Sec Form 3 Filing - Ellis Elizabeth @ Angel Studios, Inc. - 2025-09-10

Insider filing report for Changes in Beneficial Ownership
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FORM 3
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
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Ellis Elizabeth
2. Issuer Name and Ticker or Trading Symbol
Angel Studios, Inc. [ ANGX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Operating Officer
(Last) (First) (Middle)
295 W. CENTER ST.
3. Date of Earliest Transaction (MM/DD/YY)
09/10/2025
(Street)
PROVO, UT84601
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction 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 V Amount (A) or (D) Price
Class A Common Stock, par value $0.0001 per share 5,264 D
Class B Common Stock, par value $0.0001 per share 26,752 I See Footnote ( 1 )
Class B Common Stock, par value $0.0001 per share 133,761 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (right to buy) $ 0.16 ( 2 ) 08/10/2026 Class B Common Stock 149,812 D
Stock Option (right to buy) $ 0.06 ( 3 ) 06/06/2028 Class B Common Stock 5,446 D
Stock Option (right to buy) $ 0.06 ( 4 ) 12/14/2028 Class B Common Stock 107,009 D
Stock Option (right to buy) $ 0.06 ( 5 ) 07/20/2030 Class B Common Stock 541,734 D
Stock Option (right to buy) $ 0.64 ( 6 ) 03/16/2031 Class B Common Stock 62,696 D
Stock Option (right to buy) $ 1.62 ( 7 ) 09/03/2031 Class B Common Stock 267,710 D
Stock Option (right to buy) $ 2.24 ( 8 ) 12/02/2032 Class B Common Stock 38,410 D
Stock Option (right to buy) $ 2.66 ( 9 ) 04/20/2033 Class B Common Stock 355,784 D
Performance Stock Units $ 2.66 ( 10 ) 10/20/2033 Class A Common Stock 88,416 D
Performance Stock Units $ 2.66 ( 11 ) 07/22/2034 Class A Common Stock 24,173 D
Performance Stock Units $ 5.66 ( 12 ) 09/10/2034 Class A Common Stock 285,853 D
Performance Stock Units $ 6.13 ( 13 ) 04/24/2035 Class A Common Stock 43,065 D
Performance Stock Units $ 7.29 ( 14 ) 07/17/2035 Class A Common Stock 18,501 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Ellis Elizabeth
295 W. CENTER ST.
PROVO, UT84601
Chief Operating Officer
Signatures
/s/ Patrick J. Reilly, Attorney-in-Fact 09/22/2025
Signature of Reporting Person Date
Explanation of Responses:
( 1 )These shares of Class B Common Stock are held by an immediate family member of Mrs. Ellis sharing the same household. Mrs. Ellis is thus deemed to hold an indirect pecuniary interest in these shares of Class B Common Stock.
( 2 )Prior to the Issuer's business combination (the "Business Combination"), the fully-vested stock options represented the right to purchase 28,000 shares of Angel Legacy, Inc's Class F Common Stock, par value $0.001 per share. Following the Issuer's business combination, the fully-vested stock options converted into the right to purchase 149,812 shares of the Issuer's Class B Common Stock.
( 3 )Prior to the Business Combination, the fully-vested stock options represented the right to purchase 1,018 shares of Angel Legacy, Inc's Class F Common Stock, par value $0.001 per share. Following the Issuer's business combination, the fully-vested stock options converted into the right to purchase 5,446 shares of the Issuer's Class B Common Stock.
( 4 )Prior to the Business Combination, the fully-vested stock options represented the right to purchase 20,000 shares of Angel Legacy, Inc's Class F Common Stock, par value $0.001 per share. Following the Issuer's business combination, the fully-vested stock options converted into the right to purchase 107,009 shares of the Issuer's Class B Common Stock.
( 5 )Prior to the Business Combination, the fully-vested stock options represented the right to purchase 101,250 shares of Angel Legacy, Inc's Class F Common Stock, par value $0.001 per share. Following the Issuer's business combination, the fully-vested stock options converted into the right to purchase 541,734 shares of the Issuer's Class B Common Stock.
