UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A 

Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934 

(Amendment No. 1)

Filed by the Registrant  x

Filed by a Party other than the Registrant  ¨

Check the appropriate box:

¨  Preliminary Proxy Statement

¨  Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

x  Definitive Proxy Statement

¨  Definitive Additional Materials

¨  Soliciting Material Pursuant to §240.14a-12

Angel Studios, Inc.

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

x  No fee required.

¨  Fee paid previously with preliminary materials.

¨  Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a6(i)(1) and 0-11.

EXPLANATORY NOTE

This Amendment No. 1 (this “Amendment”) amends the definitive proxy statement of Angel Studios, Inc. (the “Company”), filed with the U.S. Securities and Exchange Commission (“SEC”) on August 6, 2025 (the “Proxy Statement”). The Proxy Statement was previously filed in connection with the Company’s 2025 Special Meeting of Stockholders to be held on Friday, September 5, 2025, including any adjournment or postponement thereof (the “Special Meeting”). This Amendment supplements and amends certain disclosures relating to the previously proposed listing of the Combined Company’s common stock. The changes herein include the phrasing “Nasdaq and/or the NYSE," which align with the Joint Proxy Statement/Prospectus Supplement No. 1 filed on Form 424(b)(3) by Southport Acquisition Corporation on August 21, 2025 (File No. 333-283151) and reflects the Company and Southport Acquisition Corporation's intentions to list the Combined Company’s common stock on the New York Stock Exchange under ticker symbol "ANGX," rather than the Nasdaq Stock Market LLC, as previously disclosed.

The Amendment should be read in conjunction with the Proxy Statement, which should be read in its entirety and is available free of charge on the SEC’s website at www.sec.gov. Page number references below are to page numbers in the Proxy Statement, and capitalized terms used but not defined herein have the meanings set forth in the Proxy Statement. Underlined text shows text being added to a referenced disclosure in the Proxy Statement, and strikethrough text shows text being removed from a referenced disclosure in the Proxy Statement.

Proxies already received will continue to be voted as instructed unless otherwise revoked or changed by a subsequent proxy.

EXCEPT AS DESCRIBED IN THIS AMENDMENT, THE INFORMATION PROVIDED IN THE PROXY STATEMENT REMAINS UNCHANGED. TO THE EXTENT THAT INFORMATION IN THIS AMENDMENT DIFFERS FROM OR UPDATES INFORMATION CONTAINED IN THE PROXY STATEMENT, THE INFORMATION IN THIS AMENDMENT SHALL BE DEEMED TO REPLACE AND SUPERSEDE THE PROXY STATEMENT, AND THE INFORMATION PROVIDED HEREIN SHALL GOVERN. THE PROXY STATEMENT CONTAINS ADDITIONAL INFORMATION. THIS AMENDMENT SHOULD BE READ IN CONJUNCTION WITH THE PROXY STATEMENT.

AMENDMENT TO PROXY STATEMENT

The following disclosure amends and restates the paragraph in the “letter to stockholders:”

Upon the consummation of the Business Combination, it is expected that Harmon Ventures, LLC (“Harmon Ventures”), in which Mr. Neal Harmon, ASI’s Chief Executive Officer, owns a 47.5% interest and Mr. Jeffrey Harmon, ASI’s Chief Content Officer and the brother of Mr. Neal Harmon, owns a 47.2% interest, and which is controlled by Messrs. Neal and Jeffrey Harmon, will hold a total of 47,917,355 shares of Combined Company Class B common stock. Currently, Harmon Ventures holds 30.9% of the outstanding shares of ASI common stock, representing 15.8% of the voting power of the outstanding ASI common stock. Under the proposed dual-class structure of the Combined Company, Harmon Ventures will control approximately 60.6% of the voting power of the outstanding Combined Company Common Stock upon the Closing in each of the No Redemption Scenario and No Warrant Conversion Scenario (as defined below) and in the Maximum Redemption Scenario and No Warrant Conversion Scenario (as defined below), and approximately 60.5% of the voting power of the outstanding Combined Company Common Stock upon the Closing in each of the No Redemption Scenario and Warrant Conversion Scenario (as defined below) and in the Maximum Redemption Scenario and Warrant Conversion Scenario (as defined below). See the section entitled “Beneficial Ownership of Securities” in the accompanying joint proxy statement/prospectus for more information. Accordingly, if the Business Combination is consummated, Harmon Ventures will, except as required by law, have the unilateral power to control the outcome of all matters submitted to the Combined Company’s stockholders for approval, including the election of directors. Additionally, at the Closing, due to the ownership by Harmon Ventures of the Combined Company Common Stock, the Combined Company will be considered a “controlled company” within the meaning of the Nasdaq Stock Market LLC (the “Nasdaq”) and/or the NYSE listing rules and may elect not to comply with certain corporate governance listing standards. However, the Combined Company does not currently intend to take advantage of any of these exemptions.

