Angel Studios, Inc.
For the period ended Dec 31, 2025. Filed Mar 12, 2026.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2025 · Filed Mar 12, 2026
ANGX$3.74+1.4%Stored close · as of Nov 10, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
Item 15. Exhibits and Financial Statement Schedules
| (1) | Consolidated Financial Statements |
| | |
| Report of Independent Registered Public Accounting Firm (PCAOB Firm ID:270) | F-2 |
|---|---|
| Consolidated Financial Statements: | |
| Consolidated Balance Sheets as of December 31, 2025 and 2024 | F-3 |
| Consolidated Statements of Operations as of December 31, 2025, 2024 and 2023 | F-4 |
| Consolidated Statements of Stockholders’ Equity as of December 31, 2025, 2024, and 2023 | F-5 |
| Consolidated Statements of Cash Flows as of December 31, 2025, 2024 and 2023 | F-6 |
| Notes to Consolidated Financial Statements | F-7 |
(2) Consolidated Financial Statement Schedules:
The financial statements are listed in the Index to Consolidated Financial Statements, Notes and Schedules on page F-1
(3) Exhibits
The following exhibits are filed with this report. Exhibits which are incorporated herein by reference can be obtained from the SEC’s website at sec.gov.
(b)Exhibits:
| | | |
| ExhibitNumber | | Exhibit Description |
| | | |
| 2.1 | | Agreement and Plan of Merger, dated September 11, 2024, by and among Southport Acquisition Corporation, Sigma Merger Sub, Inc. and Angel Studios, Inc., incorporated by reference to Exhibit 2.1 on the Company’s Form 8-K/A on September 11, 2024 |
| 2.2 | | Amendment No. 1 to Agreement and Plan of Merger, dated February 14, 2025, by and among the Company, Sigma Merger Sub, Inc. and Angel Legacy, incorporated by reference to Exhibit 2.1 of the Company’s Current Report on Form 8-K, filed on February 14, 2025 |
| 2.3*+ | | Agreement and Plan of Merger between the Company, Angel Black Autumn Merger Sub, Inc., Black Autumn Show, Inc. and the Stockholder Representative, dated November 14, 2025 |
| 2.4*+ | | Agreement and Plan of Merger by and among by and among the Company, Angel TCP Merger Sub, LLC, Toothy Cow Productions, LLC and the unitholder representative, dated November 14, 2025 |
| 2.5*+ | | Agreement and Plan of Merger between the Company and Angel Tuttle Merger Sub, LLC, Tuttle Twins Show, LLC and the unitholder representative, dated November 14, 2025 |
| 3.1 | | Second Amended and Restated Certificate of Incorporation of Angel Studios, Inc., incorporated by reference to Exhibit 3.1 of the Company’s Registration Statement on Form S-1 filed on September 16, 2025 |
| 3.2 | | Amended and Restated Bylaws of Angel Studios, Inc., incorporated by reference to Exhibit 3.2 of the Company’s Registration Statement on Form S-1 filed on September 16, 2025 |
| 4.1 | | Form of Subordinated Convertible Promissory Note, incorporated by reference to Exhibit 4.1 of Angel Legacy’s Current Report on Form 8-K, filed on August 15, 2025 |
| 4.2 | | Warrant to Purchase Stock, incorporated by reference to Exhibit 4.1 of Angel Legacy’s Current Report on Form 8-K, filed on September 10, 2025 |
| 4.3 | | Warrant to Purchase Stock, incorporated by reference to Exhibit 4.2 of Angel Legacy’s Current Report on Form 8-K, filed on September 10, 2025 |
| 4.4 | | Angel Studios, Inc. 2025 Long-Term Incentive Plan, incorporated by reference to Exhibit 4.7 of the Company’s Registration Statement on Form S-8, filed on November 18, 2025 |
| 4.5* | | Description of the Registrant's Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 |
| 10.1 | | Settlement Agreement, dated August 26, 2020, incorporated by reference to Exhibit 1.3 of Angel Legacy’s Form 1-U filed on September 15, 2020 |
| 10.2 | | Promissory Note and Security Agreement between Angel Studios, Inc. and VidAngel Entertainment, LLC, dated March 1, 2021, incorporated by reference to Exhibit 6.6 of Angel Legacy’s Form 1-K filed on April 28, 2023 |
| 10.3 | | Form of Escrow Agreement by and between North Capital Private Securities Corporation and Angel Studios, Inc., incorporated by reference to Exhibit 1.2 of Angel Legacy’s Form 1-A filed on June 20, 2024 |
| 10.4 | | P&A Loan Agreement between Angel P&A, LLC and Angel Studios, Inc., dated February 23, 2024, incorporated by reference to Exhibit 10.11 of Angel Legacy’s Annual Report on Form 10-K filed on March 28, 2025 |
| 10.5 | | Amendment to P&A Loan Agreement between Angel P&A, LLC and Angel Studios, Inc., dated December 1, 2024, incorporated by reference to Exhibit 10.12 of Angel Legacy’s Annual Report on form 10-K filed on March 28, 2025 |
| 10.6 | | Subscription Agreement, incorporated by reference to Exhibit 4.1 of Angel Legacy’s amended Form 1-A filed on July 24, 2025 |
| 10.7 | | Broker-Dealer - Onboarding Agent Agreement – Reg A+ Tier 2, by and between Rialto Markets LLC and Angel Studios, Inc., effective June 16, 2025, incorporated by reference to Exhibit 1.1 of Angel Legacy’s Form 1-A filed on July 24, 2025 |
| 10.8 | | Term Sheet by and between Angel Studios, Inc. and 2521 Entertainment, LLC, incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K, filed on October 8, 2025 |
