organization · Reporting owner
Just Develop It Ltd
Disclosed activity across 1 company
Sign in to followReported relationships
Latest disclosed role at each company.
| Company | Last reported as | Report date | Published |
|---|---|---|---|
| System1, Inc.SST · Entity 7602 | 10% owner | September 07, 2022 | September 10, 2022 |
Disclosed balances
About these balances
Latest available filing per company, not a reconstructed current portfolio. Matching sequences show the last reported balance with all source rows expandable; grouping alone does not establish account ownership. Do not add unresolved positions together. Filings may omit unchanged positions, and amendments may correct only part of an older disclosure. Jointly reported shares are not necessarily this owner's personal holdings.
System1, Inc.
Report date September 07, 2022 · Filed September 10, 2022
Jointly reported with Phillips Christopher Stephen
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Class A Common StockSEC Table I · non-derivative | IndirectBy Just Develop It Ltd | 18,672,586 |
Last balance in matching sequence
After 2022-09-09 transaction · row 3
Source-order balances reconcile. Account continuity and personal attribution are not independently verified.
3 source rowsRow 1 · 2022-09-07 · Sale · Disposed 23,842 · Balance 19,978,786 F1: The price reported in Column 4 is a weighted average price. The shares were purchased in more than one transaction at prices ranging from $11.50 to $11.71, inclusive. The Reporting Person(s) undertake(s) to provide to the Issuer, any security holder, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote. F2: Christopher Phillips, a director of the Company, is a director of Just Develop It Limited ("JDI"). Mr. Phillips is also JDI's controlling stockholder. Mr. Phillips has voting and dispositive power over the securities held by JDI and thus may be deemed to beneficially own the shares held by JDI, but disclaims such beneficial ownership except to any pecuniary interest therein. Row 2 · 2022-09-09 · Gift · Disposed 10,000 · Balance 19,968,786 F2: Christopher Phillips, a director of the Company, is a director of Just Develop It Limited ("JDI"). Mr. Phillips is also JDI's controlling stockholder. Mr. Phillips has voting and dispositive power over the securities held by JDI and thus may be deemed to beneficially own the shares held by JDI, but disclaims such beneficial ownership except to any pecuniary interest therein. Row 3 · 2022-09-09 · Sale · Disposed 1,296,200 · Balance 18,672,586 F3: Represents shares sold and delivered in a private transaction in accordance with a prior agreement between the parties. Under that agreement, certain terms related to settlement, timing and the delivery of the shares were subject to the satisfaction of certain conditions beyond the control of the parties. In addition, certain additional terms related to the actual delivery of the shares were agreed upon in September 2022, and the shares were delivered on September 9, 2022. F2: Christopher Phillips, a director of the Company, is a director of Just Develop It Limited ("JDI"). Mr. Phillips is also JDI's controlling stockholder. Mr. Phillips has voting and dispositive power over the securities held by JDI and thus may be deemed to beneficially own the shares held by JDI, but disclaims such beneficial ownership except to any pecuniary interest therein. |
Filing footnotes · ownership attribution and instrument terms
F1: The price reported in Column 4 is a weighted average price. The shares were purchased in more than one transaction at prices ranging from $11.50 to $11.71, inclusive. The Reporting Person(s) undertake(s) to provide to the Issuer, any security holder, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
F2: Christopher Phillips, a director of the Company, is a director of Just Develop It Limited ("JDI"). Mr. Phillips is also JDI's controlling stockholder. Mr. Phillips has voting and dispositive power over the securities held by JDI and thus may be deemed to beneficially own the shares held by JDI, but disclaims such beneficial ownership except to any pecuniary interest therein.
F3: Represents shares sold and delivered in a private transaction in accordance with a prior agreement between the parties. Under that agreement, certain terms related to settlement, timing and the delivery of the shares were subject to the satisfaction of certain conditions beyond the control of the parties. In addition, certain additional terms related to the actual delivery of the shares were agreed upon in September 2022, and the shares were delivered on September 9, 2022.
Transaction history
JSON APIPurchases/sales include open-market and private transactions. Plan disclosure applies to the filing; individual rows may differ. “Not disclosed” is not “unplanned.”