The following disclosure amends and restates the paragraph in the “letter to stockholders:”

SAC Class A common stock, SAC Public Warrants (as defined below) and SAC units are currently quoted on the OTC Pink Marketplace under the ticker symbols “PORT,” “PORTW” and “PORTU,” respectively. SAC will apply to have the Combined Company Class A common stock listed on the Nasdaq Capital Market and/or the NYSE under the ticker symbol “ANGX.” It is a condition of the consummation of the Business Combination that SAC receive confirmation from the Nasdaq Capital Market and/or the NYSE (or another nationally recognized stock exchange in the United States as may be agreed by SAC and ASI) that the securities have been conditionally approved for listing on such exchange, but there can be no assurance such listing conditions will be met or that SAC will obtain such confirmation from such exchange. If such listing conditions are not met or if such confirmation is not obtained, the Business Combination will not be consummated as the parties do not intend to waive the applicable condition set forth in the Merger Agreement.

The following disclosure amends and restates the paragraph under the heading “SAC Special Meeting” in the “letter to stockholders:”

At the SAC Special Meeting, SAC stockholders will be asked to consider and vote upon (i) a proposal to approve and adopt the Merger Agreement (the “Business Combination Proposal”), (ii) a proposal to approve and adopt the proposed second amended and restated certificate of incorporation of the Combined Company (the “Proposed Charter”), in the form attached to the accompanying joint proxy statement/prospectus as Annex H (the “Charter Proposal”), (iii) four separate proposals with respect to certain governance provisions in the Proposed Charter and the proposed amended and restated bylaws of the Combined Company, in the form attached to the accompanying joint proxy statement/prospectus as Annex I, which are being presented separately in accordance with SEC guidance to give stockholders the opportunity to present their separate views on important corporate governance provisions, which will be voted upon on a non-binding advisory basis (collectively, the “Governance Proposals”), (iv) a proposal to elect five directors who, upon consummation of the Business Combination, will be the directors of the Combined Company (the “Director Election Proposal”), (v) a proposal to approve, for purposes of complying with the applicable listing rules of the Nasdaq and/or the NYSE, the issuance of Combined Company Common Stock pursuant to the Merger Agreement (the “Stock Issuance Proposal”), (vi) a proposal to approve and adopt the Combined Company’s 2024 Long-Term Incentive Plan (the “2025 Plan” and the “Incentive Equity Plan Proposal,” respectively) and (vii) a proposal to approve the adjournment of the SAC Special Meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies in the event that there are insufficient votes for the approval of one or more of the proposals at the SAC Special Meeting (the “SAC Adjournment Proposal”).

The following disclosure amends and restates the paragraph in the “Notice of Special Meeting of Stockholders of Southport Acquisition Corporation of the Proxy Statement:”

SAC Class A Common Stock, SAC public warrants and SAC units are currently quoted on the OTC Pink Marketplace under the ticker symbols “PORT,” “PORTW” and “PORTU,” respectively. SAC will apply to have the Combined Company Class A common stock listed on the Nasdaq Capital Market and/or the NYSE under the ticker symbol “ANGX.” It is a condition of the consummation of the Business Combination that SAC receive confirmation from the Nasdaq Capital Market and/or the NYSE (or another nationally recognized stock exchange in the United States as may be agreed by SAC and ASI) that the securities have been conditionally approved for listing on such exchange, but there can be no assurance such listing conditions will be met or that SAC will obtain such confirmation from such exchange. If such listing conditions are not met or if such confirmation is not obtained, the Business Combination will not be consummated as the parties do not intend to waive the applicable condition set forth in the Merger Agreement.

