System1, Inc. — Director's Dealing 2022

Apr 20, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: System1, Inc. (SST)
CIK: 0001805833
Period of Report: 2022-04-19

Reporting Person: Trasimene Trebia, LP (N/A)
Reporting Person: Trasimene Trebia, LLC (N/A)
Reporting Person: FOLEY WILLIAM P II (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-04-19	Class A common stock, par value $0.0001 per share	M	4734167	$11.5	Acquired	9305122	Direct
2022-04-19	Class A common stock, par value $0.0001 per share	D	2703224	$20.14	Disposed	6601898	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-04-19	Warrants	$11.5	M	4734167	Disposed	2027-01-27	Class A common stock, par value $0.0001 (4734167)	Direct

Footnotes

F1: This form is being filed by each of the following Reporting Persons: Trasimene Trebia, LP ("Trasimene"), Trasimene Trebia, LLC ("Trasimene Trebia"), and William P. Foley, II (collectively, the "Reporting Persons"). William P. Foley, II is the sole member of Trasimene Trebia, which is the sole general partner of Trasimene. Because of the relationships among the Reporting Persons, the Reporting Persons may be deemed to beneficially own the securities reported herein to the extent of their respective pecuniary interests. Each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any.

F2: Directly owned by Trasimene.

F3: Trasimene exercised warrants to purchase shares of the Issuer's Class A common stock. The warrants were exercised on a cashless basis pursuant to Section 3.3.1(c) of that certain Warrant Agreement, dated June 19, 2020, by and between Trebia Acquisition Corp. (n/k/a System1, Inc.) and Continental Stock Transfer Trust Company.

F4: Represents shares of Class A common stock "withheld" in connection with the cashless exercise.

F5: Not applicable.