The cutoff filters transaction history only. Company summaries and owner relationships show the latest available disclosures. Parser corrections can improve historical records.
| Transaction date | Company | Activity / security | Shares / units | Reported price | Reported value | Details |
|---|---|---|---|---|---|---|
| September 09, 2022 Filed Sep 10, 2022 00:35 UTC | System1, Inc. SST · Entity 7602 | SaleClass A Common Stock | 1,296,200 | $10.00 | $12,962,000.00 |
DisclosureSEC source: 0001908124-22-000013 · wf-form4_166277008075287.xml · nonDerivative · entry 3 Phillips Christopher Stephen · CIK 0001908124 · Director · 10% owner Just Develop It Ltd · CIK 0001909642 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By Just Develop It Ltd Disclosed balance after: 18,672,586 F3 · price: Represents shares sold and delivered in a private transaction in accordance with a prior agreement between the parties. Under that agreement, certain terms related to settlement, timing and the delivery of the shares were subject to the satisfaction of certain conditions beyond the control of the parties. In addition, certain additional terms related to the actual delivery of the shares were agreed upon in September 2022, and the shares were delivered on September 9, 2022. F2 · ownership.direct: Christopher Phillips, a director of the Company, is a director of Just Develop It Limited ("JDI"). Mr. Phillips is also JDI's controlling stockholder. Mr. Phillips has voting and dispositive power over the securities held by JDI and thus may be deemed to beneficially own the shares held by JDI, but disclaims such beneficial ownership except to any pecuniary interest therein. F2 · ownership.nature: Christopher Phillips, a director of the Company, is a director of Just Develop It Limited ("JDI"). Mr. Phillips is also JDI's controlling stockholder. Mr. Phillips has voting and dispositive power over the securities held by JDI and thus may be deemed to beneficially own the shares held by JDI, but disclaims such beneficial ownership except to any pecuniary interest therein. Read SEC document |
| September 09, 2022 Filed Sep 10, 2022 00:35 UTC | System1, Inc. SST · Entity 7602 | GiftClass A Common Stock | 10,000 | $0.00 | $0.00 |
DisclosureSEC source: 0001908124-22-000013 · wf-form4_166277008075287.xml · nonDerivative · entry 2 Phillips Christopher Stephen · CIK 0001908124 · Director · 10% owner Just Develop It Ltd · CIK 0001909642 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By Just Develop It Ltd Disclosed balance after: 19,968,786 F2 · ownership.direct: Christopher Phillips, a director of the Company, is a director of Just Develop It Limited ("JDI"). Mr. Phillips is also JDI's controlling stockholder. Mr. Phillips has voting and dispositive power over the securities held by JDI and thus may be deemed to beneficially own the shares held by JDI, but disclaims such beneficial ownership except to any pecuniary interest therein. F2 · ownership.nature: Christopher Phillips, a director of the Company, is a director of Just Develop It Limited ("JDI"). Mr. Phillips is also JDI's controlling stockholder. Mr. Phillips has voting and dispositive power over the securities held by JDI and thus may be deemed to beneficially own the shares held by JDI, but disclaims such beneficial ownership except to any pecuniary interest therein. Read SEC document |
| September 07, 2022 Filed Sep 10, 2022 00:35 UTC | System1, Inc. SST · Entity 7602 | SaleClass A Common Stock | 23,842 | $11.61 | $276,805.62 |
DisclosureSEC source: 0001908124-22-000013 · wf-form4_166277008075287.xml · nonDerivative · entry 1 Phillips Christopher Stephen · CIK 0001908124 · Director · 10% owner Just Develop It Ltd · CIK 0001909642 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By Just Develop It Ltd Disclosed balance after: 19,978,786 F1 · price: The price reported in Column 4 is a weighted average price. The shares were purchased in more than one transaction at prices ranging from $11.50 to $11.71, inclusive. The Reporting Person(s) undertake(s) to provide to the Issuer, any security holder, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote. F2 · ownership.direct: Christopher Phillips, a director of the Company, is a director of Just Develop It Limited ("JDI"). Mr. Phillips is also JDI's controlling stockholder. Mr. Phillips has voting and dispositive power over the securities held by JDI and thus may be deemed to beneficially own the shares held by JDI, but disclaims such beneficial ownership except to any pecuniary interest therein. F2 · ownership.nature: Christopher Phillips, a director of the Company, is a director of Just Develop It Limited ("JDI"). Mr. Phillips is also JDI's controlling stockholder. Mr. Phillips has voting and dispositive power over the securities held by JDI and thus may be deemed to beneficially own the shares held by JDI, but disclaims such beneficial ownership except to any pecuniary interest therein. Read SEC document |
