Angel Studios Inc - 美股招股说明书（2026年4月13日版）

ClassA Common Stock We are offering 14,300,000shares of our ClassA common stock, par value $0.0001 per share (the “ClassA Common Stock”). Our ClassA Common Stock is listed on the New York Stock Exchange (“NYSE”) under the symbol “ANGX.” The last reported sales price pershare of our ClassA Common Stock on the NYSE on April9, 2026 was $2.87. We are an “emerging growth company” as defined in the Jumpstart Our Business Startups Act and, as such, have elected to comply with certainreduced public company reporting requirements. Investing in our ClassA Common Stock involves a high degree of risk. See “Risk Factors” beginning on pageS-9 of this prospectussupplement and in the reports we file with the Securities and Exchange Commission (“SEC”) pursuant to the Exchange Act,incorporated by reference in this prospectus supplement and the accompanying prospectus to read about factors you should consider Neither the SEC nor any state securities commission has approved or disapproved of these securities or determined if this prospectussupplement or the accompanying prospectus is truthful or complete. Any representation to the contrary is a criminal offense. PROSPECTUS SUPPLEMENT PROSPECTUS SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS This prospectus supplement, the accompanying prospectus and the documents incorporated by reference herein and therein include forward-looking statements regarding, among other things, the plans, strategies and prospects of Angel Studios,Inc., a Delaware Corporation (the“Company”). These statements are based on the beliefs and assumptions of the management of the Company. Although the Company believesthat its plans, intentions and expectations reflected in or suggested by these forward-looking statements are reasonable, the Company cannotassure you that it will achieve or realize these plans, intentions or expectations. Forward-looking statements are inherently subject to risks,uncertainties and assumptions. Generally, statements that are not historical facts, including statements concerning possible or assumed futureactions, business strategies, events or results of operations, and any statements that refer to projections, forecasts or other characterizations of Forward-looking statements are not guarantees of performance, and the absence of these words does not mean that a statement is not forwardlooking. You should understand that the following important factors, in addition to those discussed under the heading “Risk Factors” andelsewhere in this prospectus supplement, could affect the future results of the Company, and could cause those results or other outcomes todiffer materially and adversely from those expressed or implied in the forward-looking statements in this prospectus supplement. Forward- our expected use of proceeds from this offering; the Company’s ability to achieve and maintain profitability in the future; the Company’s ability to successfully monetize projects; the Company’s success in retaining or recruiting its officers, key employees or directors; officers and directors allocating their time to other businesses and potentially having conflicts of interest with the Company’sbusiness; the Company’s ability to attract and maintain an adequate customer base; the Company’s ability to create and distribute content that is popular with consumers and affiliates; the Company’s reliance on a number of partners to make its service available on their devices; the Company’s ability to continue to develop and enhance its existing technology; any significant disruption in or unauthorized access to the Company’s computer systems or those of third parties that theCompany utilizes in its operations, including those relating to cybersecurity or arising from cyber-attacks; the Company’s ability to successfully, or profitably, compete with current and new competitors; the Company’s ability to consummate any interim financing, and the ability of the Company to raise additional capital, ifnecessary; the Company’s ability to successfully defend litigation or investigations; the ability to maintain the listing of the ClassA Common Stock on the NYSE; the possibility that the Company may be adversely affected by other economic, business, and/or competitive factors; changes in applicable laws or regulations; geopolitical events and general economic conditions; and other risks and uncertainties set forth in our Annual Report onForm10-Kfiled with the SEC on March12, 2026 in the sectionentitled “Risk Factors,” which is incorporated herein by reference, and in other documents we file with the SEC from time to The risks described under the heading “Risk Factors” are not exhaustive. Other sections of this prospectus supplement and the accompanyingprospectus describe additional factors that could adversely affect the business, financial condition or results of operations of the Company. Newrisk factors emerge from time to time and it is not possible to