Elizabeth Ellis Form 3 Angel Studios / Elizabeth Ellis ownership change

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

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1. Name and Address of Reporting Person^*

Ellis Elizabeth

(Last) (First) (Middle)

295 W. CENTER ST.

(Street)

PROVO UT 84801

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
04/29/2024

3. Issuer Name and Ticker or Trading Symbol
Angel Studios, Inc. [ NONE ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

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 B Common Stock, par value $0.001 per share	5,000	I	See Footnote(1)

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	(2)	07/17/2025	Class F Common Stock	25,000	0.5	D
Stock Option	(2)	08/10/2026	Class F Common Stock	28,000	0.82	D
Stock Option	(2)	06/06/2028	Class F Common Stock	1,018	0.32	D
Stock Option	(2)	12/14/2028	Class F Common Stock	20,000	0.32	D
Stock Option	(2)	07/20/2030	Class F Common Stock	101,205	0.32	D
Stock Option	(2)	03/16/2031	Class F Common Stock	11,718	3.42	D
Stock Option	(3)	09/03/2031	Class F Common Stock	50,035	8.63	D
Stock Option	(4)	12/02/2032	Class F Common Stock	7,179	11.95	D
Stock Option	(5)	04/20/2033	Class F Common Stock	66,496	14.18	D
Stock Option	(6)	10/20/2033	Class F Common Stock	16,525	14.18	D

Explanation of Responses:

1. These shares of Class F 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 F Common Stock.

2. Represent fully-vested stock options exercisable for shares of Class F Common Stock.

3. Represent stock options exercisable for shares of Class F Common Stock. Twenty-five percent (25%) of these options vested on September 3, 2022, with the remaining options vesting in equal monthly installments through September 3, 2025.

4. Represent fully-vested stock options exercisable for shares of Class F Common Stock.

5. Represent stock options exercisable for shares of Class F Common Stock. Twenty-five percent (25%) of these options vested on September 3, 2022, with the remaining options vesting in equal monthly installments through September 3, 2025.

6. Represent stock options exercisable for shares of Class F 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 List: Exhibit 24 - Power of Attorney

	/s/ Patrick J. Reilly, Attorney-in-Fact	04/29/2024
	** 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).
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