| September 02, 2022 Filed Sep 2, 2022 23:29 UTC | System1, Inc. SST · Entity 7602 | SaleClass A Common Stock | 165,400 | $11.49 | $1,900,446.00 |
DisclosureSEC source: 0001908124-22-000009 · wf-form4_166216138288952.xml · nonDerivative · entry 3 Phillips Christopher Stephen · CIK 0001908124 · Director · 10% owner Just Develop It Ltd · CIK 0001909642 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By Just Develop It Ltd Disclosed balance after: 20,002,628 F4 · price: The price reported in Column 4 is a weighted average price. The shares were purchased in more than one transaction at prices ranging from $11.48 to $11.50, inclusive. The Reporting Person(s) undertake(s) to provide to the Issuer, any security holder, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote. F2 · ownership.direct: Christopher Phillips, a director of the Company, is a director of Just Develop It Limited ("JDI"). Mr. Phillips is also JDI's controlling stockholder. Mr. Phillips has voting and dispositive power over the securities held by JDI and thus may be deemed to beneficially own the shares held by JDI, but disclaims such beneficial ownership except to any pecuniary interest therein. F2 · ownership.nature: Christopher Phillips, a director of the Company, is a director of Just Develop It Limited ("JDI"). Mr. Phillips is also JDI's controlling stockholder. Mr. Phillips has voting and dispositive power over the securities held by JDI and thus may be deemed to beneficially own the shares held by JDI, but disclaims such beneficial ownership except to any pecuniary interest therein. Read SEC document |
| September 01, 2022 Filed Sep 2, 2022 23:29 UTC | System1, Inc. SST · Entity 7602 | SaleClass A Common Stock | 67,247 | $11.42 | $767,960.74 |
DisclosureSEC source: 0001908124-22-000009 · wf-form4_166216138288952.xml · nonDerivative · entry 2 Phillips Christopher Stephen · CIK 0001908124 · Director · 10% owner Just Develop It Ltd · CIK 0001909642 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By Just Develop It Ltd Disclosed balance after: 20,168,028 F3 · price: The price reported in Column 4 is a weighted average price. The shares were purchased in more than one transaction at prices ranging from $11.24 to $11.50, inclusive. The Reporting Person(s) undertake(s) to provide to the Issuer, any security holder, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote. F2 · ownership.direct: Christopher Phillips, a director of the Company, is a director of Just Develop It Limited ("JDI"). Mr. Phillips is also JDI's controlling stockholder. Mr. Phillips has voting and dispositive power over the securities held by JDI and thus may be deemed to beneficially own the shares held by JDI, but disclaims such beneficial ownership except to any pecuniary interest therein. F2 · ownership.nature: Christopher Phillips, a director of the Company, is a director of Just Develop It Limited ("JDI"). Mr. Phillips is also JDI's controlling stockholder. Mr. Phillips has voting and dispositive power over the securities held by JDI and thus may be deemed to beneficially own the shares held by JDI, but disclaims such beneficial ownership except to any pecuniary interest therein. Read SEC document |
| August 31, 2022 Filed Sep 2, 2022 23:29 UTC | System1, Inc. SST · Entity 7602 | SaleClass A Common Stock | 21,087 | $11.25 | $237,228.75 |
