Sec Form 3 Filing - Harmon Jordan @ 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
Harmon Jordan
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)
President
(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 8,673 D
Class B Common Stock, par value $0.0001 per share 647,079 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) $ 1.62 ( 1 ) 08/03/2031 Class B Common Stock 535,046 D
Stock Option (right to buy) $ 2.66 ( 2 ) 04/20/2033 Class B Common Stock 288,282 D
Stock Option (right to buy) $ 2.66 ( 3 ) 04/20/2033 Class B Common Stock 1,070,092 D
Performance Stock Units $ 2.66 ( 4 ) 10/20/2033 Class A Common Stock 122,653 D
Performance Stock Units $ 2.66 ( 5 ) 07/22/2034 Class A Common Stock 28,212 D
Performance Stock Units $ 5.66 ( 6 ) 09/10/2034 Class A Common Stock 417,967 D
Performance Stock Units $ 6.13 ( 7 ) 04/24/2035 Class A Common Stock 48,025 D
Stock Option (right to buy) $ 6.13 ( 8 ) 04/24/2035 Class B Common Stock 1,605,138 D
Performance Stock Units $ 7.29 ( 9 ) 07/17/2035 Class A Common Stock 18,603 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Harmon Jordan
295 W. CENTER ST.
PROVO, UT84601
President
Signatures
/s/ Patrick J. Reilly, Attorney-in-Fact 09/22/2025
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Prior to the Issuer's business combination (the "Business Combination"), the fully-vested stock options represented the right to purchase 100,000 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 535,046 shares of the Issuer's Class B Common Stock.
( 2 )Prior to the Business Combination, the fully-vested stock options represented the right to purchase 53,880 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 288,282 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.
( 3 )Prior to the Business Combination, the fully-vested stock options represented the right to purchase 200,000 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 1,070,092 shares of the Issuer's Class B 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.
( 4 )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 22,924 shares of Angel Legacy Inc.'s Class C Common Stock. Following the Business Combination, the PSUs converted into the right to purchase 122,653 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.
( 5 )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 5,273 shares of Angel Legacy Inc.'s Class C Common Stock. Following the Business Combination, the PSUs converted into the right to purchase 28,212 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.
( 6 )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 78,118 shares of Angel Legacy Inc.'s Class C Common Stock. Following the Business Combination, the PSUs converted into the right to purchase 417,967 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.
( 7 ) 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 8,976 shares of Angel Legacy Inc.'s Class C Common Stock. Following the Business Combination, the PSUs converted into the right to purchase 48,025 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.
( 8 )Prior to the Business Combination, the fully-vested stock options represented the right to purchase 300,000 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 1,605,138 shares of the Issuer's Class B 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.
( 9 )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 3,477 shares of Angel Legacy Inc.'s Class C Common Stock. Following the Business Combination, the PSUs converted into the right to purchase 18,603 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

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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