Daniel Weinrot

About Daniel Weinrot

Daniel Weinrot, 51, serves as General Counsel and Corporate Secretary of System1, Inc. (NYSE: SST) and has held the role since January 2018; he holds a J.D. from UCLA School of Law and a B.A. in political economy from UC Berkeley . Prior roles include General Counsel/Deputy General Counsel at Leaf Group Ltd. (2010–2018), Deputy General Counsel at Las Vegas Sands Corp. (2006–2010), and Corporate Associate at Latham & Watkins LLP (starting in 2000) . Company performance context: FY 2024 GAAP revenue was ~$263.4 million and Adjusted EBITDA ~$38.6 million ; LTM through June 2025 revenue was $317 million and Adjusted EBITDA $52 million . Quarterly momentum was mixed in 2025: Q2 revenue down 17% YoY with Adjusted EBITDA up 18% YoY; Q3 revenue down 31% YoY with Adjusted EBITDA down 4% YoY .

Past Roles

External Roles

None disclosed for Weinrot (no public company directorships or committee roles noted) .

Fixed Compensation

Weinrot is not listed among the named executive officers (NEOs) in the latest proxy; as such, base salary, target bonus, and cash compensation details for him are not disclosed in the 2025 DEF 14A . Biography confirms executive officer status but without specific cash compensation disclosure .

Performance Compensation

• No Weinrot-specific equity grants (RSUs, PSUs, options, SARs) or performance metric weightings are disclosed in the 2024/2025 proxy sections; 2024 SAR awards were disclosed for other executives (CEO, COO, CFO) and tied to Adjusted EBITDA targets, but no awards are attributed to Weinrot in those sections .
• Company-level compensation policies include a Sarbanes-Oxley/NYSE-compliant clawback policy effective October 26, 2023, covering erroneously awarded incentive-based compensation upon a required restatement .
• Insider Trading Policy prohibits hedging and pledging of company securities and restricts options transactions, short sales, margin accounts, and placing securities in margin accounts (except pre-approved exceptions) .

Equity Ownership & Alignment

• Class B Units carry no economic Class A share until exchange/redemption but correspond to voting rights via an equal number of Class C shares voting with Class A; holders may redeem Class B Units for Class A on a one-for-one basis (or cash equivalent at the Company’s election) .
• No share pledging is permitted under the Insider Trading Policy; no pledging by Weinrot is disclosed .
• Section 16(a) note: The company reported late Form 4s in October 2024 for several officers (including Weinrot) related to net settlement of RSU vesting due to timely notification issues; this was characterized as non-sale dispositions .

Employment Terms

• No Weinrot-specific employment agreement terms (severance, change-of-control multipliers, non-compete/non-solicit) are disclosed in the 2024/2025 proxy discussions; employment agreements summarized apply to other executives (CFO, CouponFollow President) and not to Weinrot .
• Indemnification agreements: The Company has indemnification agreements in place for directors and executive officers and advances expenses per bylaws; no pending litigation naming officers for indemnification was noted .
• Change-in-control mechanics (plan-level): Under the Amended SARs Plan, if awards are not assumed/replaced upon a change-in-control and the participant remains employed through the event, the award becomes fully vested and exercisable, with clawback provisions applicable to all SAR grants; however, Weinrot-specific SAR awards are not disclosed .
• Clawback policy: Effective October 26, 2023; applies to current and former officers and requires recovery of erroneously awarded incentive-based compensation after a restatement, regardless of misconduct; recovery methods include cancellation, repayment, and offsets .

Company Performance Context

Investment Implications

• Alignment: Weinrot’s reported beneficial ownership is <1% of Class A but includes meaningful Class B Units exchangeable to Class A, plus a small number of near-term RSU shares; combined, this suggests some skin-in-the-game but limited direct selling pressure from large, near-term vesting blocks .
• Risk controls: Prohibitions on hedging/pledging and an enforceable clawback policy reduce misalignment and mitigate governance risk; the October 2024 late Form 4 for RSU net settlement appears procedural rather than indicative of selling activity .
• Retention/contract economics: Absence of a disclosed employment agreement for Weinrot limits visibility into severance/change-of-control incentives; tenure since 2018 indicates stability, but specific retention levers (e.g., targeted equity grants, severance multiples) are not publicly detailed .
• Company backdrop: Mixed quarterly trends in 2025, improved margins, and product-led initiatives frame the operating environment; for legal leadership, execution risk includes evolving ad partner policies and compliance rigor, areas likely engaging GC oversight but not directly tied to disclosed pay metrics .

Note: We attempted to retrieve Form 4 insider transactions for “Weinrot” via the insider-trades skill to assess recent selling/vesting pressures, but the request failed due to authorization (HTTP 401). As such, insider trading analysis relies on proxy disclosures rather than transactional filings [ReadFile(/public/skills/insider-trades/SKILL.md)] and [tool error details].