SEC Comment Letter 0000000000-24-010693 to System1, Inc. (SST)
System1, Inc.
Date: Sept. 20, 2024 · CIK: 0001805833 · Accession: 0000000000-24-010693
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 001-39331
Letter
September 20, 2024 Michael Blend Chief Executive Officer System1, Inc. 4235 Redwood Avenue Marina Del Rey, CA 90066 Re:System1, Inc. Form 10-K for Fiscal Year Ended December 31, 2023 File No. 001-39331 Dear Michael Blend: We have reviewed your filing and have the following comment. Please respond to this letter within ten business days by providing the requested information or advise us as soon as possible when you will respond. If you do not believe a comment applies to your facts and circumstances, please tell us why in your response. After reviewing your response to this letter, we may have additional comments. Form 10-K for Fiscal Year Ended December 31, 2023 Item 11. Executive Compensation, page 139 1.We note you have checked the box stating that your filing contains error corrections to previously issued financial statements that required a recovery analysis of incentive-based compensation received by your executive officers. However, we do not note any disclosure related to your recovery analysis. Please provide the information required by Item 402(w) of Regulation S-K.
We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. Please contact Tyler Howes at 202-551-3370 or James Lopez at 202-551-3536 with any questions.
September 20, 2024 Page 2 Sincerely, Division of Corporation Finance Office of Finance cc:Steven B. Stokdyk, Esq.
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September 20, 2024
Michael Blend
Chief Executive Officer
System1, Inc.
4235 Redwood Avenue
Marina Del Rey, CA 90066
Re:System1, Inc.
Form 10-K for Fiscal Year Ended December 31, 2023
File No. 001-39331
Dear Michael Blend:
We have reviewed your filing and have the following comment.
Please respond to this letter within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe a
comment applies to your facts and circumstances, please tell us why in your response.
After reviewing your response to this letter, we may have additional comments.
Form 10-K for Fiscal Year Ended December 31, 2023
Item 11. Executive Compensation, page 139
1.We note you have checked the box stating that your filing contains error corrections to
previously issued financial statements that required a recovery analysis of incentive-based
compensation received by your executive officers. However, we do not note any
disclosure related to your recovery analysis. Please provide the information required by
Item 402(w) of Regulation S-K.
We remind you that the company and its management are responsible for the accuracy and
adequacy of their disclosures, notwithstanding any review, comments, action or absence of action
by the staff.
Please contact Tyler Howes at 202-551-3370 or James Lopez at 202-551-3536 with any
questions.
September 20, 2024
Page 2
Sincerely,
Division of Corporation Finance
Office of Finance
cc:Steven B. Stokdyk, Esq.