DisclosureSEC source: 0001908124-22-000009 · wf-form4_166216138288952.xml · nonDerivative · entry 1 Phillips Christopher Stephen · CIK 0001908124 · Director · 10% owner Just Develop It Ltd · CIK 0001909642 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By Just Develop It Ltd Disclosed balance after: 20,235,275 F1 · price: The price reported in Column 4 is a weighted average price. The shares were purchased in more than one transaction at prices ranging from $11.24 to $11.31, inclusive. The Reporting Person(s) undertake(s) to provide to the Issuer, any security holder, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote. F2 · ownership.direct: Christopher Phillips, a director of the Company, is a director of Just Develop It Limited ("JDI"). Mr. Phillips is also JDI's controlling stockholder. Mr. Phillips has voting and dispositive power over the securities held by JDI and thus may be deemed to beneficially own the shares held by JDI, but disclaims such beneficial ownership except to any pecuniary interest therein. F2 · ownership.nature: Christopher Phillips, a director of the Company, is a director of Just Develop It Limited ("JDI"). Mr. Phillips is also JDI's controlling stockholder. Mr. Phillips has voting and dispositive power over the securities held by JDI and thus may be deemed to beneficially own the shares held by JDI, but disclaims such beneficial ownership except to any pecuniary interest therein. Read SEC document |
| August 26, 2022 Filed Aug 27, 2022 00:29 UTC | System1, Inc. SST · Entity 7602 | SaleClass A Common Stock | 80,584 | $11.12 | $896,094.08 |
DisclosureSEC source: 0001908124-22-000007 · wf-form4_166156014515382.xml · nonDerivative · entry 3 Phillips Christopher Stephen · CIK 0001908124 · Director · 10% owner Just Develop It Ltd · CIK 0001909642 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By Just Develop It Ltd Disclosed balance after: 20,256,362 F4 · price: The price reported in Column 4 is a weighted average price. The shares were purchased in more than one transaction at prices ranging from $11.00 to $11.30, inclusive. The Reporting Person(s) undertake(s) to provide to the Issuer, any security holder, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote. F2 · ownership.direct: Christopher Phillips, a director of the Company, is a director of Just Develop It Limited ("JDI"). Mr. Phillips is also JDI's controlling stockholder. Mr. Phillips has voting and dispositive power over the securities held by JDI and thus may be deemed to beneficially own the shares held by JDI, but disclaims such beneficial ownership except to any pecuniary interest therein. F2 · ownership.nature: Christopher Phillips, a director of the Company, is a director of Just Develop It Limited ("JDI"). Mr. Phillips is also JDI's controlling stockholder. Mr. Phillips has voting and dispositive power over the securities held by JDI and thus may be deemed to beneficially own the shares held by JDI, but disclaims such beneficial ownership except to any pecuniary interest therein. Read SEC document |
| August 25, 2022 Filed Aug 27, 2022 00:29 UTC | System1, Inc. SST · Entity 7602 | SaleClass A Common Stock | 38,533 | $11.02 | $424,633.66 |
DisclosureSEC source: 0001908124-22-000007 · wf-form4_166156014515382.xml · nonDerivative · entry 2 Phillips Christopher Stephen · CIK 0001908124 · Director · 10% owner Just Develop It Ltd · CIK 0001909642 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By Just Develop It Ltd Disclosed balance after: 20,336,946 F3 · price: The price reported in Column 4 is a weighted average price. The shares were purchased in more than one transaction at prices ranging from $11.00 to $11.10, inclusive. The Reporting Person(s) undertake(s) to provide to the Issuer, any security holder, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote. F2 · ownership.direct: Christopher Phillips, a director of the Company, is a director of Just Develop It Limited ("JDI"). Mr. Phillips is also JDI's controlling stockholder. Mr. Phillips has voting and dispositive power over the securities held by JDI and thus may be deemed to beneficially own the shares held by JDI, but disclaims such beneficial ownership except to any pecuniary interest therein. F2 · ownership.nature: Christopher Phillips, a director of the Company, is a director of Just Develop It Limited ("JDI"). Mr. Phillips is also JDI's controlling stockholder. Mr. Phillips has voting and dispositive power over the securities held by JDI and thus may be deemed to beneficially own the shares held by JDI, but disclaims such beneficial ownership except to any pecuniary interest therein. Read SEC document |
| August 24, 2022 Filed Aug 27, 2022 00:29 UTC | System1, Inc. SST · Entity 7602 | SaleClass A Common Stock | 52,749 | $11.04 | $582,348.96 |
