Form 8-K

8-K — Angel Studios, Inc.

Accession: 0001865200-26-000034

Filed: 2026-04-30

Period: 2026-04-30

CIK: 0001865200

SIC: 7812 (SERVICES-MOTION PICTURE & VIDEO TAPE PRODUCTION)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — angx-20260331x8k.htm (Primary)

EX-99 — EX-99.1 (angx-20260331xex99.htm)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: angx-20260331x8k.htm · Sequence: 1

Angel Studios, Inc._April 30, 2026

0001865200false00018652002026-04-302026-04-30

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): April 30, 2026

Angel Studios, Inc.

(Exact Name of Registrant as Specified in Its Charter)

Delaware

001-41150

86-3483780

(State or other jurisdiction of

incorporation or

organization)

(Commission File Number)

(I.R.S. Employer

Identification No.)

295 W Center St.

Provo, UT 84601

(Address of principal executive offices)

(760) 933-8437

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading symbol(s)

Name of each exchange on which registered

Class A Common Stock, par value $0.0001 per share

ANGX

The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02

Results of Operations and Financial Condition

On April 30, 2026, Angel Studios, Inc. (the “Company”) issued a press release announcing its financial results and operational highlights for the Company’s quarter ended March 31, 2026. A copy of the press release is furnished herewith as Exhibit 99.1 and incorporated herein by reference.

The information under Item 2.02 of this Report, including Exhibit 99.1, attached hereto, is furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Exchange Act or Securities Act of 1933, as amended, expect as expressly set forth by specific reference in such a filing.

Item 9.01

Financial Statements and Exhibits

(d) Exhibits

Exhibit Number

Description of Exhibit

99.1

Press release dated April 30, 2026

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

ANGEL STUDIOS, INC.

Date: April 30, 2026

By:

/s/ Scott Klossner

Scott Klossner

Chief Financial Officer

EX-99 — EX-99.1

EX-99

Filename: angx-20260331xex99.htm · Sequence: 2

Exhibit 99.1

Angel Reports First Quarter 2026 Financial Results with 11% Growth in Guild Membership

~ Revenue of $115.1 Million, Representing a 143% Year-Over-Year Increase ~

~ Adjusted EBITDA Improves to $4.0 Million From $(28.7) Million in Q1 2025 ~

~ Selling and Marketing expense improved from 107% of total revenue in Q1 2025, to 49% of total revenue in Q1 2026 ~

PROVO, Utah – Angel (NYSE: ANGX) (the "Company"), a media and technology company successfully pioneering a first-of-its-kind audience-driven studio model, today reported financial results for the first quarter ended March 31, 2026.

Highlights

● The Angel Guild grew from 2.0 million to 2.22 million paying members during the quarter, representing 11% quarter-over-quarter growth and 106% growth year-over-year from 1.08 million members.

● 2026 first quarter revenue increased 143% year-over-year to $115.1 million, compared to $47.4 million in the first quarter of 2025.

● The Angel Guild selling and marketing expense improved as a percent of total Guild revenues from 79% in Q4 of 2025 to 43% in Q1 2026.

● The Company’s recurring revenue stream, the Angel Guild, represents 72% of total revenues for the first quarter 2026, representing year-over-year Angel Guild revenue growth of 140%.

● The Company delivers first quarter positive Adjusted EBITDA1, reporting $4.0 million for the quarter ended March 31, 2026, compared to $(28.7) million for the quarter ended March 31, 2025.

● Trailing twelve-month average revenue per member ("ARPM") of $13.69 per month for the three months ended March 31, 2026.

● Net Income (loss) improves to a loss of $13.8 million or ($0.08) per share, compared to a loss of $37.3 million or ($0.26) per share for the quarter ended March 31, 20252.

Angel Streaming Platform and Theatrical Projects

● Our streaming library recently surpassed 1,000 titles, and by the end of 2026, we expect to double our library from 2025 by adding 730 titles to the platform (including films, episodes, and comedy specials), making Angel one of the fastest-growing libraries of values-driven films and television series anywhere in the world.