| 10.9 | | Note and Warrant Purchase Agreement, incorporated by reference to Exhibit 10.1 of Angel Legacy’s Current Report on Form 8-K, filed on May 9, 2025 |
| 10.10 | | Form of Subordinated Convertible Promissory Note, incorporated by reference to Exhibit 10.2 of Angel Legacy’s Current Report on Form 8-K, filed on May 9, 2025 |
| 10.11 | | Form of Subordinated Convertible Promissory Note, incorporated by reference to Exhibit 4.1 to Angel Legacy’s Current Report on Form 8-K filed on August 15, 2025 |
| 10.12 | | Loan and Security Agreement, incorporated by reference to Exhibit 10.1 of Angel Legacy’s Current Report on Form 8-K, filed on September 10, 2025 |
| 10.13 | | Participation Rights Agreement, incorporated by reference to Exhibit 10.2 of Angel Legacy’s Current Report on Form 8-K, filed on September 10, 2025 |
| 10.14 | | Equity Distribution Agreement, dated December 5, 2025, between the Company and Oppenheimer & Co. Inc., TCBI Securities, Inc., doing business as Texas Capital Securities, Maxim Group LLC and Roth Capital Partners, LLC, incorporated by reference to Exhibit 1.1 of the Company’s Current Report on Form 8-K, filed on December 5, 2025 |
| 10.15*+ | | Form of Support Agreement, by and among the Company and certain key equity holders of Black Autumn (included as Exhibit A to Exhibit 2.3 filed above) |
| 10.16*+ | | Form of Support Agreement, by and among the Company and certain key equity holders of TCP |
| 10.17*+ | | Form of Support Agreement, by and among the Company and certain key equity holders of TTS |
| 10.18*+ | | Form of Black Autumn Key Operator Stock Restriction Agreement (included as Exhibit B to Exhibit 2.3 filed above) |
| 10.19*+ | | Form of TTS Key Operator Stock Restriction Agreement |
| 10.20* | | Ratification and First Amendment to Loan and Security Agreement, effective as of September 9, 2025 |
| 19.1* | | Angel Studios, Inc. Securities Trading Policy |
| 21.1 | | List of Significant Subsidiaries |
| 23.1* | | Consent of Tanner LLP |
| 31.1* | | Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |
| 31.2* | | Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 |
| 32.1* | | Certification of Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. 1350, as created by Section 906 of the Sarbanes-Oxley Act of 2002 |
| 97.1* | | Angel Studios, Inc. Executive Officer Incentive Compensation Recovery Policy |
| 101.INS | | Inline XBRL Instance Document |
| 101.CAL | | Inline XBRL Taxonomy Extension Calculation Linkbase Document |
| 101.SCH | | Inline XBRL Taxonomy Extension Schema Document |
| 101.DEF | | Inline XBRL Taxonomy Extension Definition Linkbase Document |
| 101.LAB | | Inline XBRL Taxonomy Extension Labels Linkbase Document |
| 101.PRE | | Inline XBRL Taxonomy Extension Presentation Linkbase Document |
| 104 | | Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101) |
| * | Filed herewith. |
|---|
+Certain exhibits and schedules to this Exhibit have been omitted pursuant to Item 601(b)(2) of Regulation S-K. The Company agrees to furnish supplementally a copy of any omitted schedule or exhibit to the SEC upon request.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| | | | |
|---|---|---|---|
| | | ANGEL STUDIOS, INC. | |
| | | | |
| DATE: March 12, 2026 | | | /s/ Neal Harmon |
| | | | Neal Harmon |
| | | | Chief Executive Officer |
| | | | |
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
| | | | | | |
|---|---|---|---|---|---|
| | Signature | | Title | | Date |
| | | | | | |
| | /s/ Neal Harmon | | Chief Executive Officer and Director | | March 12, 2026 |
| | Neal Harmon | | (Principal Executive Officer) | | |
| | | | | | |
| | /s/ Scott Klossner | | Chief Financial Officer | | March 12, 2026 |
| | Scott Klossner | | (Principal Financial and Accounting Officer) | | |
| | | | | | |
| | /s/ Paul Ahlstrom | | Director | | March 12, 2026 |
| | Paul Ahlstrom | | | | |
| | | | | | |
| | /s/ Katie Liljenquist | | Director | | March 12, 2026 |
| | Katie Liljenquist | | | | |
| | | | | | |
| | /s/ Mina Nguyen | | Director | | March 12, 2026 |
| | Mina Nguyen | | | | |
| | | | | | |
| | /s/ Steve Sarowitz | | Director | | March 12, 2026 |
| | Steve Sarowitz | | | | |
| | | | | | |
| | /s/ Robert C. Gay | | Director | | March 12, 2026 |
| | Robert C. Gay | | | | |
| | | | | | |
| | /s/ Benton Crane | | Director | | March 12, 2026 |
| | Benton Crane | | | | |
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
| | |
| Report of Independent Registered Public Accounting Firm (PCAOB Firm ID:270) | F-2 |
|---|---|
| Consolidated Financial Statements: | |
| Consolidated Balance Sheets as of December 31, 2025 and 2024 | F-3 |
| Consolidated Statements of Operations as of December 31, 2025, 2024 and 2023 | F-4 |
| Consolidated Statements of Stockholders’ Equity as of December 31, 2025, 2024, and 2023 | F-5 |
| Consolidated Statements of Cash Flows as of December 31, 2025, 2024 and 2023 | F-6 |
| Notes to Consolidated Financial Statements | F-7 |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.