( 6 )Prior to the Business Combination, the fully-vested stock options represented the right to purchase 11,718 shares of Angel Legacy, Inc's Class F Common Stock, par value $0.001 per share. Following the Issuer's business combination, the fully-vested stock options converted into the right to purchase 62,696 shares of the Issuer's Class B Common Stock.
( 7 )Prior to the Business Combination, the fully-vested stock options represented the right to purchase 50,035 shares of Angel Legacy, Inc's Class F Common Stock, par value $0.001 per share. Following the Issuer's business combination, the fully-vested stock options converted into the right to purchase 267,710 shares of the Issuer's Class B Common Stock.
( 8 )Prior to the Business Combination, the fully-vested stock options represented the right to purchase 7,179 shares of Angel Legacy, Inc's Class F Common Stock, par value $0.001 per share. Following the Issuer's business combination, the fully-vested stock options converted into the right to purchase 38,410 shares of the Issuer's Class B Common Stock.
( 9 )Prior to the Business Combination, the stock options represented the right to purchase 66,496 shares of Angel Legacy, Inc's Class F Common Stock, par value $0.001 per share. Following the Issuer's business combination, the stock options converted into the right to purchase 355,784 shares of the Issuer's Class B Common Stock. Twenty-five percent (25%) of these options vested on April 20, 2024, with the remaining options vesting in equal monthly installments through April 20, 2027.
( 10 )Prior to the Business Combination, the performance stock units (PSUs) were granted under Angel Legacy, Inc's. 2023 Performance Equity Plan and represented the right to purchase 16,525 shares of Angel Legacy Inc.'s Class C Common Stock. Following the Business Combination, the PSUs converted into the right to purchase 88,416 shares of the Issuer's Class A Common Stock. These options will vest in 10 tranches, equally divided, with each tranche becoming vested based on a series of increasing stock price milestones.
( 11 )Prior to the Business Combination, the performance stock units (PSUs) were granted under Angel Legacy, Inc's. 2023 Performance Equity Plan and represented the right to purchase 4,518 shares of Angel Legacy Inc.'s Class C Common Stock. Following the Business Combination, the PSUs converted into the right to purchase 24,173 shares of the Issuer's Class A Common Stock. These options will vest in 10 tranches, equally divided, with each tranche becoming vested based on a series of increasing stock price milestones.
( 12 )Prior to the Business Combination, the performance stock units (PSUs) were granted under Angel Legacy, Inc's. 2023 Performance Equity Plan and represented the right to purchase 53,426 shares of Angel Legacy Inc.'s Class C Common Stock. Following the Business Combination, the PSUs converted into the right to purchase 285,853 shares of the Issuer's Class A Common Stock. These options will vest in 10 tranches, equally divided, with each tranche becoming vested based on a series of increasing stock price milestones.
( 13 )Prior to the Business Combination, the performance stock units (PSUs) were granted under Angel Legacy, Inc's. 2023 Performance Equity Plan and represented the right to purchase 8,049 shares of Angel Legacy Inc.'s Class C Common Stock. Following the Business Combination, the PSUs converted into the right to purchase 43,065 shares of the Issuer's Class A Common Stock. These options will vest in 10 tranches, equally divided, with each tranche becoming vested based on a series of increasing stock price milestones.
( 14 )Prior to the Business Combination, the performance stock units (PSUs) were granted under Angel Legacy, Inc's. 2023 Performance Equity Plan and represented the right to purchase 3,458 shares of Angel Legacy Inc.'s Class C Common Stock. Following the Business Combination, the PSUs converted into the right to purchase 18,501 shares of the Issuer's Class A Common Stock. These options will vest in 10 tranches, equally divided, with each tranche becoming vested based on a series of increasing stock price milestones.

Remarks:
Exhibit 24 - Power of Attorney

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