The following disclosure amends and restates the paragraph in the “Notice of Special Meeting of Stockholders of Southport Acquisition Corporation:”

SAC Stockholder Proposal No. 5 – The Stock Issuance Proposal-to consider and vote upon a proposal to approve, for purposes of complying with the applicable listing rules of the Nasdaq Stock Market LLC and/or the NYSE, the issuance of Combined Company Common Stock pursuant to the Merger Agreement (the “Stock Issuance Proposal”);

The following disclosure amends and restates the paragraph under the headings “Combined Company post-Business Combination (No Redemption Scenario and Warrant Conversion Scenario),” “Interests of ASI’s Directors and Executive Officers in the Business Combination” and “Risks Relating to ASI and the Business Combination” on page 62, page 82 and page 117 of the Proxy Statement, respectively:

Upon the consummation of the Business Combination, it is expected that Harmon Ventures, in which Mr. Neal Harmon, ASI’s Chief Executive Officer, owns a 47.5% interest and Mr. Jeffrey Harmon, ASI’s Chief Content Officer and the brother of Mr. Neal Harmon, owns a 47.2% interest, and which is controlled by Messrs. Neal and Jeffrey Harmon, will hold a total of 47,917,355 shares of Combined Company Class B Common Stock. Currently, Harmon Ventures holds 30.9% of the outstanding shares of ASI Common Stock, representing 15.8% of the voting power of the outstanding ASI Common Stock. Under the proposed dual-class structure of the Combined Company, Harmon Ventures will control approximately 60.6% of the voting power of the outstanding Combined Company Common Stock upon the Closing in each of the No Redemption Scenario and No Warrant Conversion Scenario and in the Maximum Redemption Scenario and No Warrant Conversion Scenario, and approximately 60.5% of the voting power of the outstanding Combined Company Common Stock upon the Closing in each of the No Redemption Scenario and Warrant Conversion Scenario and in the Maximum Redemption Scenario and Warrant Conversion Scenario. See the section entitled “Beneficial Ownership of Securities” in this joint proxy statement/ prospectus for more information. Accordingly, if the Business Combination is consummated, Harmon Ventures will, except as required by law, have the unilateral power to control the outcome of all matters submitted to the Combined Company’s stockholders for approval, including the election of directors. Additionally, at the Closing, due to the ownership by Harmon Ventures of the Combined Company Common Stock, the Combined Company will be considered a “controlled company” within the meaning of the Nasdaq and/or the NYSE listing rules and may elect not to comply with certain corporate governance listing standards. However, the Combined Company does not currently intend to take advantage of any of these exemptions.

The following disclosure amends and restates the paragraph and the heading “Proposal No. 5 – The Stock Issuance Proposal” on page 154 of the Proxy Statement:

SAC Stockholder Proposal No. 5-The Stock Issuance Proposal-a proposal to approve, for purposes of complying with the applicable listing rules of the Nasdaq and/or the NYSE, the issuance of shares of Combined Company Common Stock pursuant to the Merger Agreement;

The following disclosure amends and restates the paragraph under the heading “Parties to the Business Combination” on page 38 of the Proxy Statement:

SAC Class A Common Stock, SAC Public Warrants and SAC Units are currently quoted on the OTC Pink Marketplace under the ticker symbols “PORT,” “PORTW” and “PORTU,” respectively. SAC will apply to have the Combined Company Class A Common Stock listed on the Nasdaq Capital Market and/or the NYSE under the ticker symbol “ANGX.” It is a condition to the consummation of the Business Combination that SAC receive confirmation from the Nasdaq Capital Market and/or the NYSE (or another nationally recognized stock exchange in the United States as may be agreed by SAC and ASI) that the securities have been conditionally approved for listing on such exchange, but there can be no assurance such listing conditions will be met or that SAC will obtain such confirmation from such exchange. If such listing conditions are not met or if such confirmation is not obtained, the Business Combination will not be consummated as the parties do not intend to waive the applicable condition set forth in the Merger Agreement. All outstanding SAC Units will be separated into their component securities immediately prior to the Closing. Subject to approval of the Warrant Amendment Proposal, each issued and outstanding SAC Public Warrant will be converted into 0.1 newly issued share of SAC Class A Common Stock immediately prior to the Closing as described elsewhere in this joint proxy statement/prospectus. Accordingly, if the Warrant Amendment Proposal is approved, the Combined Company will not have any units or public warrants outstanding following consummation of the Business Combination, and therefore there will be no Nasdaq Capital Market and/or the NYSE listing of the SAC Units or SAC Public Warrants following the consummation of the Business Combination. Furthermore, the Sponsor has agreed to forfeit all of the SAC Private Placement Warrants held by it immediately prior to the Closing, and as such, no such warrants will be outstanding following the consummation of the Business Combination.

