8-K
Angel Studios, Inc. (ANGX)
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
**Pursuantto Section 13 or 15(**d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):November 13, 2025
Angel Studios, Inc.
(Exact Name of Registrant as Specified in Its Charter)
| Delaware | 001-41150 | 86-3483780 |
|---|---|---|
| (State or other jurisdiction of<br><br> incorporation or organization) | (Commission File Number) | (I.R.S. Employer<br><br> 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 obligations 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) |
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| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240-13e-4(c)) |
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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 x
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 |
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On November 13, 2025, Angel Studios, Inc. (the “Company”) issued a press release announcing its financial results and operational highlights for the Company’s quarter ended September 30, 2025. 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 No. | Description |
|---|---|
| 99.1 | Press release dated November 13, 2025 |
| 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: November 13, 2025 | By: | /s/ Scott Klossner |
| Scott Klossner | ||
| Chief Financial Officer |
Exhibit 99.1
Angel Studios Reports Third Quarter 2025 FinancialResults
~ Third Quarter Record Revenue of $76.5 Million,Growth of 280% YoY ~
~ Revenue for the Nine Month Period of $211.6Million, Growth of 223% YoY ~
~ The Angel Guild, the Company’s RecurringRevenue Stream, represents 77% of Total Third Quarter Revenue, Growth of 556% YoY ~
~ Angel Made its Public Debut on the New YorkStock Exchange, and Commenced Trading as ‘ANGX’ On September 11, 2025 ~
Provo, UT November 13, 2025 -- Angel (NYSE: ANGX) (the “Company”), a media and technology company guided by 1.6 million grassroots Angel Guild members championing values-driven stories, today reported financial results for the third quarter ended September 30, 2025.
Company Highlights
| ● | Third Quarter Revenues increased 280% year-over-year to $76.5 million. Revenues for the nine-month period<br>ended September 30, grew 223% to $211.6 million. |
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| ● | The Company’s recurring revenue stream, the Angel Guild, contributed $59.2 million, representing<br>77% of total revenues for the quarter, growth of more than 556% compared to 2024. |
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| ● | The Angel Guild grew to 1.6 million members in the third quarter, compared to 1.3 million members in the<br>second quarter of 2025, and 258,000 members at the end of the third quarter of 2024, an increase of 19% from the second quarter of 2025,<br>and up 620% year-over-year. |
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| ● | Average Revenue Per Member “ARPM” was $13.70 for the trailing twelve months ended September<br>30, 2025. |
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| ● | As the Angel Guild continues to grow beyond 1.6 million members, the demand for original television series<br>is extremely strong. Angel will continue to invest in compelling, values-driven series that inspire and encourage ongoing Guild engagement. |
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| ● | Net loss for the third quarter was $38.6 million, compared to $13.9 million in 2024, driven largely by<br>increased marketing and content-related expenses tied to growth of the Angel Guild and theatrical releases. Contributing to the net loss<br>were one-time expenses associated with the Company’s NYSE debut. |
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| ● | In conjunction with its public listing, the Company closed a $100 million credit facility with Trinity<br>Capital, a leading alternative asset manager. |
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| ● | Total fully diluted shares outstanding were 168,631,209 as of September 30, 2025. |
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Subsequent Event
| ● | Subsequent to quarter end, Angel and 2521 Entertainment announced the acquisition of the DAVID franchise<br>and intellectual property from Slingshot USA. DAVID is an animated film and television series based on the biblical story. David’s<br>journey from humble shepherd to anointed king tests the limits of faith, courage, and love – culminating in a battle for the soul<br>of a kingdom. One of Angel's most highly anticipated films, DAVID will be released in theatres on December 19, 2025. |
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Upcoming Slate
Theatrical:
| o | December 19, 2025: David |
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| o | January 9, 2026: I Was a Stranger |
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| o | February 6, 2026***: Solo Mio*** starring Kevin James |
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Returning to the Guild:
| o | Season 18 of Dry Bar Comedy, our flagship ‘funny for everyone’ franchise, with<br>more than 6 billion online views. |
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| o | Earlier this month, Season Four of the hit animated television series Tuttle Twins premiered.<br>Angel Guild members have watched more than 124 million minutes of Tuttle Twins on the platform. |
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| o | The Wingfeather Saga, the bestselling book series by Andrew Peterson, now an epic animated<br>series, launched the first two episodes of Season Three on November 12th. |
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| o | Additional episodes of Homestead Season One, the most popular franchise on the Angel platform. |
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Management Commentary
“Our third-quarter results underscore the strength of our community and the momentum of our audience-first model,” said Neal Harmon, Co-Founder and CEO of Angel. “The Angel Guild has grown more than 500% year over year to 1.6 million paying members – a remarkable community that doesn’t just watch, but decides which values-driven films and series get made. We have an exciting slate of projects headed to theaters and the Angel platform, and as audiences seek stories that uplift and inspire, Angel is just beginning to meet that demand.”
