System1 stockholders approve 23.8M-share SARs plan and charter amendment at annual meeting

System1, Inc.

Stockholders approved 2024 Stock Appreciation Rights Plan authorizing up to 23.8M shares of Class A common stock.
SARs vest upon achieving trailing 12-month Adjusted EBITDA thresholds of $50M, $60M, $70M, and $80M.
Charter amendment related to Class C common stock rights approved; effective June 11, 2024.
Three Class II directors elected: Moujan Kazerani, Frank Martire Jr., Charles Ursini (three-year terms).
Auditor ratification for PwC withdrawn; Deloitte appointed for FY2024 (previously reported June 4).

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