STOCK TITAN

ANGX Form 3 — Harmon Neal Reports Large Class B Stake and Long-Dated Awards

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
3

Rhea-AI Filing Summary

Harmon Neal filed an initial Form 3 disclosing his beneficial ownership of Angel Studios, Inc. (ANGX). He is reported as both Director and Chief Executive Officer. The filing shows direct ownership of 22,032,683 shares of Class B common stock and direct ownership of 26,495 shares of Class A common stock, plus an indirect interest in 27,849 Class A shares held by an immediate family member in the same household. The Form 3 also lists multiple stock options and performance stock units that convert to Class B or Class A shares with specific exercise prices and vesting structures, including options exercisable between 2027 and 2031 and PSUs that vest based on stock price milestones through 2035.

Positive

  • Transparent initial disclosure of direct and indirect holdings as required under Section 16
  • Detailed footnotes explain conversion of pre-business-combination awards and vesting conditions
  • Substantial direct Class B ownership is fully reported

Negative

  • None.

Insights

TL;DR: Routine initial disclosure showing substantial Class B holdings and long-dated equity incentives.

The Form 3 is a standard Section 16 disclosure for an officer/director reporting beneficial ownership. The most material item is the 22,032,683 shares of Class B common stock held directly, which represents concentrated voting/economic exposure relative to the other reported share classes. The filing also documents multiple stock options and performance stock units with exercise prices from $0.06 to $7.29 and vesting/exercise windows spanning 2027–2035; these create potential future dilution if vested and exercised. No transactions, sales, or transfers are reported on this Form 3; it is an initial ownership statement.

TL;DR: Officer/director dual role disclosed along with family-held indirect interest—standard governance disclosure.

The filer is disclosed as both CEO and a Director, triggering Section 16 reporting obligations. The disclosure of an indirect interest in 27,849 Class A shares through an immediate family member is properly noted and explained. Multiple equity awards include performance-based vesting tied to stock price milestones; these provisions align management incentives with share-price performance. The Form 3 contains required explanatory footnotes describing conversions from pre-merger awards following the business combination.

SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0104
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1. Name and Address of Reporting Person*
Harmon Neal

(Last) (First) (Middle)
295 W. CENTER ST.

(Street)
PROVO UT 84601

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
09/10/2025
3. Issuer Name and Ticker or Trading Symbol
Angel Studios, Inc. [ ANGX ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock, par value $0.0001 per share 26,495 D
Class A Common Stock, par value $0.0001 per share 27,849 I See Footnote(1)
Class B Common Stock, par value $0.0001 per share 22,032,683 D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (right to buy) (2) 10/25/2027 Class B Common Stock 18,726 $0.06 D
Stock Option (right to buy) (3) 06/06/2028 Class B Common Stock 190,235 $0.06 D
Stock Option (right to buy) (4) 06/17/2029 Class B Common Stock 13,911 $0.06 D
Stock Option (right to buy) (5) 03/16/2031 Class B Common Stock 70,401 $0.64 D
Stock Option (right to buy) (6) 11/02/2031 Class B Common Stock 37,453 $1.67 D
Performance Stock Units (7) 10/20/2033 Class A Common Stock 136,158 $2.66 D
Performance Stock Units (8) 07/22/2034 Class A Common Stock 24,157 $2.66 D
Performance Stock Units (9) 09/10/2034 Class A Common Stock 253,729 $5.66 D
Performance Stock Units (10) 04/24/2035 Class A Common Stock 41,300 $6.13 D
Performance Stock Units (11) 07/17/2035 Class A Common Stock 14,087 $7.29 D
Explanation of Responses:
1. These shares of Class A Common Stock are held by an immediate family member of Mr. Harmon sharing the same household. Mr. Harmon is thus deemed to hold an indirect pecuniary interest in these shares of Class A Common Stock.
2. Prior to the Issuer's business combination (the "Business Combination"), the fully-vested stock options represented the right to purchase 3,500 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 18,726 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 35,555 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 190,235 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 2,600 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 13,911 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 13,158 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 70,401 shares of the Issuer's Class B Common Stock.
6. Prior to the Business Combination, the stock options represented the right to purchase 7,000 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 37,453 shares of the Issuer's Class B Common Stock. Twenty-five percent (25%) of these options vested on November 2, 2022, with the remaining options vesting in equal monthly installments through November 2, 2025.
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 25,448 shares of Angel Legacy Inc.'s Class C Common Stock. Following the Business Combination, the PSUs converted into the right to purchase 136,158 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 performance stock units (PSUs) were granted under Angel Legacy, Inc's. 2023 Performance Equity Plan and represented the right to purchase 4,515 shares of Angel Legacy Inc.'s Class C Common Stock. Following the Business Combination, the PSUs converted into the right to purchase 24,157 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.
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 47,422 shares of Angel Legacy Inc.'s Class C Common Stock. Following the Business Combination, the PSUs converted into the right to purchase 253,729 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.
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 7,719 shares of Angel Legacy Inc.'s Class C Common Stock. Following the Business Combination, the PSUs converted into the right to purchase 41,300 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 2,633 shares of Angel Legacy Inc.'s Class C Common Stock. Following the Business Combination, the PSUs converted into the right to purchase 14,087 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
/s/ Patrick J. Reilly, Attorney-in-Fact 09/22/2025
** 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 5 (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 Number.

FAQ

What shares does Harmon Neal directly own in Angel Studios (ANGX)?

The Form 3 reports 22,032,683 shares of Class B common stock and 26,495 shares of Class A common stock as directly owned.

Why does Harmon Neal have an indirect interest in Class A shares?

The filing states 27,849 Class A shares are held by an immediate family member sharing the same household, giving Mr. Neal an indirect pecuniary interest.

What equity awards are disclosed and when do they become exercisable?

The filing lists stock options exercisable beginning 10/25/2027 through options with vesting into 2025, and performance stock units with milestones vesting through 2035; exercise prices range from $0.06 to $7.29.

Does the Form 3 show any sales or transfers of securities?

No; this Form 3 is an initial statement of beneficial ownership and does not report any sales or transfers.

What explanation is given for the origin of the reported options and PSUs?

Footnotes state these awards were granted under Angel Legacy, Inc.'s pre-business-combination plans and converted into Angel Studios shares following the business combination.
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