Third Quarter 2025 Financial Results
Total revenue was $76.5 million in the third quarter, and $211.6 million for the nine months ended September 30, compared to $20.1 million and $65.5 million in the prior year periods, respectively. The quarterly increase in revenues was due to an increase in Angel Guild Revenue of $50.2 million year-over-year.
Total cost of revenues for the third quarter was $34.3 million, compared to $8.1 million in the prior year. The increase was due to higher royalty expense of $17.0 million as a result of royalties earned by filmmakers, as they receive an allocation of net revenues generated during the quarter. We also saw higher costs related to the Angel Guild of $7.3 million driven by the increase in memberships during the quarter, consisting of increased transaction processing fees of $5.4 million.
Selling and marketing expense for the third quarter was $64.7 million, compared to $16.6 million in the prior year. This represents $44.1 million in strategic investments made to grow the Angel Guild, and $16.7 million to promote theatrical box office releases. As we continue to bring on additional content, drive Angel Guild memberships and promote future theatrical releases, this cost is expected to fluctuate, but overall remain high and be a significant component of our operating expenses.
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Net loss was $38.6 million, a loss of ($0.25) per share, compared to a net loss of $13.9 million, a loss of ($0.10) per share, in the third quarter of 2024.
Liquidity
As of September 30, 2025, Angel has cash and cash equivalents of $63.3 million, compared to $7.2 million as of December 31, 2024.
The Company continues to execute its treasury strategy to hold Bitcoin as a strategic reserve asset, with BTC holdings now valued at $34.5 million.
Angel Third Quarter 2025 Earnings Webinar
The Company will host a webinar on Friday, November 14, 2025 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, November 14, 2025 |
|---|---|
| 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://ir.angel.com/.
About Angel
Angel (NYSE: ANGX) is a media and technology company guided by 1.6 million grassroots Angel Guild paying members championing values-driven stories. Clearly expressing the kind of programming they crave, members of the Angel Guild act as virtual co-producers, greenlighting what films and television series get produced and distributed in theaters and on the Angel app. Propelled by this audience-first momentum, Angel has released more than 40 films and 20 television series that amplify light, including “Sound of Freedom,” which earned more than $250 million at the worldwide box office. The Company also has more than 6 billion views of its Dry Bar Comedy franchise, which has attracted some of the world's best-known comedians. For more information, visit www.angel.com.
Contacts:
Shannon Devine
Investor Relations
MZ Group North America
Angel@mzgroup.us
David Shane
Corporate Communications
Angel
press@angel.com
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ANGEL STUDIOS, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)
| As of | ||||||
|---|---|---|---|---|---|---|
| September 30, 2025 | December 31, 2024 | |||||
| Assets | ||||||
| Current assets: | ||||||
| Cash and cash equivalents | $ | 63,327,263 | $ | 7,211,826 | ||
| Accounts receivable, net | 24,676,850 | 16,234,301 | ||||
| Current portion of licensing receivables, net | 8,697,155 | 8,785,636 | ||||
| Physical media inventory | 1,541,600 | 1,711,638 | ||||
| Current portion of notes receivable | 1,431,400 | 747,282 | ||||
| Loan guarantee receivable | — | 9,112,500 | ||||
| Royalty advance | 13,787,090 | 2,342,862 | ||||
| Prepaid expenses and other | 9,615,398 | 6,803,155 | ||||
| Total current assets | 123,076,756 | 52,949,200 | ||||
| Licensing receivables, net | 5,837,685 | 12,074,629 | ||||
| Notes receivable, net of current portion | 4,017,273 | 4,235,344 | ||||
| Property and equipment, net | 727,915 | 778,927 | ||||
| Content, net | 7,234,511 | 1,710,866 | ||||
| Intangible assets, net | 4,618,347 | 1,917,155 | ||||
| Digital assets | 34,545,487 | 12,457,387 | ||||
| Investments in affiliates | 14,580,813 | 9,066,137 | ||||
| Operating lease right-of-use assets | 2,268,990 | 2,744,693 | ||||