● Angel is attracting award-winning talent and filmmakers on projects such as Young Washington (starring Golden Globe winners Kelsey Grammer and Mary-Louise Parker

1 Adjusted EBITDA is a non-GAAP (as defined below) financial measure. See “Non-GAAP Measures” below for additional information and for a reconciliation of Adjusted EBITDA to its most directly comparable GAAP measure.

2 Total shares issued and outstanding of 169,850,328 as of March 31, 2026.

along with Academy Award winner Ben Kingsley), The Brink of War (starring Jeff Daniels and Academy Award winner J.K. Simmons), Runner (starring Owen Wilson and Alan Ritchson), Angel And The Badman (starring Academy Award winner Tommy Lee Jones, Zachary Levi, and Neal McDonough), Drummer Boy, Hershey, and Zero A.D. (starring Deva Cassel, Sam Worthington, Jim Caviezel, and Ben Mendelsohn).

● Solo Mio, starring Kevin James, is one of Rotten Tomatoes’ highest audience-ranked romantic comedies of all time3 and is driving new Guild membership growth to the platform, after surpassing $25 million at the domestic box office.

Message from our CEO:

“The Angel Guild continued to expand, growing 11 percent while the company had a more efficient theatrical marketing spend. The scale and momentum of the Guild create a powerful flywheel,” said Neal Harmon, co-founder and CEO, Angel. “As premium filmmakers and high-demand genres strengthen the Angel library, the Guild grows faster, expanding the royalty pool and making Angel even more compelling to filmmakers. Each new genre unlocks audience segments, expands our addressable market, lowers customer acquisition costs, and deepens engagement.”

Message from our CFO:

“Recurring revenue from the Angel Guild is the engine of our business,” said Scott Klossner, CFO, Angel. “We delivered record topline revenue, greater marketing efficiency, improved gross margin, and positive Adjusted EBITDA this quarter. Our growth is powered by Angel’s innovative audience-centric model and aligning filmmakers directly with audience demand through shared upside.”

First Quarter 2026 Financial Results

Total revenue was $115.1 million in the first quarter of 2026, compared to $47.4 million in the first quarter of 2025. The increase in revenue was largely due to an increase in Angel Guild revenue, which totaled $83.3 million in Q1 2026. Angel Guild membership grew from 1.08 million in Q1 2025 to 2.22 million members in Q1 2026.

Gross profit was $71.1 million in the first quarter of 2026, compared to $28.0 million in the first quarter of 2025, representing a 154% year-over-year increase. Gross margin expanded to approximately 62% from 59% in the prior-year period, reflecting revenue growth that outpaced the increase in cost of revenues.

Selling and marketing expenses were $56.6 million, representing 49% of revenue, in the first quarter of 2026, compared to $50.5 million, representing 107% of revenue, in the first quarter of 2025.

Net loss was $13.8 million, or ($0.08) per share, in the first quarter of 2026, compared to a net loss of $37.3 million, or $(0.26) per share, in the first quarter of 20252.

Adjusted EBITDA was $4.0 million in the first quarter of 2026, compared to an Adjusted EBITDA loss of $(28.7) million in the first quarter of 2025.

3 As of March 31, 2026 with a 95% Popcornmeter score as set out on www.rottentomatoes.com.

Liquidity

As of March 31, 2026, Angel has cash and cash equivalents of $38.9 million, compared to $14.2 million as of March 31, 2025.

Bitcoin holdings remain unchanged at 303.1 BTC, but have declined in value from $26.5 million to $20.7 million from Q4 of 2025 to Q1 of 2026.

In April 2026, the Company priced an underwritten registered offering of 16,445,000 shares of Class A common stock at $2.10 per share, delivering a total of $34.5 million in gross proceeds4.

Outlook

The Company reiterates its expected narrowed Adjusted EBITDA loss of less than $25 million for the full year 2026.

Webinar

The Company will host a webinar on Friday, May 1, 2026, at 11:00 a.m. Eastern Time to discuss the results and answer questions from the sell side community. The webinar can be accessed using the dial-in numbers or registration link below.

