Highest-materiality recent filing
System1 Q2 2026 revenue $30.2M, down 61% YoY; net loss $15.3M
Revenue $30.2M in Q2 2026, down from $78.1M in Q2 2025 and $37.2M in Q1 2026.
System1 Q2 2026 revenue $30.2M, net loss $15.3M; launches agentic AI products, cuts debt by half
Revenue $30.2M; GAAP net loss $15.3M; adjusted EBITDA $1.9M.
System1 closes debt exchange, issues Series A Preferred Stock to lenders
On July 23, 2026, System1 consummated a debt exchange and settlement transaction, issuing 39,250 Series A Cumulative Convertible Preferred Shares to participating lenders.
System1 exchanges $302.6M debt for $150M term loan, $39.3M preferred stock, and cash
New $150M term loan maturing 2031 replaces existing $252.6M term loan and $50M revolver.
System1 Q1 2026 revenue $37.2M, down 50% YoY; net loss $47.1M
Revenue $37.2M vs $74.5M in Q1 2025; operating loss $51.0M includes $36.8M goodwill impairment.
System1 Q1 2026 revenue $37.2M; Adj. EBITDA $2.7M; MapQuest revenue up 23%
Revenue $37.2M; GAAP net loss $57.6M; adjusted EBITDA $2.7M.
System1 Q4 revenue down 31% YoY to $51.9M; full-year revenue falls 23% to $266.1M
Full-year revenue $266.1M (-23% YoY); GAAP net loss improved 17% to $81.2M.
Q4 2025: Revenue $51.9M (-31% YoY), operating loss $17.4M, adjusted EBITDA $8.2M
Revenue $51.9M, down 31% from $75.6M in Q4 2024; net loss from continuing ops $17.8M.
Director Frank Martire Jr. resigns from System1 board effective Jan 9, 2026
Frank Martire Jr. resigned from the Board, effective January 9, 2026.
System1 receives NYSE delisting notice; market cap and equity below threshold
NYSE notified System1 on Dec 8, 2025 that 30-day avg mkt cap <$50M and stockholder's equity <$50M as of Sep 30, 2025.
Cannae sells 2.34M System1 shares to management-led Kenloch at $4.2565/share
Cannae Holdings sold 2,344,482 Class A shares to Kenloch Holdings, formed by management/independent directors and managed by CEO Michael Blend.
System1 Q3 revenue down 31% to $61.6M; net loss improves 28%; no Q4 guidance due to Google changes
Revenue $61.6M (-31% YoY); GAAP net loss $22.0M (improved 28% YoY).
System1 Q3 revenue down 31% YoY to $61.6M; adjusted EBITDA slips to $9.9M
Revenue $61.6M vs $88.8M YoY; net loss from continuing ops $22.0M vs $30.6M.
System1 Q2 2025: Revenue down 17% to $78.1M, adj. EBITDA up 18% to $11.7M
GAAP net loss improved 38% YoY to $21.5M; adjusted EBITDA rose 18% to $11.7M.
System1 Q2 2025 revenue $78.1M (-17% YoY); net loss narrows to $21.5M; adj. EBITDA $11.7M
Q2 2025 GAAP revenue $78.1M vs $94.6M in Q2 2024; operating loss improved to $(15.9M) from $(29.1M).
System1 (SST) executes 1-for-10 reverse stock split to regain NYSE compliance
Reverse split effective June 11, 2025; shares begin trading split-adjusted June 12 under symbol SST.
System1 announces 1-for-10 reverse stock split to meet NYSE listing requirement
1-for-10 reverse stock split effective June 11, 2025 at 5pm ET; split-adjusted shares begin trading June 12 on NYSE under SST.
System1 sets $450K annual base salary for President & COO Charles Ursini, effective May 19, 2025
Compensation Committee approved $450,000 per annum base salary for Charles Ursini (President & COO) effective May 19, 2025.
