System1 board shrinks as two directors step down

Published 18/04/2025, 20:04
System1 board shrinks as two directors step down

System1 Inc. (NYSE:SST), a company specializing in computer programming and data processing services trading near its 52-week low of $0.29, announced the departure of two board members, leading to a reduction in the board’s size. Dexter Fowler and Jennifer Prince resigned from their positions effective April 15, 2025. The company, which has seen its stock decline by 85% over the past year, confirmed that their departures were not due to any disagreements regarding operations, policies, or practices.

Following these resignations, System1’s board decided on April 17, 2025, to decrease the number of directors from eleven to nine. Additionally, CEO and Chairman Michael Blend was reassigned from a Class III to a Class I director, with his term now set to expire at the 2026 annual meeting. This move is aimed at maintaining an equal balance of three directors across the three classes of the board. According to InvestingPro, the company faces significant challenges with weak financial health scores and is currently trading below its Fair Value.

The changes come as System1 continues to adapt its governance structure. The company, which operates under the organization name 06 Technology, is headquartered in Marina Del Rey, California. It was formerly known as Trebia Acquisition Corp. before changing its name on March 6, 2020.

The adjustments to the board composition were disclosed in a Form 8-K filing with the Securities and Exchange Commission, which serves as the official source for this information. The filing also included an interactive data file for further reference. System1 has not provided additional details on the reasons behind the directors’ resignations or on any potential candidates to fill the now-vacated board seats.

In other recent news, System1, Inc. reported its fourth-quarter 2024 financial results, revealing a revenue of $76 million, which was below the expected $94.71 million. Despite the revenue miss, the company achieved a significant 79% year-over-year increase in adjusted EBITDA, reaching $17.9 million. The company also ended the quarter with $63.6 million in unrestricted cash. Benchmark analysts maintained a Buy rating for System1, citing the company’s 17% year-over-year growth in revenue excluding Traffic Acquisition Costs (TAC) for the quarter. Analysts are optimistic about the company’s future, projecting a 25% growth in revenue ex-TAC for the first quarter of 2025. Additionally, System1 received a delisting notice from the NYSE for its redeemable warrants due to low prices, though this does not affect the trading of its Class A common stock. CEO Michael Blend expressed optimism for the company’s future, highlighting AI-driven efficiency improvements as a key focus for 2025.

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