Date:

Friday, May 1, 2026

Time:

11:00 a.m. Eastern time

Dial-in:

1-877-407-0779

International Dial-in:

1-201-389-0914

Webcast:

Please register here

A replay will be available within 24 hours after the webinar and can be accessed here or on the Company’s investor relations website at https://angx.com/.

###

About Angel

Angel (NYSE: ANGX) is a media and technology company successfully pioneering a first-of-its-kind audience-driven studio model. Founded by brothers who struggled to find films they could watch with their children, Angel was built on the belief that there was a global audience hungry for values-driven storytelling that amplifies light, celebrates hope, and inspires the moral imagination of viewers. That audience became the Angel Guild, a rapidly growing community of more than 2 million paying members who watch, screen, and vote on which films and television series get produced and distributed in theaters and on the Angel app. With 100 films and more than 30 television series on the platform, Angel has achieved the highest audience satisfaction

4 Total shares issued and outstanding of 186,412,364 as of April 27, 2026.

scores in the industry and the highest average domestic box office per title among all independent studios. It has done so while evolving a new economic model that shares profits more fully with filmmakers. For more information, visit www.angel.com.

Forward-Looking Statements

This press release may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are often identified by words such as "expects," "believes," "may," "will," "should," "would," or similar expressions. Statements regarding the Company’s 2026 theatrical slate, and other expectations regarding future performance are forward-looking statements based on management's current expectations and assumptions. These forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those expressed or implied.

"Adjusted EBITDA" is a non-GAAP financial measure defined by the Company as earnings before Interest, taxes, depreciation, amortization, stock compensation expense, and the gain/loss on digital assets, as well as exceptional items. Management uses Adjusted EBITDA as a supplemental measure of operating performance to evaluate the performance of the Company's core business operations, to facilitate comparisons of operating results across reporting periods, and to assist in planning and forecasting future periods. Adjusted EBITDA is presented as a supplemental measure of the Company's operating performance and should not be considered in isolation or as a substitute for net loss or any other measure of financial performance calculated in accordance with GAAP.

Actual results may differ materially from those anticipated due to a number of risks and uncertainties, including but not limited to: the Company's ability to grow and retain its Angel Guild membership base; the performance of the Company's theatrical and streaming content releases, including audience reception and box office results; competitive pressures from other streaming platforms, studios, and entertainment alternatives; adverse macroeconomic conditions, including inflation, changes in consumer spending, or capital market disruptions that could affect the Company's access to financing or its operating costs; and other risks described from time to time in the Company's filings with the Securities and Exchange Commission, including the risks and uncertainties described under the heading “Risk Factors” in the Company’s most recent Annual Report on Form 10-K and in any subsequent Quarterly Reports on Form 10-Q and other filings with the Securities and Exchange Commission.

The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by law.

A reconciliation between net income/(loss) and Adjusted EBITDA is presented below:

For the three months ended March 31,

2026

2025

Reconciliation of net loss to non-GAAP Adjusted EBITDA

Net loss

(13,756,056)

(37,330,132)

Interest expense, net

5,324,320

439,464

Depreciation and amortization

3,100,429

2,226,184

Stock-based compensation

3,471,960

2,632,836

Net loss on digital assets

5,845,056

3,299,105

Adjusted EBITDA

3,985,709

(28,732,543)

Contacts:

David Shane

Corporate Communications

press@angel.com

Luk Janssens

Investor Relations

InvestorRelations@angel.com

ANGEL STUDIOS, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)

As of

March 31, 2026

December 31, 2025

Assets

Current assets:

Cash and cash equivalents

38,875,760

44,083,233

Accounts receivable, net

30,792,585

51,122,866

Current portion of licensing receivables, net

9,834,673

9,695,562

Physical inventory

1,383,563

1,264,101

Current portion of notes receivable

1,375,942

1,368,581

Royalty advance

18,736,980

13,827,626

Prepaid expenses and other

10,617,381

13,515,986

Total current assets

111,616,884

134,877,955

Licensing receivables, net

80,213

2,579,252

Notes receivable, net of current portion

3,862,655

3,940,918

Property and equipment, net

581,186

709,845

Content, net

5,828,984

6,272,925

Intangible assets, net

3,081,723

3,850,035

Capitalized software, net

13,705,384

13,308,247

Digital assets

20,682,504

26,527,560

Investments in affiliates

45,997,700

46,014,881

Operating lease right-of-use assets

2,932,555

3,240,021

Other long-term assets

4,715,599

89,924

Total assets

213,085,387

241,411,563

Liabilities and Stockholders’ Equity

Current liabilities:

