |||||
| 101.LAB* | XBRL Taxonomy Extension Labels Linkbase Document. | |||||
| 101.PRE* | XBRL Taxonomy Extension Presentation Linkbase Document. | |||||
| 104* | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) |
|---|
| * | Filed herewith. |
|---|---|
| ** | This certification shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liability of that section, nor shall it be deemed to be incorporated by reference into any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934. |
| ^ | Indicates management contract or compensatory plan. |
| # | Schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Registrant will furnish copies of any such schedules and exhibits to the SEC upon request. |
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