SST Insider Filing: 15k RSUs Granted to Director John Civantos

Rhea-AI Filing Summary

System1, Inc. (SST) – Form 4 insider filing

On 31 July 2025, director John Civantos was granted 15,000 restricted stock units (RSUs) under the company’s 2022 Incentive Award Plan. Each RSU converts into one share of Class A common stock. The award vests in four equal quarterly installments on 15 Sep 2025, 15 Dec 2025, 15 Mar 2026 and 15 Jun 2026, conditional on Mr. Civantos’ continued board service.

No cash consideration was paid (reported price $0), and there were no sales or derivative transactions disclosed. After the grant, Mr. Civantos beneficially owns 70,613 Class A shares, which include the 15,000 unvested RSUs. The disclosure reflects routine director compensation and does not indicate any change in the issuer’s operating outlook or capital structure.

Insights

Equity Analyst

TL;DR: Standard RSU award to director; neutral for valuation and liquidity.

The Form 4 shows a non-cash equity grant of 15,000 RSUs to director John Civantos, bringing his stake to 70,613 shares. Because the shares vest over four quarters and no open-market activity occurred, there is minimal immediate share supply pressure. The transaction signals continued board alignment but provides no insight into company fundamentals or near-term performance.

Corporate Governance Specialist

TL;DR: Routine board compensation; governance practices appear consistent with plan.

The grant was made under the 2022 Incentive Award Plan and is contingent upon ongoing board service, promoting long-term alignment between the director and shareholders. No 10b5-1 plan was marked, and the filing was completed within regulatory timelines, indicating procedural compliance. Overall governance impact is neutral.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Civantos John

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Class A Common Stock	15,000	$0.00	--

Holdings After Transaction: Class A Common Stock — 70,613 shares (Direct)

Footnotes (1)

1. Represents a grant of 15,000 restricted stock units ("RSUs) which convert into Class A Common Stock on a one-for-one basis, pursuant to the 2022 Incentive Award Plan of the Issuer in connection with Mr. Civantos' continued service as a member of its Board of Directors as of the close of business on the date of its annual shareholder meeting. The RSUs vest in four (4) substantially equal quarterly installments on each of September 15, 2025, December 15, 2025, March 15, 2026 and June 15, 2026 as long Mr. Horn continues to serve as a Director of the Issuer through the applicable vesting dates. Includes 15,000 unvested RSUs.

Form 4 Insider Transactions: What Each Field Means →

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^*

Civantos John

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
07/31/2025

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	07/31/2025		A		15,000(1)	A	$0	70,613(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. Represents a grant of 15,000 restricted stock units ("RSUs) which convert into Class A Common Stock on a one-for-one basis, pursuant to the 2022 Incentive Award Plan of the Issuer in connection with Mr. Civantos' continued service as a member of its Board of Directors as of the close of business on the date of its annual shareholder meeting. The RSUs vest in four (4) substantially equal quarterly installments on each of September 15, 2025, December 15, 2025, March 15, 2026 and June 15, 2026 as long Mr. Horn continues to serve as a Director of the Issuer through the applicable vesting dates.

2. Includes 15,000 unvested RSUs.

Remarks:

	/s/ Daniel Weinrot, Attorney-in-Fact for John Civantos	08/05/2025
	** 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).
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