Accounts payable

25,786,792

39,960,272

Accrued expenses

12,122,179

24,487,884

Current portion of accrued licensing royalties

33,774,958

31,257,950

Current portion of notes payable

40,470,679

55,473,665

Current portion of operating lease liabilities

1,318,472

1,284,747

Deferred revenue

74,691,685

66,534,622

Total current liabilities

188,164,765

218,999,140

Accrued licensing royalties, long-term

2,863,265

4,441,758

Notes payable, net of current portion

61,802,915

41,692,404

Operating lease liabilities, net of current portion

1,714,213

2,058,585

Total liabilities

254,545,158

267,191,887

Commitments and contingencies (Note 5)

Stockholders’ equity:

Common stock, $0.0001 par value, 700,000,000 shares authorized; 169,850,328 and 169,095,572 shares issued and outstanding as of March 31, 2026, and December 31, 2025, respectively

16,985

16,909

Additional paid-in capital

214,027,327

210,079,998

Noncontrolling interests

(168,495)

5,653,837

Accumulated deficit

(255,335,588)

(241,531,068)

Total stockholders’ equity

(41,459,771)

(25,780,324)

Total liabilities and stockholders’ equity

213,085,387

241,411,563

ANGEL STUDIOS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)

Three Months Ended March 31,

2026

2025

Revenue:

Licensed content and other revenue

114,950,464

46,206,744

Pay it Forward revenue

154,602

1,233,896

Total revenue

115,105,066

47,440,640

Operating expenses:

Cost of revenues

44,002,346

19,480,204

Selling and marketing

56,596,563

50,525,314

General and administrative

11,245,458

7,367,254

Research and development

4,083,938

3,244,918

Legal expense

1,842,932

414,513

Total operating expenses

117,771,237

81,032,203

Operating loss

(2,666,171)

(33,591,563)

Other income (expense):

Net loss on digital assets

(5,845,056)

(3,299,105)

Interest expense

(6,032,609)

(1,564,155)

Interest income

708,289

1,124,691

Other income

79,491

—

Total other expense

(11,089,885)

(3,738,569)

Loss before income tax benefit

(13,756,056)

(37,330,132)

Income tax benefit

—

Net loss

(13,756,056)

(37,330,132)

Net income (loss) attributable to noncontrolling interests

48,464

(26,208)

Net loss attributable to controlling interests

(13,804,520)

(37,303,924)

Net loss per common share - basic

(0.082)

(0.256)

Net loss per common share - diluted

(0.082)

(0.256)

Weighted average common shares outstanding - basic

169,376,204

145,623,586

Weighted average common shares outstanding - diluted

169,376,204

145,623,586

ANGEL STUDIOS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

Three Months Ended March 31,

2026

2025

Cash flows from operating activities:

Net loss

(13,756,056)

(37,330,132)

Adjustments to reconcile net loss to net cash and cash equivalents provided by (used in) operating activities:

Depreciation and amortization

3,100,429

2,226,184

Amortization of content assets

537,698

58,505

Amortization of right-of-use assets

307,466

171,518

Stock-based compensation expense

3,471,960

2,632,836

Net loss on digital assets

5,845,056

3,299,105

Investments in affiliates gain

(78,199)

(40,698)

Non-cash interest expense

331,440

—

Paid-in-kind interest

3,947,996

—

Bad debt expense (recovery)

(90,648)

—

Change in operating assets and liabilities:

Accounts receivable

20,420,929

3,098,255

Physical inventory

(119,462)

102,340

Royalty advance

(4,909,354)

—

Prepaid expenses and other current assets

2,898,605

(4,230,773)