System1 Q1 revenue down 12% to $74.5M, adjusted EBITDA surges 2754%, no Q2 guidance
Revenue $74.5M (-12% YoY); GAAP net loss $19.9M (+44% YoY).
System1 Q1 2025 revenue $74.5M, Adj EBITDA $12.1M; O&O spread improves to 92%
Revenue $74.5M, down 12% YoY from $84.9M; net loss from continuing ops $19.9M vs $13.8M.
System1 sells 4.5M shares at $0.50 in private placement raising $2.25M
Agreement with The Blend Family Foundation for 4.5M shares of Class A common at $0.50/share.
Two directors resign from System1 board; board size reduced to nine
Dexter Fowler and Jennifer Prince resigned effective April 15, 2025; no disagreement cited.
NYSE starts delisting System1 warrants (SST.WS) for abnormally low price
NYSE notified System1 on April 7, 2025 of delisting proceedings for SST.WS warrants.
System1 Q4 revenue down 21% but adjusted EBITDA up 79% YoY to $17.9M; FY2024 net loss narrows 13%
Q4 revenue $75.6M (-21% YoY), gross profit $31.8M (+28%), adjusted EBITDA $17.9M (+79%).
System1 Q4 2024 revenue down 21% YoY to $75.6M; adjusted EBITDA improves to $17.9M
Revenue $75.6M, down 21% YoY from $96.1M; net loss from continuing ops $18.0M vs $25.4M loss a year ago.
System1 receives NYSE non-compliance notice for stock price below $1.00; six-month cure period
NYSE notified System1 on Jan 6, 2025, that average closing price of Class A common stock was below $1.00 over 30 consecutive trading days.
System1 Q3 revenue $88.8M (+1% YoY); Adj. EBITDA up 27% to $10.3M
GAAP net loss widened to $30.6M from $25.9M a year ago.
System1 Q3 2024 revenue $88.8M (+1% YoY); net loss widens to $30.6M
Net loss from continuing ops $30.6M vs $25.9M loss in Q3 2023; operating loss $21.8M.
System1 Q2 revenue $94.6M, adjusted EBITDA $9.9M both above guidance; Q3 guide $86-88M revenue
Revenue of $94.6M, up $9.7M QoQ; gross profit $26.1M (+40% QoQ); adjusted gross profit $38.8M (+24% QoQ).
System1 Q2 revenue $94.6M, net loss $34.8M; O&O sessions surge 145% YoY
Revenue $94.6M, down 2% YoY from $96.9M; net loss from cont. ops $34.8M vs $29.5M loss.
System1 stockholders approve 23.8M-share SARs plan and charter amendment at annual meeting
Stockholders approved 2024 Stock Appreciation Rights Plan authorizing up to 23.8M shares of Class A common stock.
System1 dismisses PwC, appoints Deloitte as auditor; cites material weaknesses
Dismissed PwC as independent auditor; appointed Deloitte & Touche effective June 4, 2024.
System1 beats Q1 guidance with $84.9M revenue, net loss $14M; Q2 outlook $88-90M
Revenue $84.9M (above high-end guidance), down $11.2M sequentially; gross profit $18.6M (-25% QoQ).
System1 Q1 revenue $84.9M, down 30% YoY; adjusted EBITDA $0.4M
Revenue of $84.9M vs $121.1M in Q1 2023, driven by O&O revenue decline to $69.0M.
System1 appoints co-founder Charles Ursini as President and COO
Charles Ursini appointed President & COO effective April 23, 2024; he also serves as Class II director.
System1 appoints Charles Ursini and Ryan Caswell to board; board expands to 11
Charles Ursini (Class II director, up for re-election at 2024 annual meeting) and Ryan Caswell (Class III director, up for re-election at 2025 annual meeting) appointed.
System1 Q4 revenue $96.1M beats guidance; sells subscription unit for $240M cash
Q4 revenue $96.1M (+9% QoQ); adjusted EBITDA $10M (+24% QoQ); both above high-end of guidance.