| Other long-term assets | 89,924 | 589,924 | ||||
| Total assets | $ | 196,997,701 | $ | 98,524,262 | ||
| Liabilities and Stockholders’ Equity | ||||||
| Current liabilities: | ||||||
| Accounts payable | $ | 11,071,258 | $ | 7,929,482 | ||
| Accrued expenses | 11,431,131 | 13,074,655 | ||||
| Current portion of accrued licensing royalties | 30,220,038 | 15,362,400 | ||||
| Current portion of notes payable | 8,990,437 | 11,455,940 | ||||
| Current portion of operating lease liabilities | 750,731 | 673,295 | ||||
| Deferred revenue | 50,682,212 | 22,171,808 | ||||
| Loan guarantee payable | — | 9,112,500 | ||||
| Current portion of accrued settlement costs | — | 280,238 | ||||
| Total current liabilities | 113,145,807 | 80,060,318 | ||||
| Accrued settlement costs, net of current portion | — | 4,091,733 | ||||
| Accrued licensing royalties, long-term | 3,367,099 | 8,367,099 | ||||
| Notes payable, net of current portion | 41,743,343 | — | ||||
| Operating lease liabilities, net of current portion | 1,572,999 | 2,153,463 | ||||
| Total liabilities | $ | 159,829,248 | $ | 94,672,613 | ||
| Commitments and contingencies | ||||||
| Stockholders’ equity: | ||||||
| Common stock, $0.0001 par value, 700,000,000 shares authorized; 168,631,209 and 144,396,852 shares issued and outstanding as of September 30, 2025, and December 31, 2024, respectively | $ | 16,863 | $ | 14,440 | ||
| Additional paid-in capital | 207,268,109 | 95,485,005 | ||||
| Noncontrolling interests | 5,645,605 | 8,222,953 | ||||
| Accumulated deficit | (175,762,124 | ) | (99,870,749 | ) | ||
| Total stockholders’ equity | 37,168,453 | 3,851,649 | ||||
| Total liabilities and stockholders’ equity | $ | 196,997,701 | $ | 98,524,262 |
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ANGEL STUDIOS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS(Unaudited)
| Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |||||||||
| Revenue: | ||||||||||||
| Licensed content and other revenue | $ | 76,385,828 | $ | 18,416,499 | $ | 209,990,422 | $ | 58,992,899 | ||||
| Pay it Forward revenue | 156,654 | 1,704,667 | 1,634,116 | 6,492,899 | ||||||||
| Total revenue | 76,542,482 | 20,121,166 | 211,624,538 | 65,485,798 | ||||||||
| Operating expenses: | ||||||||||||
| Cost of revenues | 34,333,955 | 8,107,950 | 81,100,542 | 31,339,159 | ||||||||
| Selling and marketing | 64,683,558 | 16,602,045 | 176,719,216 | 54,893,723 | ||||||||
| General and administrative | 10,125,018 | 6,059,396 | 27,330,996 | 15,972,632 | ||||||||
| Research and development | 4,215,813 | 3,168,016 | 11,330,981 | 11,201,952 | ||||||||
| Legal expense | 1,275,008 | 1,328,090 | 8,375,505 | 10,037,679 | ||||||||
| Total operating expenses | 114,633,352 | 35,265,497 | 304,857,240 | 123,445,145 | ||||||||
| Operating loss | (38,090,870 | ) | (15,144,331 | ) | (93,232,702 | ) | (57,959,347 | ) | ||||
| Other income (expense): | ||||||||||||
| Net gain on digital assets | 2,071,977 | 862,479 | 6,225,200 | 1,594,889 | ||||||||
| Interest expense | (3,978,212 | ) | (452,177 | ) | (8,285,269 | ) | (1,969,247 | ) | ||||
| Interest income | 1,510,548 | 754,561 | 4,043,439 | 2,581,062 | ||||||||
| Impairment of investments | (125,000 | ) | — | (625,000 | ) | — | ||||||
| Total other income (expense), net | (520,687 | ) | 1,164,863 | 1,358,370 | 2,206,704 | |||||||
| Loss before income tax benefit | (38,611,557 | ) | (13,979,468 | ) | (91,874,332 | ) | (55,752,643 | ) | ||||
| Income tax benefit | — | (80,099 | ) | — | (4,483,167 | ) | ||||||
| Net loss | $ | (38,611,557 | ) | $ | (13,899,369 | ) | $ | (91,874,332 | ) | $ | (51,269,476 | ) |
| Net loss attributable to noncontrolling interests | (57,596 | ) | (44,193 | ) | (20,939 | ) | (87,403 | ) | ||||
| Net loss attributable to controlling interests | $ | (38,553,961 | ) | $ | (13,855,176 | ) | $ | (91,853,393 | ) | $ | (51,182,073 | ) |
| Net loss per common share - basic | $ | (0.246 | ) | $ | (0.100 | ) | $ | (0.610 | ) | $ | (0.376 | ) |
| Net loss per common share - diluted | $ | (0.246 | ) | $ | (0.100 | ) | $ | (0.610 | ) | $ | (0.376 | ) |
| Weighted average common shares outstanding - basic | 156,797,109 | 138,816,631 | 150,657,671 | 135,951,802 | ||||||||
| Weighted average common shares outstanding - diluted | 156,797,109 | 138,816,631 | 150,657,671 | 135,951,802 |
