Welcome to our dedicated page for System1 SEC filings (Ticker: SST), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
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System1, Inc. (SST) has filed a Form S-8 on 27 June 2025 to register an additional 1,912,500 shares of its Class A common stock for issuance under the company’s 2022 Incentive Award Plan, as amended and approved by shareholders on 10 June 2025.
The company is classified as a non-accelerated filer, smaller reporting company and emerging growth company. The filing incorporates previous S-8 registrations (Nos. 333-264522, 333-276032, 333-280365 and 333-286698) by reference and includes customary exhibits such as legal opinions and auditor consents. No financial results or major transactions are disclosed; the document strictly increases the pool of shares available for employee equity compensation.
System1, Inc. (NYSE: SST) has filed a Form S-3 shelf registration statement with the SEC that would permit the company to issue up to $250 million of Class A common stock on a delayed or continuous basis. The filing gives management broad flexibility to raise equity capital through one or more offerings, with details such as pricing, size and placement method to be disclosed in future prospectus supplements.
The shelf is being registered under General Instruction I.B.6, which limits primary issuances within any 12-month period to one-third of public float. Based on the company’s calculation of $18.60 million in non-affiliate float (1.73 million shares at $10.76 as of 23 Jun 2025), the near-term issuance capacity is approximately $6.2 million. Nevertheless, the larger $250 million ceiling keeps a framework in place should the float expand.
SST is a non-accelerated filer, smaller reporting company and emerging growth company, meaning the S-3 will not become automatically effective; the company must wait for SEC review or elect effectiveness via amendment. No specific use of proceeds has been disclosed; management will outline purposes (e.g., working capital, acquisitions, debt reduction) in future supplements. The last reported share price was $7.85 on 26 Jun 2025, implying that full utilization of the shelf could be materially dilutive relative to the existing 8.0 million shares outstanding.
Investors should weigh the benefits of enhanced capital flexibility against potential dilution and downward price pressure that frequently accompanies sizable equity programs.
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