Form 4 for SST System1, Inc.
Accepted 2022-04-20 00:00:00 ET · period of report 2022-04-19 · accession 0001140361-22-015238 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| D | 2022-04-20 | 2022-04-19 | SST | Trasimene Trebia, LP | Dir, 10% | D - Sale to Iss | $20.14 | -2.70M | 6.60M | -29% | -$54.44M |
| D | 2022-04-20 | 2022-04-19 | SST | Trasimene Trebia, LP | Dir, 10% | M - OptEx | $11.50 | +4.73M | 9.31M | +104% | +$54.44M |
| D | 2022-04-20 | 2022-04-19 | SST | Trasimene Trebia, LP | Dir, 10% | M - OptEx | — | -4.73M | 0 | -100% | — |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Class A common stock, par value $0.0001 per share | 2022-04-19 | D | D | 2,703,224 | $20.14 | 6,601,898 | D | — | — | (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. (F2) Directly owned by Trasimene. (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. |
| 2 | Common | Class A common stock, par value $0.0001 per share | 2022-04-19 | M | A | 4,734,167 | $11.50 | 9,305,122 | D | — | — | (F2) Directly owned by Trasimene. (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. |
| 3 | Derivative | Warrants | 2022-04-19 | M | D | 4,734,167 | — | 0 | D | $11.50 · 2022-02-26 to 2027-01-27 | 4,734,167 Class A common stock, par value $0.0001 | (F5) Not applicable. (F2) Directly owned by Trasimene. (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. |