System1 (SST) executive has shares withheld to cover RSU tax obligation

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

System1, Inc. Chief Ad Operations Officer Brian Coppola reported a routine tax-related share disposition linked to restricted stock vesting. When 754 restricted stock units vested, the company withheld 331 shares of Class A Common Stock, valued at $2.26 per share, to satisfy tax withholding obligations. Following this non-market transaction, Coppola directly holds 65,898 shares of Class A Common Stock, and his position also includes 42,262 unvested RSUs.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Coppola Brian

Role Chief Ad Operations Officer

Type	Security	Shares	Price	Value
Tax Withholding	Class A Common Stock	331	$2.26	$748.06

Holdings After Transaction: Class A Common Stock — 65,898 shares (Direct)

Footnotes (1)

Upon the vesting of 754 restricted stock units ("RSUs") previously granted to the reporting person, the Company withheld 331 shares to cover the reporting person's tax withholding obligation with respect to the vesting of such RSUs. Includes 42,262 unvested RSUs.

Key Figures

Shares withheld for taxes: 331 shares Withholding price: $2.26 per share Shares after transaction: 65,898 shares +2 more

5 metrics

Shares withheld for taxes 331 shares Withheld upon RSU vesting to satisfy tax withholding obligation

Withholding price $2.26 per share Value used for the 331 withheld shares

Shares after transaction 65,898 shares Direct Class A Common Stock holding following the tax-withholding disposition

RSUs vested 754 RSUs Restricted stock units that vested and triggered tax withholding

Unvested RSUs 42,262 RSUs Unvested restricted stock units remaining after this vesting event

Key Terms

restricted stock units, tax withholding obligation, Class A Common Stock, unvested RSUs

4 terms

restricted stock units financial

"Upon the vesting of 754 restricted stock units ("RSUs") previously granted to the reporting person"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax withholding obligation financial

"the Company withheld 331 shares to cover the reporting person's tax withholding obligation"

Class A Common Stock financial

"331 shares of Class A Common Stock, valued at $2.26 per share"

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

unvested RSUs financial

"Includes 42,262 unvested RSUs."

Form 4 Insider Transactions: What Each Field Means →

04/17/2026 - 08:32 PM

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^*

Coppola Brian

(Last)

(First)

(Middle)

4235 REDWOOD AVE

(Street)

LOS ANGELES

CALIFORNIA

90066

(City)

(State)

(Zip)

UNITED STATES

(Country)

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 Ad Operations Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/15/2026

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

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

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

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	04/15/2026		F		331⁽¹⁾	D	$2.26	65,898⁽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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Upon the vesting of 754 restricted stock units ("RSUs") previously granted to the reporting person, the Company withheld 331 shares to cover the reporting person's tax withholding obligation with respect to the vesting of such RSUs.

2. Includes 42,262 unvested RSUs.

Remarks:

	/s/ Daniel Weinrot, Attorney-in-Fact for Brian Coppola	04/17/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did System1 (SST) executive Brian Coppola report in this Form 4?

Brian Coppola reported a tax-related share disposition, not an open-market trade. When 754 restricted stock units vested, System1 withheld 331 Class A shares to cover his tax withholding obligation, a standard mechanism for equity compensation.

Was the System1 (SST) Form 4 transaction a stock sale on the market?

No, the Form 4 shows a tax-withholding disposition, not a market sale. The company withheld 331 shares from vested RSUs at $2.26 per share to pay tax obligations, so no open-market buying or selling occurred.

How many System1 (SST) shares does Brian Coppola hold after this transaction?

After the tax-withholding disposition, Brian Coppola directly holds 65,898 shares of System1 Class A Common Stock. In addition, the filing notes he has 42,262 unvested restricted stock units that may vest into additional shares over time.

What restricted stock units vested for System1 (SST) executive Brian Coppola?

The filing states that 754 restricted stock units previously granted to Brian Coppola vested. To cover related tax withholding obligations, System1 withheld 331 of the resulting shares, with the balance contributing to his remaining direct share holdings.

How many unvested RSUs does System1 (SST) executive Brian Coppola still have?

According to the Form 4 footnotes, Brian Coppola continues to hold 42,262 unvested restricted stock units. These RSUs represent potential future shares that may vest, subject to the original award’s vesting terms and conditions.