DisclosureSEC source: 0001908124-22-000007 · wf-form4_166156014515382.xml · nonDerivative · entry 1 Phillips Christopher Stephen · CIK 0001908124 · Director · 10% owner Just Develop It Ltd · CIK 0001909642 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By Just Develop It Ltd Disclosed balance after: 20,375,479 F1 · price: The price reported in Column 4 is a weighted average price. The shares were purchased in more than one transaction at prices ranging from $11.00 to $11.13, inclusive. The Reporting Person(s) undertake(s) to provide to the Issuer, any security holder, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote. F2 · ownership.direct: Christopher Phillips, a director of the Company, is a director of Just Develop It Limited ("JDI"). Mr. Phillips is also JDI's controlling stockholder. Mr. Phillips has voting and dispositive power over the securities held by JDI and thus may be deemed to beneficially own the shares held by JDI, but disclaims such beneficial ownership except to any pecuniary interest therein. F2 · ownership.nature: Christopher Phillips, a director of the Company, is a director of Just Develop It Limited ("JDI"). Mr. Phillips is also JDI's controlling stockholder. Mr. Phillips has voting and dispositive power over the securities held by JDI and thus may be deemed to beneficially own the shares held by JDI, but disclaims such beneficial ownership except to any pecuniary interest therein. Read SEC document |
| August 19, 2022 Filed Aug 23, 2022 22:08 UTC | System1, Inc. SST · Entity 7602 | SaleClass A Common Stock | 19,500 | $11.04 | $215,301.45 |
DisclosureSEC source: 0001908124-22-000005 · wf-form4_166129251759306.xml · nonDerivative · entry 1 Phillips Christopher Stephen · CIK 0001908124 · Director · 10% owner Just Develop It Ltd · CIK 0001909642 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By Just Develop It Ltd Disclosed balance after: 20,428,228 F1 · price: The price reported in Column 4 is a weighted average price. The shares were purchased in more than one transaction at prices ranging from $11.0378 to $11.0563, inclusive. The Reporting Person(s) undertake(s) to provide to the Issuer, any security holder, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote. F2 · ownership.direct: Christopher Phillips, a director of the Company, is a director of Just Develop It Limited ("JDI"). Mr. Phillips is also JDI's controlling stockholder. Mr. Phillips has voting and dispositive power over the securities held by JDI and thus may be deemed to beneficially own the shares held by JDI, but disclaims such beneficial ownership except to any pecuniary interest therein. Read SEC document |
| April 20, 2022 Filed Apr 23, 2022 01:36 UTC | System1, Inc. SST · Entity 7602 | OtherClass A Common Stock | 28,650,499 | $0.00 | $0.00 |
DisclosureSEC source: 0000899243-22-015531 · doc4.xml · nonDerivative · entry 1 Phillips Christopher Stephen · CIK 0001908124 · Director · 10% owner Just Develop It Ltd · CIK 0001909642 · 10% owner JDI & AFH Ltd · CIK 0001909640 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By JDI & AFH Limited Disclosed balance after: 0 F1 · kind: On April 20, 2022, JDI & AFH Limited ("J&A") distributed all of its 28,650,499 shares to its members on a pro rata basis for no consideration (the "J&A Distribution"). J&A's controlling stockholder is Just Develop It Limited ("JDI"). JDI may be deemed to indirectly beneficially own the securities held by J&A. As a result of the J&A Distribution, JDI's beneficial ownership of 19,508,187 shares held by J&A, representing its pro rata interest in J&A, was changed from indirect to direct beneficial ownership. Christopher Phillips, a director of the Company, is a director of J&A and JDI. JDI's controlling stockholder is Christopher Phillips. Mr. Phillips has voting and dispositive power over the securities held by J&A and JDI and thus may be deemed to beneficially own the shares held by J&A and JDI, but disclaims such beneficial ownership except to any pecuniary interest therein. As a reslt of the J&A Distribution, J&A is no longer a 10% beneficial owner of Issuer securities. F1 · price: On April 20, 2022, JDI & AFH Limited ("J&A") distributed all of its 28,650,499 shares to its members on a pro rata basis for no consideration (the "J&A Distribution"). J&A's controlling stockholder is Just Develop It Limited ("JDI"). JDI may be deemed to indirectly beneficially own the securities held by J&A. As a result of the J&A Distribution, JDI's beneficial ownership of 19,508,187 shares held by