0001865200-26-000048
SEC filingOn June 17, 2026, Angel Studios filed a Third Amended and Restated Certificate of Incorporation to add new Permitted Transferee categories for certain trusts and modify conversion provisions, approved by Class B stockholders.
The amendment adds two new Permitted Transferee categories—Qualifying Purpose Trusts (noncharitable purpose trusts under Delaware law) and Qualifying Estate Planning Trusts (irrevocable estate planning trusts)—and modifies the automatic conversion provisions for Class B common stock upon death or permanent incapacity. Shares held by these trusts will not automatically convert as long as the trusts comply with specified conditions. The Board approved the amendment on June 16, 2026, on the recommendation of a special committee, and the majority of Class B stockholders consented in writing. The amendment is effective immediately and is intended to facilitate estate planning and long-term holding of Class B stock, which carries ten votes per share.