Southport Acquisition Corp. Files 8-K

TL;DR

Southport Acquisition Corp. filed an 8-K on 8/25/25, check for shareholder votes & other events.

AI Summary

Southport Acquisition Corp. filed an 8-K on August 25, 2025, reporting on matters submitted to a vote of security holders and other events. The company, incorporated in Delaware with its principal office in Greenwich, CT, is involved in the motion picture and video tape production industry.

Why It Matters

This filing indicates Southport Acquisition Corp. is proceeding with corporate actions that may involve shareholder votes or significant operational updates.

Risk Assessment

Risk Level: low — The filing is a standard 8-K reporting routine corporate events and does not disclose immediate financial distress or significant negative news.

Key Numbers

• 001-41150 — SEC File Number (Identifier for Southport Acquisition Corp.'s filings)
• 86-3483780 — EIN (Employer Identification Number for Southport Acquisition Corp.)

Key Players & Entities

• Southport Acquisition Corp. (company) — Registrant
• Delaware (jurisdiction) — State of incorporation
• Greenwich, CT (location) — Business address
• August 25, 2025 (date) — Date of report

FAQ

Key Financial Figures

• $0.0001 — g of one share of Class A common stock, $0.0001 par value, and one-half of one warrant
• $11 — A common stock at an exercise price of $11.50, subject to adjustment PORTW OTC
• $11.54 — at a redemption price of approximately $11.54 per public share, for an aggregate rede
• $577 — gate redemption amount of approximately $577. Additional Information and Where to F

Filing Documents

• tm2425114d28_8k.htm (8-K) — 85KB
• 0001104659-25-082512.txt ( ) — 306KB
• port-20250825.xsd (EX-101.SCH) — 4KB
• port-20250825_def.xml (EX-101.DEF) — 27KB
• port-20250825_lab.xml (EX-101.LAB) — 37KB
• port-20250825_pre.xml (EX-101.PRE) — 25KB
• tm2425114d28_8k_htm.xml (XML) — 7KB

07. Submission of Matters to a Vote of Security Holders

Item 5.07. Submission of Matters to a Vote of Security Holders. Special Meeting On August 25, 2025, Southport Acquisition Corporation ("SAC" or "Southport") convened a special meeting of stockholders (the "Special Meeting") for the purposes of considering and voting upon the following proposals, each of which is described in further detail in the definitive joint proxy statement/prospectus filed by SAC with the U.S. Securities and Exchange Commission (the "SEC") on August 4, 2025, as amended or supplemented from time to time (the "joint proxy Proposal No. 1: The Business Combination Proposal – a proposal to approve and adopt the Agreement and Plan of Merger, dated as of September 11, 2024, by and among SAC, Sigma Merger Sub, Inc. ("Merger Sub") and Angel Studios, Inc. ("ASI" or "Angel Studios"), as amended by Amendment No. 1, dated as of February 14, 2025 (as amended, the "Merger Agreement") ( such proposal, the "Business Combination Proposal"), which provides for, among other things, the merger of Merger Sub with and into ASI (the "Merger" or "Business Combination"), with ASI surviving the Merger as a wholly owned subsidiary of SAC, in accordance with the terms and subject to the conditions of the Merger Agreement, and immediately after the Merger's closing, SAC will be renamed "Angel Studios, Inc." and the "Combined Company" will refer to the combined company as so renamed; Proposal No. 2: The Charter Proposal – a proposal to approve and adopt the proposed second amended and restated certificate of incorporation of the Combined Company (the "Proposed Charter"), upon the effective time of the Business Combination (such proposal, the "Charter Proposal"); Proposal No. 3: The Governance Proposals – the following proposals (such proposals, collectively, the "Governance Proposals"), to be considered and voted upon on a non-binding advisory basis, with respect to certain governance provisions in the Proposed Charter and the proposed ame

01 Other Events

Item 8.01 Other Events. In connection with the vote to approve the Business Combination Proposal, the holders of 50 public shares of SAC Class A Common Stock properly exercised their right to redeem their shares (and did not withdraw their redemption) for cash at a redemption price of approximately $11.54 per public share, for an aggregate redemption amount of approximately $577. Additional Information and Where to Find It In connection with the proposed transaction, Southport filed a registration statement on Form S-4 (File No. 333-283151) (as it may be amended, the "Registration Statement") with the SEC, which includes a definitive prospectus and joint proxy statement of Southport and Angel Studios, referred to as a joint proxy statement/prospectus. After the Registration Statement was declared effective on July 22, 2025, on or about August 4, 2025, the definitive joint proxy statement/prospectus and other relevant documents were mailed to stockholders and warrantholders of Southport as of the June 27, 2025, record date for the Special Meeting and the Warrantholders Meeting. Southport and Angel Studios will also file other documents regarding the proposed transaction with the SEC. INVESTORS AND SECURITY HOLDERS ARE ADVISED TO READ THE REGISTRATION STATEMENT, THE JOINT PROXY STATEMENT/PROSPECTUS AND ALL OTHER RELEVANT DOCUMENTS FILED OR THAT WILL BE FILED WITH THE SEC IN CONNECTION WITH THE PROPOSED TRANSACTION BECAUSE THEY CONTAIN IMPORTANT INFORMATION. Investors and security holders may obtain free copies of the Registration Statement, the joint proxy statement/prospectus and all other relevant documents filed or that will be filed with the SEC by Southport and Angel Studios (when available) through the website maintained by the SEC at http://www.sec.gov. The documents filed by Southport with the SEC also may be obtained free of charge upon written request to 268 Post Road, Suite 200, Fairfield, CT 06824. The documents filed by Angel Studios with the SEC als

Forward-Looking Statements

Forward-Looking Statements This communication may contain certain forward-looking statements within the meaning of the federal securities laws with respect to the proposed transaction between Angel Studios and Southport. These forward-looking statements generally are identified by the words "believe," "project," "expect," "anticipate," "estimate," "intend," "strategy," "future," "opportunity," "plan," "may," "should," "will," "would," "will be," "will continue," "will likely result," and similar expressions. Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking a timely manner or at all, which may adversely affect the price of the combined company's securities, (ii) the risk that the proposed transaction may not be completed by Southport's business combination deadline and the potential failure to obtain an extension of the business combination deadline, (iii) the failure to satisfy the conditions to the consummation of the proposed transaction, including the adoption of the Merger Agreement by the stockholders of Southport and Angel Studios, (iv) the lack of a third party valuation in determining whether or not to pursue the proposed transaction, (v) the occurrence of any event, change or other circumstance that could give rise to the termination of the Merger Agreement, (vi) the effect of the announcement or pendency of the transaction on Angel Studios' business relationships, operating results, and business generally, (vii) risks that the proposed transaction disrupts current plans and operations of Angel Studios or diverts management's attention from Angel Studios' ongoing business operat

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View this 8-K filing on SEC EDGAR