Filing Details
- Accession Number:
- 0001628280-25-022351
- Form Type:
- 13D Filing
- Publication Date:
- 2025-05-04 20:00:00
- Filed By:
- The Blend Family Foundation
- Company:
- System1 Inc.
- Filing Date:
- 2025-05-05
- SEC Url:
- 13D Filing
Ownership Summary
Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.
| Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
|---|---|---|---|---|---|---|
| The Blend Family Foundation | 5,545,077 | 0 | 5,545,077 | 0 | 5,545,077 | 7.0% |
Filing
|
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
|
System1, Inc. (Name of Issuer) |
Class A Common Stock, $0.0001 par value (Title of Class of Securities) |
87200P109 (CUSIP Number) |
Stanley Blend 711 Navarro Street, Suite 600 San Antonio, TX, 78205 2102506116 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
05/02/2025 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).
SCHEDULE 13D
|
| CUSIP No. | 87200P109 |
| 1 |
Name of reporting person
The Blend Family Foundation | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
TEXAS
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
5,545,077.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
7.0 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person:
The Reporting Person is a trust treated as a private foundation; Percent of class is based on 75,186,853 Shares of Class A Common Stock outstanding as of 4/15/2025.
SCHEDULE 13D
|
| Item 1. | Security and Issuer |
| (a) | Title of Class of Securities:
Class A Common Stock, $0.0001 par value |
| (b) | Name of Issuer:
System1, Inc. |
| (c) | Address of Issuer's Principal Executive Offices:
4235 Redwood Avenue, Los Angeles,
CALIFORNIA
, 90066. |
| Item 2. | Identity and Background |
| (a) | The Schedule 13D is being filed by The Blend Family Foundation (the "Reporting Person"), a Texas trust. The Reporting Person is a tax-exempt 501(c)(3) Private Foundation for philanthropic purposes. The Reporting Person is trust treated as a private foundation established by the family of Mr. Michael Blend, the Issuer's co-founder, Chief Executive Officer ("CEO") and a director. The trustess of the Reporing Person are Michael Blend, Sandra Blend (Michael Blend's spouse) and Stanley Blend (Michael Blend's father) (the "Trustees"). |
| (b) | The business address of the Reporting Person and the Trusttees is 711 Navarro Street, San Antonio, Texas 78205. |
| (c) | The Reporting Person is a tax-exempt 501(c)(3) Private Foundation for philantrhopic purposes. Michael Blend is the Issuer's co-founder, CEO and a Director. Mr. Stanley Blend is an attorney in private practice. Ms. Sandra Blend is a graphic artists. |
| (d) | During the last five years, none of the Reporting Person or the Trustess has been (i) convicted in any criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. |
| (e) | Within the last five years, none of the Reporting Person or any of the Trustees was a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. |
| (f) | The Reporting Person is a Texas trust. The Trustees are each citizens of the United States of America. |
| Item 3. | Source and Amount of Funds or Other Consideration |
The Blend Family Foundation utilized cash generated from the sale of other investments to fund the purchase of the shares in the Private Placement (as defined below). | |
| Item 4. | Purpose of Transaction |
The Reporting Person acquired the securities described in this Schedule 13D for investment purposes and they intend to review their investments in the Issuer on a continuing basis. Any actions the Reporting Person might undertake will be dependent upon the Reporting Person's review of numerous factors, including, but not limited to: an ongoing evaluation of the Issuer's business, financial condition, operations and prospects; price levels of the Issuer's securities; general market, industry and economic conditions; the relative attractiveness of alternative business and investment opportunities; and other future developments. The Reporting Person may, at any time and from time to time, acquire additional securities of the Issuer, or retain or sell all or a portion of the securities of the Issuer then held, in the open market or in privately negotiated transactions. Michael Blend, one of the Trustees, is CEO and a director of the Issuer. Stanley Blend, one of the Trustees, is deemed to have a greater than 10% beneficial ownership of the securities of the Issuer. None of the trustees is deemed to be beneficial owners of the securities held by the Reporting Person. Michael Blend as CEO and a director will engage in discussions with management, the Board and investors from time to time, regarding governance, business, operations, strategy and plans regarding the Issuer. The Reporting Person does not currently have any plans or proposals that relate to, or would result in, any of the matters listed in Items 4(a)-(j) of Schedule 13D, although, depending on the factors discussed herein, the Reporting Person may change their purpose or formulate different plans or proposals with respect thereto at any time. | |
| Item 5. | Interest in Securities of the Issuer |
| (a) | 7.00% |
| (b) | 5,545,077 shares of Class A Common Stock |
| (c) | On April 28, 2025, the Reporting Person entered into a Securities Purchase Agreement (the "Purchase Agreement") with the Isuer, pursuant to which the Issuer agreed to sell to the Reporting Person 4,500,000 shares of the Company's Class A Common Stock, at a price of $0.50 per share (the "Private Placement").The Private Placement closed on May 2, 2025. |
| (d) | The Reporting Person does not know of any other person having the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares. |
| (e) | Not Applicable |
| Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer |
On April 28, 2025, the Reporting Person entered into the Purchase Agreement with the Isuer, pursuant to which the Issuer agreed to sell to the Reporting Person 4,500,000 shares of the Company's Class A Common Stock, at a price of $0.50 per share.The Private Placement closed on May 2, 2025. There are no other contracts, arrangements, understandings or relationships (legal or otherwise) between the Reporting Person and any other person with respect to the Issuer's Class A Common Stock. |
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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