0000899243-22-015380.txt : 20220421 0000899243-22-015380.hdr.sgml : 20220421 20220421214724 ACCESSION NUMBER: 0000899243-22-015380 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220419 FILED AS OF DATE: 20220421 DATE AS OF CHANGE: 20220421 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Lone Star Friends Trust CENTRAL INDEX KEY: 0001909643 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39331 FILM NUMBER: 22843150 BUSINESS ADDRESS: STREET 1: 2301 BROADWAY STREET CITY: SAN ANTONIO STATE: TX ZIP: 78215 BUSINESS PHONE: (210) 250-6000 MAIL ADDRESS: STREET 1: 2301 BROADWAY STREET CITY: SAN ANTONIO STATE: TX ZIP: 78215 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Blend Stanley CENTRAL INDEX KEY: 0001912571 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39331 FILM NUMBER: 22843149 MAIL ADDRESS: STREET 1: C/O TREBIA ACQUISITION CORP. STREET 2: 41 MADISON AVENUE, SUITE 2020 CITY: NEW YORK STATE: NY ZIP: 10010 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: System1, Inc. CENTRAL INDEX KEY: 0001805833 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370] IRS NUMBER: 981531250 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 4235 REDWOOD AVENUE CITY: MARINA DEL REY STATE: CA ZIP: 90066 BUSINESS PHONE: 310-924-6037 MAIL ADDRESS: STREET 1: 4235 REDWOOD AVENUE CITY: MARINA DEL RAY STATE: CA ZIP: 90066 FORMER COMPANY: FORMER CONFORMED NAME: Trebia Acquisition Corp. DATE OF NAME CHANGE: 20200306 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2022-04-19 0 0001805833 System1, Inc. SST 0001909643 Lone Star Friends Trust C/O SYSTEM1, INC. 4235 REDWOOD AVENUE MARINA DEL REY, CA 90066 0 0 1 0 0001912571 Blend Stanley C/O SYSTEM1, INC. 4235 REDWOOD AVENUE MARINA DEL REY CA 90066 0 0 1 0 Class A Common Stock 2022-04-13 5 G 0 E 1000000 0.00 D 2537147 D Class A Common Stock 2022-04-19 4 X 0 500000 11.50 A 3037147 D Class A Common Stock 2022-04-19 4 S 0 285459 20.14 D 2751688 D Warrants (Right to buy) 11.50 2022-04-19 4 X 0 500000 D 2022-02-26 2027-01-27 Class A common stock, par value $0.0001 per share 500000 0 D On April 13, 2022, Lone Star Friends Trust ("Lone Star") made a charitable contribution of 1,000,000 shares of Class A common stock, par value $0.0001 per share ("Class A Common Stock") of System1, Inc. (f/k/a Trebia Acquisition Corp., the "Company") to the Blend Family Foundation, a charitable foundation of which Stanley Blend is a director On April 19, 2022, Lone Star exercised 500,000 warrants to purchase shares of the Class A common stock of the Company. Lone Star elected to exercise the warrants on a cashless basis (the "Cashless Exercise") pursuant to Section 3.3.1(c) of that certain Warrant Agreement, dated June 19, 2020 (the "Warrant Agreement"), by and between the Company and Continental Stock Transer & Trust Company (the "Warrant Agent"). As previously reported, Lone Star acquired 500,000 warrants from BGPT Trebia LP at a price of $1.50 per warrant upon the closing of the business combination (the "Business Combination") among the Company, S1 Holdco, LLC ("S1 Holdco"), Orchid Merger Sub I, Inc. (continued from footnote 2) ("Merger Sub I"), Orchid Merger Sub II, LLC ("Merger Sub II" and, together with Merger Sub I, the "Merger Subs"), System1 SS Protect Holdings, Inc. and the other parties signatory to that certain Business Combination Agreement, dated as of June 28, 2021 (as amended on November 30, 2021, January 10, 2022 and January 25, 2022). Pursuant to the Cashless Exercise, no shares of Class A common stock were sold by Lone Star but rather Lone Star forfeited shares of Class A common stock in an amount equal to the total exercise price of the underlying warrants that were subject to the Cashless Exercise. Represents shares of Class A common stock "withheld" in connection with the Cashless Exercise. Pursuant to Section 3.3.1(c) of the Warrant Agreement, the price was calculated as the average last reported sale price of the shares for the ten trading days ending on the third trading day prior to the date on which notice of exercise of the private placement warrant was sent to the Warrant Agent. /s/ Daniel Weinrot, Attorney-in-Fact for Stanley Blend 2022-04-21 /s/ Daniel Weinrot, Attorney-in-Fact for Lone Star Friends Trust 2022-04-21