Licensing receivables

2,359,928

1,851,361

Other long-term assets

(4,625,675)

—

Accounts payable and accrued expenses

(26,539,185)

2,435,478

Accrued licensing royalties

938,515

2,286,956

Operating lease liabilities

(310,647)

(162,237)

Deferred revenue

8,157,063

13,840,858

Net cash and cash equivalents provided by (used in) operating activities

1,887,859

(9,760,444)

Cash flows from investing activities:

Purchases of property and equipment

(24,533)

(51,977)

Issuance of notes receivable

—

(837,309)

Collections of notes receivable

70,902

87,933

Sale of digital assets

—

99,118

Additions to internal-use software

(2,576,062)

(2,173,360)

Purchase of content

(93,757)

(259,304)

Investments in affiliates

—

(110,999)

Return on investments in affiliates

95,380

—

Net cash and cash equivalents used in investing activities

(2,528,070)

(3,245,898)

Cash flows from financing activities:

Repayment of notes payable

(18,744,062)

(9,691,628)

Repayment of loan guarantee

—

(2,000,000)

Receipt of notes payable

20,000,000

22,904,952

Repayment of accrued settlement costs

—

(67,486)

Exercise of stock options

1,145,012

80,516

Issuance of common stock

—

14,796,704

Investments in minority owned entities

—

228,594

Redemption of equity in noncontrolling interests

(5,870,796)

(6,000,000)

Repurchase of common stock

(897,416)

(65,029)

Debt financing fees

(200,000)

(207,076)

Net cash and cash equivalents provided by (used in) financing activities

(4,567,262)

19,979,547

Net increase (decrease) in cash and cash equivalents

(5,207,473)

6,973,205

Cash and cash equivalents at beginning of period

44,083,233

7,211,826

Cash and cash equivalents at end of period

38,875,760

14,185,031

Supplemental disclosure of cash flow information:

Cash paid for interest

3,440,001

1,573,293

Supplemental schedule of noncash financing activities:

Adoption of ASU No. 2023-08

—

15,962,018

Change from digital assets to digital assets receivable

—

21,748,336

Issuance of warrants

227,849

—

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Two-character EDGAR code representing the state or country of incorporation.

+ References

No definition available.

+ Details

Name:

dei_EntityIncorporationStateCountryCode

Namespace Prefix:

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Data Type:

dei:edgarStateCountryItemType

Balance Type:

Period Type:

duration

- Definition

The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityRegistrantName

Namespace Prefix:

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Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityTaxIdentificationNumber

Namespace Prefix:

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Data Type:

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Balance Type:

Period Type:

duration

- Definition

Local phone number for entity.

+ References

No definition available.

+ Details

Name:

dei_LocalPhoneNumber

Namespace Prefix:

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Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 13e

-Subsection 4c

+ Details

Name:

dei_PreCommencementIssuerTenderOffer

Namespace Prefix:

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Data Type:

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Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14d

-Subsection 2b

+ Details

Name:

dei_PreCommencementTenderOffer

Namespace Prefix:

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Data Type:

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Balance Type:

Period Type:

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- Definition

Title of a 12(b) registered security.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b

+ Details

Name:

dei_Security12bTitle

Namespace Prefix:

dei_

Data Type:

dei:securityTitleItemType

Balance Type:

Period Type:

duration

- Definition

Name of the Exchange on which a security is registered.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection d1-1

+ Details

Name:

dei_SecurityExchangeName

Namespace Prefix:

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Data Type:

dei:edgarExchangeCodeItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14a

-Subsection 12

+ Details

Name:

dei_SolicitingMaterial

Namespace Prefix:

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Data Type:

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Balance Type:

Period Type:

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- Definition

Trading symbol of an instrument as listed on an exchange.

+ References

No definition available.

+ Details

Name:

dei_TradingSymbol

Namespace Prefix:

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Data Type:

dei:tradingSymbolItemType

Balance Type:

Period Type:

duration

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Securities Act

-Number 230

-Section 425

+ Details

Name:

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Namespace Prefix:

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Data Type:

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