J&A, representing its pro rata interest in J&A, was changed from indirect to direct beneficial ownership. Christopher Phillips, a director of the Company, is a director of J&A and JDI. JDI's controlling stockholder is Christopher Phillips. Mr. Phillips has voting and dispositive power over the securities held by J&A and JDI and thus may be deemed to beneficially own the shares held by J&A and JDI, but disclaims such beneficial ownership except to any pecuniary interest therein. As a reslt of the J&A Distribution, J&A is no longer a 10% beneficial owner of Issuer securities. F1 · ownership.nature: On April 20, 2022, JDI & AFH Limited ("J&A") distributed all of its 28,650,499 shares to its members on a pro rata basis for no consideration (the "J&A Distribution"). J&A's controlling stockholder is Just Develop It Limited ("JDI"). JDI may be deemed to indirectly beneficially own the securities held by J&A. As a result of the J&A Distribution, JDI's beneficial ownership of 19,508,187 shares held by J&A, representing its pro rata interest in J&A, was changed from indirect to direct beneficial ownership. Christopher Phillips, a director of the Company, is a director of J&A and JDI. JDI's controlling stockholder is Christopher Phillips. Mr. Phillips has voting and dispositive power over the securities held by J&A and JDI and thus may be deemed to beneficially own the shares held by J&A and JDI, but disclaims such beneficial ownership except to any pecuniary interest therein. As a reslt of the J&A Distribution, J&A is no longer a 10% beneficial owner of Issuer securities. Read SEC document |
| April 19, 2022 Filed Apr 22, 2022 01:45 UTC | System1, Inc. SST · Entity 7602 | Exercise / conversionWarrants (Right to buy) · Derivative | 500,000 | Not disclosed Strike: $11.50 | Not disclosed |
DisclosureSEC source: 0000899243-22-015378 · doc4.xml · derivative · entry 4 Phillips Christopher Stephen · CIK 0001908124 · Director · 10% owner Just Develop It Ltd · CIK 0001909642 · 10% owner JDI & AFH Ltd · CIK 0001909640 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By Just Develop It Limited Disclosed balance after: 0 Underlying: Class A common stock, par value $0.0001 per share · 500,000 shares Expires 2027-01-27 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · kind: On April 19, 2022, Just Develop It Limited ("JDI") exercised 500,000 warrants to purchase shares of the Class A common stock of the Company. JDI 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"). F2 · kind: (Continued from Footnote 1) Orchid Merger Sub I, Inc. ("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 JDI but rather JDI 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. F1 · price: On April 19, 2022, Just Develop It Limited ("JDI") exercised 500,000 warrants to purchase shares of the Class A common stock of the Company. JDI 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"). F2 · price: (Continued from Footnote 1) Orchid Merger Sub I, Inc. ("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 JDI but rather JDI 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. F1 · ownership.nature: On April 19, 2022, Just Develop It Limited ("JDI") exercised 500,000 warrants to purchase shares of the Class A common stock of the Company. JDI 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"). F2 · ownership.nature: (Continued from Footnote 1) Orchid Merger Sub I, Inc. ("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 JDI but rather JDI 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. Read SEC document |
| April 19, 2022 Filed Apr 22, 2022 01:45 UTC | System1, Inc. SST · Entity 7602 | Tax withholdingClass A Common Stock | 285,459 | $20.14 | $5,749,144.26 |
DisclosureSEC source: 0000899243-22-015378 · doc4.xml · nonDerivative · entry 2 Phillips Christopher Stephen · CIK 0001908124 · Director · 10% owner Just Develop It Ltd · CIK 0001909642 · 10% owner JDI & AFH Ltd · CIK 0001909640 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By Just Develop It Limited Disclosed balance after: 939,541 F3 · kind: 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. F4 · price: JDI & AFH Limited ("J&A") is a private limited company organized under the laws of England and Wales, whose controlling stockholder is JDI. JDI may be deemed to indirectly beneficially own the securities held by J&A. Christopher Phillips, a director of the Company, is a director of J&A and