System1 Inc. filed SEC Form 8-K: Leadership Update, Financial Statements and Exhibits
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Computer Software: Programming Data Processing
Technology
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): April 15, 2025
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Item 5.02 - Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Resignation of Directors
On April 15, 2025,Dexter Fowler and Jennifer Prince notified the Board of Directors (the “Board”) of System1, Inc. (the “Company”) of their respective resignation from the Board, effective as of the close of business on April 15, 2025. Mr. Fowler served on the Nominating & Corporate Governance Committee and Ms. Prince served on the Compensation Committee at the time of their respective resignations. Neither resignation from the Company’s Board arose as a result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.
Decrease in Size of the Board of Directors
In connection with the resignations of Mr. Fowler and Ms. Prince from the Company’s Board, on April 17, 2025, the Board also voted to decrease the size of the Board from eleven (11) directors to nine (9) directors, and re-assign Mr. Michael Blend, the Company’s CEO and Chairman of the Board, from a Class III director of the Board to a Class I director of the Board, with a term expiring at the Company’s annual meeting to be held in 2026, in order to equally rebalance the three classes of the Board with three (3) directors each.
Item 9.01 - Financial Statements and Exhibits
(d) Exhibits.
| Exhibit No. | Description | ||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | ||||
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| System1, Inc. | |||||||||||
| Date: | April 18, 2025 | By: | /s/ Daniel J. Weinrot | ||||||||
Name: | Daniel J. Weinrot | ||||||||||
Title: | General Counsel & Corporate Secretary | ||||||||||
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