System1 Q4 2023 revenue $96.1M, -31% YoY; adjusted EBITDA $10.0M
Revenue $96.1M vs $140.1M in Q4 2022; net loss from continuing ops $25.4M vs $29.8M loss.
System1 raises CFO base salary from $350k to $450k
Compensation Committee approved increase on Feb 20, 2024, effective immediately.
System1 repurchases $63.7M term loan at discount for $40.9M, records ~$22.8M gain
Repurchased $63.7M principal of senior secured term loan for $40.9M (36% discount).
Tender offer to purchase up to $79.4M of outstanding term loans under Credit Agreement with Bank of America.
System1 sells Total Security for $240M cash, cancels 29M shares; withdraws H2 2023 guidance
Transaction valued at ~$340M: $240M cash, cancellation of 29.1M SST shares (~$40M value), waiver of up to $60M earnouts.
System1 reports Q3 2023 revenue of $87.8M, operating loss of $20.8M; Adjusted EBITDA $8.1M
Revenue $87.8M vs $156.9M in Q3 2022; O&O ad revenue $66.2M vs $143.6M, down 54%.
Term loan of $2.5M from Openmail2, LLC (co-founders' trusts) at SOFR + 5.75%, maturity Dec 31, 2024, with 10% closing fee.
Principal $5.16M; interest at SOFR + 3.15%; four equal amortization payments of ~$1.3M from Apr to Jul 2024.
System1 receives $240M non-binding offer for Total Security from Just Develop It
Offer: $240M cash, assumption of earnout obligations, and repurchase of ~29M SST shares held by Just Develop It.
System1 appoints Taryn Naidu and Tanmay Kumar to Board, expands to 10 directors
Taryn Naidu appointed Class I director, serves on Audit and Compensation Committees; term expires 2026.
System1 Q2 revenue $147M, down 33% YoY; net loss $44M; H2 guidance issued
Revenue $147M (-33% YoY); gross profit $41M (-26%); GAAP net loss $44M vs $34M loss prior year.
System1 Q2 2023 revenue $147.2M, operating loss $36.4M, adjusted EBITDA $14.6M
Revenue of $147.2M, down 33% YoY from $219.8M in Q2 2022.
Director Ryan Caswell resigns from System1 board effective August 1, 2023
Ryan Caswell resigned from Board, effective close of business August 1, 2023.
the holders of a majority of the outstanding Preferred Shares, acting by written consent pursuant to the Certificate of Designation, elected Robert Sharp to serve as a director of the Company, effective as of such date.
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.
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.
On April 23, 2024, the Board of Directors (the “Board”) of System, Inc. (the “Company”) appointed Charles Ursini, who was recently appointed to serve as a Class II director, as the Company’s President and Chief Operating Officer, in addition to continuing to serve on the Company’s Board.
On April 10, 2024, the Board of Directors (the “Board”) of System, Inc. (the “Company”) appointed Charles Ursini to serve as a Class II director and Ryan Caswell to serve as a Class III director of the Board.
On April 10, 2024, the Board of Directors (the “Board”) of System, Inc. (the “Company”) appointed Charles Ursini to serve as a Class II director and Ryan Caswell to serve as a Class III director of the Board.
the Phillips Resignation
Tanmay Kumar to serve as a Class III director
appointed Taryn Naidu to serve as a Class I director
On August 1, 2023, Ryan Caswell notified the Board of Directors (the “Board”) of System1, Inc. of his resignation from the Board, effective as of the close of business on August 1, 2023.
the remaining members of the Board appointed Ryan Caswell to fill the current vacancy on the Board as a Class III Director effective immediately
On March 15, 2023, William P. Foley, II. notified the Board of Directors (the “Board”) of System1, Inc. (the “Company”) of his resignation from the Board, effective as of March 15, 2023.
Max materiality 0.90 · Median 0.70 · Most common event earnings