JDI. JDI's controlling stockholder is Christopher Phillips. Mr. Phillips has voting and dispositive power over the securities held by J&A and JDI and thus may be deemed to beneficially own the shares held by J&A and JDI, but disclaims such beneficial ownership except to any pecuniary interest therein. F1 · ownership.nature: On April 19, 2022, Just Develop It Limited ("JDI") exercised 500,000 warrants to purchase shares of the Class A common stock of the Company. JDI 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"). F2 · ownership.nature: (Continued from Footnote 1) Orchid Merger Sub I, Inc. ("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 JDI but rather JDI 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. Read SEC document |
| April 19, 2022 Filed Apr 22, 2022 01:45 UTC | System1, Inc. SST · Entity 7602 | Exercise / conversionClass A Common Stock | 500,000 | $11.50 | $5,750,000.00 |
DisclosureSEC source: 0000899243-22-015378 · doc4.xml · nonDerivative · entry 1 Phillips Christopher Stephen · CIK 0001908124 · Director · 10% owner Just Develop It Ltd · CIK 0001909642 · 10% owner JDI & AFH Ltd · CIK 0001909640 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Indirect · By Just Develop It Limited Disclosed balance after: 1,225,000 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · kind: On April 19, 2022, Just Develop It Limited ("JDI") exercised 500,000 warrants to purchase shares of the Class A common stock of the Company. JDI 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"). F2 · kind: (Continued from Footnote 1) Orchid Merger Sub I, Inc. ("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 JDI but rather JDI 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. F1 · ownership.nature: On April 19, 2022, Just Develop It Limited ("JDI") exercised 500,000 warrants to purchase shares of the Class A common stock of the Company. JDI 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"). F2 · ownership.nature: (Continued from Footnote 1) Orchid Merger Sub I, Inc. ("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 JDI but rather JDI 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. Read SEC document |
| January 28, 2022 Filed Mar 8, 2022 01:30 UTC | System1, Inc. SST · Entity 7602 | GrantClass A Common Stock | 725,000 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-22-009800 · doc4.xml · nonDerivative · entry 1 Just Develop It Ltd · CIK 0001909642 · 10% owner 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 725,000 F1 · security: Received in connection with the business combination (the "Business Combination") among System1, Inc. (f/k/a Trebia Acquisition Corp., the "Company"), S1 Holdco, LLC ("S1 Holdco"), Orchid Merger Sub I, Inc. ("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. ("Protected") 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). F2 · security: The shares are represented by restricted stock units ("RSUs") granted to the reporting person in connection with the Business Combination and which vest upon the occurrence of: (a) the first trading day on which the volume weighted average price of the Company's Class A common stock equals or exceeds $12.50 per share for any 20 trading days within a period of 30 consecutive trading days or (b) a Change of Control (as defined in the Business Combination Agreement), in which the valuation of the Company's Class A common stock is equal to or in excess of $12.50 per share, for the five-year period following the closing of the Business Combination. F1 · price: Received in connection with the business combination (the "Business Combination") among System1, Inc. (f/k/a Trebia Acquisition Corp., the "Company"), S1 Holdco, LLC ("S1 Holdco"), Orchid Merger Sub I, Inc. ("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. ("Protected") 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). F3 · ownership.direct: JDIL's controlling stockholder is Christopher Phillips, a director of the Company and Mr. Phillips is a director of JDIL. Mr. Phillips has voting and dispositive power over the securities held by JDIL and may be deemd to beneficially own the shares held by JDIL, but disclaims such beneficial ownership except to any pecuniary interest therein. Mr. Phillips has filed separate Section 16 forms regarding his deemed beneficial ownership of these shares Read SEC document |
Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.