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ANGEL STUDIOS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS(Unaudited)
| Nine Months Ended September 30, | ||||||
|---|---|---|---|---|---|---|
| 2025 | 2024 | |||||
| Cash flows from operating activities: | ||||||
| Net loss | $ | (91,874,332 | ) | $ | (51,269,476 | ) |
| Adjustments to reconcile net loss to net cash and cash equivalents used in operating activities: | ||||||
| Depreciation and amortization | 1,528,970 | 768,130 | ||||
| Amortization of operating lease assets | 621,683 | 509,892 | ||||
| Stock-based compensation expense | 7,781,373 | 2,176,952 | ||||
| Net gain on digital assets | (6,225,200 | ) | (1,594,889 | ) | ||
| Investments in affiliates gain | (128,674 | ) | (50,307 | ) | ||
| Non-cash interest expense | 1,554,236 | — | ||||
| Paid-in-kind interest | 4,237,129 | — | ||||
| Impairment of investments | 625,000 | — | ||||
| Change in deferred income taxes | — | (4,403,068 | ) | |||
| Change in operating assets and liabilities: | ||||||
| Accounts receivable | (8,442,549 | ) | 19,593,173 | |||
| Physical media inventory | 170,038 | (219,917 | ) | |||
| Royalty advance | (1,268,738 | ) | — | |||
| Prepaid expenses and other current assets | (2,514,521 | ) | (2,336,927 | ) | ||
| Licensing receivables | 6,325,425 | (4,032,744 | ) | |||
| Other long-term assets | — | (515,000 | ) | |||
| Accounts payable and accrued expenses | (8,763,371 | ) | 2,937,860 | |||
| Accrued licensing royalties | 9,857,638 | (6,788,204 | ) | |||
| Operating lease liabilities | (649,008 | ) | (478,392 | ) | ||
| Deferred revenue | 28,510,404 | 6,124,186 | ||||
| Net cash and cash equivalents used in operating activities | (58,654,497 | ) | (39,578,731 | ) | ||
| Cash flows from investing activities: | ||||||
| Purchases of property and equipment | (375,820 | ) | (271,927 | ) | ||
| Issuance of notes receivable | (986,387 | ) | (1,455,279 | ) | ||
| Collections of notes receivable | 520,340 | 1,820,313 | ||||
| Purchase of digital assets | — | (48,515 | ) | |||
| Sale of digital assets | 99,118 | 2,182,381 | ||||
| Purchase of intangible assets | (3,006,012 | ) | — | |||
| Purchase of content | (6,320,963 | ) | (503,296 | ) | ||
| Investments in affiliates | (5,511,002 | ) | (1,033,516 | ) | ||
| Net cash and cash equivalents provided by (used in) investing activities | (15,580,726 | ) | 690,161 | |||
| Cash flows from financing activities: | ||||||
| Repayment of notes payable | (63,450,746 | ) | (18,374,314 | ) | ||
| Repayment of loan guarantee | (10,175,490 | ) | — | |||
| Receipt of notes payable | 106,166,018 | 17,043,019 | ||||
| Repayment of accrued settlement costs | (207,563 | ) | (188,042 | ) | ||
| Exercise of stock options | 308,085 | 457,820 | ||||
| Issuance of common stock | 102,787,036 | 26,901,019 | ||||
| Contribution of equity in noncontrolling interests | 13,730,922 | — | ||||
| Redemption of equity in noncontrolling interests | (15,753,060 | ) | — | |||
| Fees related to issuance of common stock and minority interest | (534,271 | ) | (206,613 | ) | ||
| Repurchase of common stock | (132,940 | ) | (600,079 | ) | ||
| Equity financing fees | (544,585 | ) | — | |||
| Debt financing fees | (1,842,746 | ) | — | |||
| Net cash and cash equivalents provided by financing activities | 130,350,660 | 25,032,810 | ||||
| Effect of changes in foreign currency exchange rates on cash and cash equivalents | — | (2,063 | ) | |||
| Net increase (decrease) in cash and cash equivalents | 56,115,437 | (13,857,823 | ) | |||
| Cash and cash equivalents at beginning of period | 7,211,826 | 25,201,425 | ||||
| Cash and cash equivalents at end of period | $ | 63,327,263 | $ | 11,343,602 | ||
| Supplemental disclosure of cash flow information: | ||||||
| Cash paid for interest | $ | 7,513,015 | $ | 456,144 | ||
| Supplemental schedule of noncash financing activities: | ||||||
| Adoption of ASU No. 2023-08 | $ | 15,962,018 | $ | — | ||
| Conversion of debt | 7,092,139 | — | ||||
| Issuance of warrants | 2,533,091 | — | ||||
| Debt conversion feature | 1,925,229 | — | ||||
| Investment capital receivable | 297,722 | 4,925,053 | ||||
| Operating lease right-of-use assets and liabilities | (145,980 | ) | 2,137,262 |
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