System1, Inc. (Form: 4, Received: 01/28/2022 19:22:00)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Class A common stock, par value $0.0001 per share	1/26/2022		J⁽³⁾		833,750	D	$0	5,728,437	D ⁽¹⁾⁽²⁾
Class A common stock, par value $0.0001 per share	1/27/2022		J⁽³⁾		1,991,232	D	$0	3,737,205	D ⁽¹⁾⁽²⁾

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security
(Instr. 3)

2. Trans. Date

2A. Deemed Execution Date, if any

3. Trans. Code
(Instr. 8)

4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)

5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)

6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)

7. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

Amount

(A) or (D)

Price

Class A common stock, par value $0.0001 per share

1/26/2022

J⁽³⁾

833,750

5,728,437

D ⁽¹⁾⁽²⁾

Class A common stock, par value $0.0001 per share

1/27/2022

J⁽³⁾

1,991,232

3,737,205

D ⁽¹⁾⁽²⁾

*Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)*
Class D common stock, par value $0.0001 per share	⁽⁴⁾							⁽⁴⁾	⁽⁴⁾	Class A common stock, par value $0.0001	833,750		833,750	D ⁽¹⁾⁽²⁾
Warrants	$11.5	1/27/2022		A ⁽⁵⁾		4,734,167		⁽⁵⁾	1/27/2027	Class A common stock, par value $0.0001	4,734,167	⁽⁵⁾	4,734,167	D ⁽¹⁾⁽²⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivate Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Trans. Date

3A. Deemed Execution Date, if any

4. Trans. Code
(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)

6. Date Exercisable and Expiration Date

7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Class D common stock, par value $0.0001 per share

⁽⁴⁾

Class A common stock, par value $0.0001

833,750

D ⁽¹⁾⁽²⁾

Warrants

$11.5

1/27/2022

A ⁽⁵⁾

4,734,167

⁽⁵⁾

1/27/2027

Class A common stock, par value $0.0001

4,734,167

⁽⁵⁾

4,734,167

D ⁽¹⁾⁽²⁾

Exhibit 24.1

POWER OF ATTORNEY

Know all by these presents, that the undersigned hereby constitutes and appoints Michael L. Gravelle with full power of substitution, the undersigned’s true and lawful attorney-in-fact to:

prepare, execute in the undersigned’s name and on the undersigned’s behalf, and submit to the U.S. Securities and Exchange Commission (the “SEC”) a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934 or any rule or regulation of the SEC;

execute for and on behalf of the undersigned with respect to System1, Inc. (the “Company”), Schedules 13D and 13G and Forms 3, 4, and 5 in accordance with Sections 13 and 16(a) of the Securities Exchange Act of 1934 and the rules thereunder;

do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Schedules 13D or 13G or Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such form with the SEC and any stock exchange or similar authority; and

take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.

The undersigned hereby grants to the attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorney-in-fact, in serving in such capacity at the request of the undersigned, is not assuming, nor is the Company assuming any of the undersigned’s responsibilities to comply with Sections 13 and 16 of the Securities Exchange Act of 1934.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorney-in-fact.

[Signature Page Follows]

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 28th day of January, 2022.

	TRASIMENE TREBIA LP

	/s/ Michael L. Gravelle
	Name:	Michael L. Gravelle
	Title:	General Counsel and Corporate Secretary

	TRASIMENE TREBIA, LLC

	/s/ Michael L. Gravelle
	Name:	Michael L. Gravelle
	Title:	General Counsel and Corporate Secretary

	WILLIAM P. FOLEY, II

	/s/ William P. Foley, II
	Name:	William P. Foley, II

[Signature Page to Power of Attorney]

FORM 4 ☐ Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person ^* Trasimene Trebia, LP	2. Issuer Name and Ticker or Trading Symbol System1, Inc. [ SST ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle) C/O 1701 VILLAGE CENTER CIRCLE	3. Date of Earliest Transaction (MM/DD/YYYY) 1/26/2022
(Street) LAS VEGAS, NV 89134	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) ___ Form filed by One Reporting Person _ X _ Form filed by More than One Reporting Person
(City) (State) (Zip)

Explanation of Responses:
(1)	This form is being filed by each of the following Reporting Persons: Trasimene Trebia, LP ("Trasimene"); Trasimene Trebia, LLC ("Trasimene Trebia"); and William P. Foley, II (collectively, the "Reporting Persons"). William P. Foley, II is the sole member of Trasimene Trebia, which is the sole general partner of Trasimene. Because of the relationships among the Reporting Persons, the Reporting Persons may be deemed to beneficially own the securities reported herein to the extent of their respective pecuniary interests. Each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any.
(2)	Directly owned by Trasimene.
(3)	Trasimene forfeited the shares of Class A common stock to the Issuer for no consideration pursuant to the Business Combination Agreement, dated June 28, 2021, by and among Trebia Acquisition Corp. ("Trebia"), S1 Holdco, LLC, Inc., System1 SS Protect Holdings, Inc., and the other parties thereto, as amended (the "Business Combination Agreement"), and the Amended and Restated Sponsor Agreement, dated January 10, 2022, by and among BGPT Trebia LP, Trasimene, and the other parties thereto (the "A&R Sponsor Agreement").
(4)	See Remarks below. Under the Issuer's Certificate of Incorporation, the Class D common stock: is non-voting and does not confer economic rights other than the accrual of certain dividends; automatically converts into Class A common stock on a one-for-one basis if, during the period beginning on the closing of the transactions contemplated by the Business Combination Agreement (the "Closing") and ending on the fifth anniversary of the Closing, either the volume-weighted average price of Class A common stock equals or exceeds $12.50 per share for any 20 trading days within a period of 30 consecutive trading days or there is a "change in control" where the valuation of Class A common stock equals or exceeds $12.50 per share ("Class D Conversion Event"); and is automatically forfeited to the Issuer for no consideration if a Class D Conversion Event has not occurred prior to the fifth anniversary of the Closing. The Closing occurred on January 27, 2022.
(5)	In connection with the completion of Trebia's June 2020 initial public offering, Trasimene purchased the warrants in a private placement from Trebia, each exercisable to purchase (subject, initially, to the satisfaction of certain material conditions) one share of Class A Common Stock for $11.50 per share. The material conditions to exercise were satisfied upon the Closing, and the warrants by their terms become exercisable (including by cash settlement) 30 days following the Closing.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Trasimene Trebia, LP C/O 1701 VILLAGE CENTER CIRCLE LAS VEGAS, NV 89134	X	X
Trasimene Trebia, LLC C/O 1701 VILLAGE CENTER CIRCLE LAS VEGAS, NV 89134	X	X
FOLEY WILLIAM P II C/O 1701 VILLAGE CENTER CIRCLE LAS VEGAS, NV 89134	X	X

Signatures
See Exhibit 99.1		1/28/2022
^**Signature of Reporting Person		Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:	File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

Name of Joint Filer:	Trasimene Trebia LP

Address of Joint Filer:	c/o 1701 Village Center Circle
	Las Vegas, NV 89134

Relationship of Joint Filer to Issuer:	10% Owner, Director

Issuer Name and Ticker or Trading Symbol:	System1, Inc. [SST]

Date of Earliest Transaction Required to be Reported
(Month/Day/Year):	January 26, 2022

Designated Filer:	Trasimene Trebia LP

By:	/s/ Michael L. Gravelle
	Name: Michael L. Gravelle, by Attorney-in-Fact for William P. Foley, II