The following disclosure amends and restates the paragraph under the headings “Interests of ASI’s Directors and Executive Officers in the Business Combination,” “Risks Relating to ASI and Business Combination” and “Interests of ASI’s Directors and Executive Officers in the Business Combination,” on page 83, page 118 and page 257 of the Proxy Statement, respectively:

See “ASI Stockholder Proposal No. 1: The ASI Business Combination Proposal-Interests of ASI’s Directors and Executive Officers in the Business Combination” and “Risk Factors-Risks Relating to the Combined Company Common Stock Following the Business Combination-As a “controlled company” within the meaning of the Nasdaq and/or the NYSE listing rules after the Closing, the Combined Company will qualify for exemptions from certain corporate governance requirements and will have the opportunity to elect to avail itself of any of the exemptions afforded a controlled company. If the Combined Company elects to rely on some of these exemptions, Combined Company stockholders will not have the same protections afforded to stockholders of companies that are subject to such requirements” in this joint proxy statement/prospectus for a further discussion of these considerations.

The following disclosure amends and restates the paragraph under the heading “Market Price, Ticker and Dividend Information” on page 90 of the Proxy Statement:

SAC Class A Common Stock, SAC Public Warrants and SAC Units are currently quoted on the OTC Pink Marketplace under the ticker symbols “PORT,” “PORTW” and “PORTU,” respectively. SAC intends to apply to list the shares of Combined Company Class A Common Stock on the Nasdaq Capital Market and/or the NYSE under the ticker symbol “ANGX” upon the Closing. All outstanding SAC Units will be separated into their component securities immediately prior to the Closing. Subject to approval of the Warrant Amendment Proposal, each issued and outstanding SAC Public Warrant will be converted into 0.1 newly issued share of SAC Class A Common Stock immediately prior to the Closing as described elsewhere in this joint proxy statement/prospectus. Accordingly, if the Warrant Amendment Proposal is approved, the Combined Company will not have any units or public warrants following consummation of the Business Combination, and therefore there will be no Nasdaq Capital Market and/or the NYSE listing of the SAC Units or SAC Public Warrants following the consummation of the Business Combination. Furthermore, the Sponsor has agreed to forfeit all of the SAC Private Placement Warrants held by it immediately prior to the Closing, and as such, no such warrants will be outstanding following the consummation of the Business Combination.

The following disclosure amends and restates the paragraphs under the heading “Risks Relating to ASI and Business Combination” on page 132 of the Proxy Statement:

The Applicable Stock Exchange may not list the Combined Company Common Stock on its exchange, which could limit investors’ ability to make transactions in the Combined Company Common Stock and subject the Combined Company to additional trading restrictions. 

In connection with the Business Combination, we will apply to have the Combined Company Common Stock listed on the Nasdaq Capital Market NYSE or any other Applicable Stock Exchange upon consummation of the Business Combination. We cannot assure you that we will be able to meet all initial listing requirements. Even if the Combined Company Common Stock is listed on the Nasdaq Capital Market NYSE or other Applicable Stock Exchange, the Combined Company may be unable to maintain the listing of its securities in the future.

