System1 (SST) CFO has 120,164 shares after RSU tax withholding in SEC filing

Rhea-AI Filing Summary

System1, Inc. reported an insider equity transaction by its Chief Financial Officer, Tridivesh Kidambi. On 01/15/2026, 837 previously granted restricted stock units (RSUs) vested, and the company withheld 345 shares of Class A common stock at a price of $4.40 per share to cover the CFO's tax withholding obligation related to this vesting. This withholding is coded as an "F" transaction, indicating a tax-related share disposition rather than an open-market trade.

After this event, the CFO beneficially owned 120,164 shares of System1 Class A common stock on a direct basis, which includes 53,977 unvested RSUs that remain subject to future vesting conditions.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Kidambi Tridivesh

(Last) (First) (Middle)

4235 REDWOOD AVE

(Street)

LOS ANGELES CA 90066

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
System1, Inc. [ SST ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/15/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	01/15/2026		F		345(1)	D	$4.4	120,164(2)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Upon the vesting of 837 restricted stock units ("RSUs") previously granted to the reporting person, the Company withheld 345 shares to cover the reporting person's tax withholding obligation with respect to the vesting of such RSUs.

2. Includes 53,977 unvested RSUs.

Remarks:

	/s/ Daniel Weinrot, Attorney-in-Fact for Tridivesh Kidambi	01/16/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did System1 (SST) report for its CFO?

System1 reported that its Chief Financial Officer, Tridivesh Kidambi, had 345 shares of Class A common stock withheld on 01/15/2026 to cover taxes upon the vesting of 837 restricted stock units (RSUs).

Was the System1 (SST) CFO’s Form 4 transaction an open-market sale?

No. The Form 4 shows an "F" code transaction, meaning 345 shares were withheld by the company to satisfy tax withholding obligations tied to the vesting of RSUs, rather than an open-market sale.

How many System1 (SST) shares does the CFO own after this transaction?

Following the tax withholding transaction, the CFO beneficially owned 120,164 shares of System1 Class A common stock on a direct basis.

How many unvested RSUs does the System1 (SST) CFO still hold?

The footnotes state that the CFO’s holdings include 53,977 unvested restricted stock units (RSUs), which are part of his total beneficial ownership.

What triggered the share withholding reported for System1 (SST) CFO?

The withholding occurred upon the vesting of 837 RSUs previously granted to the CFO. To cover the related tax obligation, the company withheld 345 shares of Class A common stock.

How is the CFO’s ownership in System1 (SST) classified after the Form 4?

The Form 4 classifies the CFO’s 120,164 shares of Class A common stock as directly owned, including his unvested RSUs.