If the Combined Company fails to meet the listing requirements and the Nasdaq Capital Market NYSE or other Applicable Stock Exchange does not list its securities on its exchange, ASI would not be required to consummate the Business Combination. In the event that ASI elected to waive this condition, and the Business Combination was consummated without the Combined Company Common Stock being listed on the Nasdaq Capital Market NYSE or other Applicable Stock Exchange, the Combined Company could face significant material adverse consequences, including:

The National Securities Markets Improvement Act of 1996, which is a federal statute, prevents or preempts the states from regulating the sale of certain securities, which are referred to as “covered securities.” If the Combined Company Common Stock is not listed on the Nasdaq Capital Market NYSE or other Applicable Stock Exchange, such securities would not qualify as covered securities and we would be subject to regulation in each state in which we offer our securities because states are not preempted from regulating the sale of securities that are not covered securities.

The following disclosure amends and restates the paragraphs under the heading Risks Relating to the Combined Company Common Stock Following the Business Combination” on page 145 of the Proxy Statement:

The market price of the Combined Company Common Stock could be volatile, and you could lose all or part of your investment. 

Upon consummation of the Business Combination, the price of the Combined Company Common Stock may fluctuate due to a variety of factors, including:

These market and industry factors may materially reduce the market price of the Combined Company Common Stock regardless of its operating performance and you could lose all or part of your investment.

The following disclosure amends and restates the paragraphs under the heading “Risks Relating to the Combined Company Common Stock Following the Business Combination” on page 146 of the Proxy Statement:

If the perceived benefits of the Business Combination do not meet the expectations of investors or securities analysts, the market price of SAC’s common stock may decline before the Closing, or the market price of the Combined Company Common Stock may decline after the Closing. 

If the perceived benefits of the Business Combination do not meet the expectations of investors or securities analysts, the market price of the SAC Class A Common Stock prior to the Closing may decline. The market value of the SAC Class A Common Stock at the time of the Business Combination may vary significantly from its price on the date the Merger Agreement was executed, the date of this joint proxy statement/prospectus or the date on which SAC stockholders vote on the Business Combination.

In addition, following the Business Combination, fluctuations in the price of the Combined Company Common Stock could contribute to the loss of all or part of your investment. Any of the factors listed below could have a material adverse effect on your investment, and the SAC Class A Common Stock before the Closing (or the Combined Company Common Stock after the Closing) may trade at a price significantly below the price you paid for it. In such circumstances, the trading price of the SAC Class A Common Stock before the Closing (or the Combined Company Common Stock after the Closing) may not recover and may experience a further decline.

Broad market and industry factors may materially harm the market price of the Combined Company Common Stock after the Closing, irrespective of the Combined Company’s operating performance. The stock market in general and the Nasdaq Capital Market and/or the NYSE have experienced price and volume fluctuations that have often been unrelated or disproportionate to the operating performance of the particular companies affected. The trading prices and valuations of these stocks, and of the Combined Company Common Stock, may not be predictable. A loss of investor confidence in the market for retail stocks or the stocks of other companies, notably in the video industry, which investors perceive to be similar to the Combined Company, could depress the Combined Company’s stock price regardless of its business, prospects, financial conditions or results of operations. A decline in the market price for the Combined Company Common Stock also could adversely affect the Combined Company’s ability to issue additional securities and the Combined Company’s ability to obtain additional financing in the future.

The following disclosure amends and restates the paragraphs under the heading “Risks Relating to the Combined Company Common Stock Following the Business Combination” on page 149 of the Proxy Statement:

As a “controlled company” within the meaning of the Nasdaq and/or the NYSE listing rules after the Closing, the Combined Company will qualify for exemptions from certain corporate governance requirements and will have the opportunity to elect to avail itself of any of the exemptions afforded a controlled company. If the Combined Company elects to rely on some of these exemptions, Combined Company stockholders will not have the same protections afforded to stockholders of companies that are subject to such requirements. 

At the Closing, due to the ownership by Harmon Ventures, which is controlled by Messrs. Neal and Jeffrey Harmon, of the Combined Company Common Stock, the Combined Company will be considered a “controlled company” within the meaning of the Nasdaq and/or the NYSE listing rules and may elect not to comply with certain corporate governance listing standards, including the following:

The Combined Company does not currently intend to take advantage of any of these exemptions.

The following disclosure amends and restates in its entirety the heading “Purpose of the SAC Special Meeting” on pages 153 - 154 of the Proxy Statement: