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| CIK | 1865200 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Southport Acquisition Corporation
SEC Filings (Chronological Order)
यह पृष्ठ SEC फाइलिंग की एक पूरी, कालानुक्रमिक सूची प्रदान करता है, ओनरशिप फाइलिंग को छोड़कर, जो हम अन्यत्र प्रदान करते हैं।
| August 25, 2025 |
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): August 25, 2025 Southport Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41150 86-3483780 (State or other jurisdiction of incorporation) ( |
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| August 25, 2025 |
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): August 25, 2025 Southport Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41150 86-3483780 (State or other jurisdiction of incorporation) ( |
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| August 21, 2025 |
Filed Pursuant to Rule 424(b)(3) Registration No. 333-283151 JOINT PROXY STATEMENT/PROSPECTUS SUPPLEMENT NO. 1 (to Joint Proxy Statement/Prospectus dated August 4, 2025) PROXY STATEMENT FOR SPECIAL MEETING OF STOCKHOLDERS AND SPECIAL MEETING OF PUBLIC WARRANTHOLDERS OF SOUTHPORT ACQUISITION CORPORATION PROXY STATEMENT FOR SPECIAL MEETING OF STOCKHOLDERS OF ANGEL STUDIOS, INC. PROSPECTUS FOR 106,84 |
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| August 21, 2025 |
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): August 21, 2025 Southport Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41150 86-3483780 (State or other jurisdiction of incorporation) ( |
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| August 21, 2025 |
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): August 21, 2025 Southport Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41150 86-3483780 (State or other jurisdiction of incorporation) ( |
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| August 18, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy State |
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| August 14, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number 001- |
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| August 11, 2025 |
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): August 11, 2025 Southport Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41150 86-3483780 (State or other jurisdiction of incorporation) ( |
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| August 11, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy State |
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| August 11, 2025 |
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): August 11, 2025 Southport Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41150 86-3483780 (State or other jurisdiction of incorporation) ( |
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| August 4, 2025 |
TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(3) Registration No. 333-283151 PROXY STATEMENT FOR SPECIAL MEETING OF STOCKHOLDERS AND SPECIAL MEETING OF PUBLIC WARRANTHOLDERS OF SOUTHPORT ACQUISITION CORPORATION PROXY STATEMENT FOR SPECIAL MEETING OF STOCKHOLDERS OF ANGEL STUDIOS, INC. PROSPECTUS FOR 106,847,997 SHARES OF CLASS A COMMON STOCK AND 88,286,561 SHARES OF CLASS B COMMON STOCK OF SOU |
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| July 15, 2025 |
Exhibit 107 Calculation of Filing Fee Tables FORM S-4 (Form Type) SOUTHPORT ACQUISITION CORPORATION (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1)(2) Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Class A Common Stock, par value $0. |
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| July 15, 2025 |
Form of Proxy Card for the Special Meeting of Stockholders of Southport Acquisition Corporation. Exhibit 99.1 2025 (3A) authorizing the change in the authorized share capital of SAC from (i) 200,000,000 shares of Class A common stock, par value $0.0001 per share, of SAC (the “SAC Class A Common Stock”), 20,000,000 shares of Class B common stock, par value $0.0001 per share, of SAC (the “SAC Class B Common Stock” and, together with the SAC Class A Common Stock, the “SAC Common Stock,” and each |
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| July 15, 2025 |
As filed with the Securities and Exchange Commission on July 14, 2025 Table of Contents As filed with the Securities and Exchange Commission on July 14, 2025 Registration No. |
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| June 13, 2025 |
Exhibit 107 Calculation of Filing Fee Tables FORM S-4 (Form Type) SOUTHPORT ACQUISITION CORPORATION (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1)(2) Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Class A Common Stock, par value $0. |
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| June 13, 2025 |
Consent of Robert C. Gay to be named as a director. Exhibit 99.8 Consent to be Named as a Director In connection with the filing by Southport Acquisition Corporation of the Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named in the Registration Statement and any and all amendmen |
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| June 13, 2025 |
Exhibit 24.2 ANGEL STUDIOS, INC. POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Neal S. Harmon as his or her true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, for him or her and in his or her name, place and stead, in any and all capacities, to sign one or more registration |
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| June 13, 2025 |
Exhibit 24.3 ANGEL STUDIOS, INC. POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Neal S. Harmon as his or her true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, for him or her and in his or her name, place and stead, in any and all capacities, to sign one or more registration |
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| June 13, 2025 |
As filed with the Securities and Exchange Commission on June 13, 2025 Table of Contents As filed with the Securities and Exchange Commission on June 13, 2025 Registration No. |
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| June 13, 2025 |
Specimen Common Stock Certificate of Angel Studios, Inc. Exhibit 4.6 NUMBER NUMBER OF SHARES SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP ANGEL STUDIOS, INC. INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE CLASS A COMMON STOCK THIS CERTIFIES THAT IS THE OWNER OF FULLY PAID AND NON-ASSESSABLE SHARES OF CLASS A COMMON STOCK, PAR VALUE OF $0.0001 PER SHARE, OF ANGEL STUDIOS, INC. transferable on the books of the Corporation in person or by duly authorize |
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| June 13, 2025 |
Investor Presentation, dated June 13, 2025. Exhibit 99.9 Investor Presentation June 13, 2025 Disclaimer This presentation (the “presentation”) is being provided on a strictly confidential and non-reliance basis for informational purposes only. It shall not constitute (i) a solicitation of a proxy, consent or authorization with respect to any securities or in respect of the Merger (as defined below) or (ii) an offer to sell, or the solicitat |
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| June 13, 2025 |
Form of Proxy Card for the Special Meeting of Stockholders of Angel Studios, Inc. EXHIBIT 99.3 ANGEL STUDIOS, INC. THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS FOR THE SPECIAL MEETING OF THE STOCKHOLDERS TO BE HELD ON [ ], 2025 P R O X Y C A R D The undersigned hereby appoints [ ] or [ ], which we refer to together as the “Proxies”, and each of them independently, with full power of substitution as proxies to vote the shares that the undersigned is entitled to vo |
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| June 13, 2025 |
Consent of Mina Nguyen to be named as a director. Exhibit 99.7 Consent to be Named as a Director In connection with the filing by Southport Acquisition Corporation of the Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named in the Registration Statement and any and all amendmen |
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| June 13, 2025 |
Form of Proxy Card for the Special Meeting of Stockholders of Southport Acquisition Corporation. Exhibit 99.1 2025 (3A) authorizing the change in the authorized share capital of SAC from (i) 200,000,000 shares of Class A common stock, par value $0.0001 per share, of SAC (the “SAC Class A Common Stock”), 20,000,000 shares of Class B common stock, par value $0.0001 per share, of SAC (the “SAC Class B Common Stock” and, together with the SAC Class A Common Stock, the “SAC Common Stock,” and each |
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| June 13, 2025 |
Form of Proxy Card for the Special Meeting of Warrantholders of Southport Acquisition Corporation. Exhibit 99.2 2025 (1) The Warrant Amendment Proposal — to consider and vote upon a proposal to amend the Warrant Agreement, dated as of December 9, 2021 (the “Warrant Agreement”), between Southport Acquisition Corporation (“SAC”) and Continental Stock Transfer & Trust Company, as warrant agent, in the form attached to the accompanying joint proxy statement/prospectus as Annex G, to provide that, a |
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| June 13, 2025 |
Offer Letter between Angel Studios, Inc. and Scott Klossner, entered into as of June 4, 2025. Exhibit 10.31 June 4, 2025 Dear Scott, Angel Studios is pleased to offer you a full-time position as the Chief Financial Officer. We know that your knowledge, skills, and experience will be a great asset to our team, and we look forward to working together to amplify light! We are excited to offer you the following compensation: ● Annual Salary: $295,000 paid in biweekly installments (up to 26 pay |
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| June 13, 2025 |
Consent of Steve Sarowitz to be named as a director. Exhibit 99.6 Consent to be Named as a Director In connection with the filing by Southport Acquisition Corporation of the Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named in the Registration Statement and any and all amendmen |
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| May 16, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number 001 |
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| May 16, 2025 |
Commission File Number: 001-41150 CUSIP: 84465L105 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| April 22, 2025 |
As filed with the Securities and Exchange Commission on April 22, 2025 Table of Contents As filed with the Securities and Exchange Commission on April 22, 2025 Registration No. |
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| April 22, 2025 |
Exhibit 107 Calculation of Filing Fee Tables FORM S-4 (Form Type) SOUTHPORT ACQUISITION CORPORATION (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1)(2) Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Class A Common Stock, par value $0. |
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| April 15, 2025 |
Table of Contents ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-41150 Southport Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 86-3483780 (I. |
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| March 31, 2025 |
Commission File Number: 001-41150 CUSIP: 84465L105 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| February 14, 2025 |
As filed with the Securities and Exchange Commission on February 14, 2025 Table of Contents As filed with the Securities and Exchange Commission on February 14, 2025 Registration No. |
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| February 14, 2025 |
Amendment No. 1 to Agreement and Plan of Merger, dated as of February 14, 2025. Exhibit 2.1 AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER This Amendment No. 1 to Agreement and Plan of Merger (this “Amendment”) is entered into as of February 14, 2025, by and among Southport Acquisition Corporation, a Delaware corporation (“Acquiror”), Sigma Merger Sub, Inc., a Delaware corporation and a direct wholly-owned subsidiary of Acquiror (“Merger Sub”) and Angel Studios, Inc., a Dela |
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| February 14, 2025 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): February 14, 2025 Southport Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41150 86-3483780 (State or other jurisdiction of incorporation) |
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| February 14, 2025 |
Investor Presentation, dated February 14, 2025. Exhibit 99.9 Investor Presentation February 14, 2025 Disclaimer This presentation (the “presentation”) is being provided on a strictly confidential and non-reliance basis for informational purposes only. It shall not constitute (i) a solicitation of a proxy, consent or authorization with respect to any securities or in respect of the Merger (as defined below) or (ii) an offer to sell, or the solic |
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| February 14, 2025 |
Amendment No. 1 to Agreement and Plan of Merger, dated as of February 14, 2025. Exhibit 2.1 AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER This Amendment No. 1 to Agreement and Plan of Merger (this “Amendment”) is entered into as of February 14, 2025, by and among Southport Acquisition Corporation, a Delaware corporation (“Acquiror”), Sigma Merger Sub, Inc., a Delaware corporation and a direct wholly-owned subsidiary of Acquiror (“Merger Sub”) and Angel Studios, Inc., a Dela |
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| February 14, 2025 |
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): February 14, 2025 Southport Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41150 86-3483780 (State or other jurisdiction of incorporation) |
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| February 14, 2025 |
Exhibit 107 Calculation of Filing Fee Tables FORM S-4 (Form Type) SOUTHPORT ACQUISITION CORPORATION (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1)(2) Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Class A Common Stock, par value $0. |
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| January 15, 2025 |
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): January 15, 2025 Southport Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41150 86-3483780 (State or other jurisdiction of incorporation) |
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| November 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number |
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| November 14, 2024 |
SC 13G/A 1 sc13ga.htm AMENDMENT NO. 1 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Southport Acquisition Corp. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 84465L105 (CUSIP Number) September 30, 2024 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [ |
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| November 13, 2024 |
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): November 13, 2024 Southport Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41150 86-3483780 (State or other jurisdiction of incorporation) |
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| November 13, 2024 |
Exhibit 3.1 THIRD AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SOUTHPORT ACQUISITION CORPORATION November 13, 2024 Southport Acquisition Corporation, a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is “Southport Acquisition Corporation”. Th |
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| November 12, 2024 |
As filed with the Securities and Exchange Commission on November 12, 2024 Table of Contents As filed with the Securities and Exchange Commission on November 12, 2024 Registration No. |
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| November 12, 2024 |
Consent of Paul Ahlstrom to be named as a director. Exhibit 99.5 Consent to be Named as a Director In connection with the filing by Southport Acquisition Corporation of the Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named in the Registration Statement and any and all amendmen |
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| November 12, 2024 |
Consent of Neal Harmon to be named as a director. Exhibit 99.4 Consent to be Named as a Director In connection with the filing by Southport Acquisition Corporation of the Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named in the Registration Statement and any and all amendmen |
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| November 12, 2024 |
Consent of Jennifer Nuckles to be named as a director. Exhibit 99.7 Consent to be Named as a Director In connection with the filing by Southport Acquisition Corporation of the Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named in the Registration Statement and any and all amendmen |
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| November 12, 2024 |
List of Subsidiaries of the Registrant. Exhibit 21.1 SOUTHPORT ACQUISITION CORPORATION LIST OF SUBSIDIARIES Name Jurisdiction of Incorporation Sigma Merger Sub, Inc. Delaware |
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| November 12, 2024 |
Exhibit 107 Calculation of Filing Fee Tables FORM S-4 (Form Type) SOUTHPORT ACQUISITION CORPORATION (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1)(2) Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Class A Common Stock, par value $0. |
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| November 12, 2024 |
Consent of Jared Stone to be named as a director. Exhibit 99.8 Consent to be Named as a Director In connection with the filing by Southport Acquisition Corporation of the Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named in the Registration Statement and any and all amendmen |
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| November 12, 2024 |
Consent of Katie Liljenquist to be named as a director. Exhibit 99.6 Consent to be Named as a Director In connection with the filing by Southport Acquisition Corporation of the Registration Statement on Form S-4 with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”), I hereby consent, pursuant to Rule 438 of the Securities Act, to being named in the Registration Statement and any and all amendmen |
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| October 29, 2024 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Amendment No. 1 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a |
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| October 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy State |
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| October 21, 2024 |
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): October 21, 2024 Southport Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41150 86-3483780 (State or other jurisdiction of incorporation) |
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| October 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy State |
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| October 15, 2024 |
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): October 14, 2024 Southport Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41150 86-3483780 (State or other jurisdiction of incorporation) |
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| October 3, 2024 |
Exhibit 10.1 THIS PROMISSORY NOTE (“NOTE”) HAS NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE MAK |
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| October 3, 2024 |
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): October 3, 2024 Southport Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41150 86-3483780 (State or other jurisdiction of incorporation) ( |
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| October 2, 2024 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defi |
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| September 27, 2024 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 1 |
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| September 27, 2024 |
Southport Acquisition Corporation 8 Bolling Place Greenwich, CT 06830 September 27, 2024 Southport Acquisition Corporation 8 Bolling Place Greenwich, CT 06830 September 27, 2024 VIA EDGAR U. |
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| September 19, 2024 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defi |
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| September 11, 2024 |
Agreement and Plan of Merger, dated as of September 11, 2024. Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and among SOUTHPORT ACQUISITION CORPORATION, SIGMA MERGER SUB, INC. and Angel studios, inc. dated as of September 11, 2024 Table of Contents Page Article I CERTAIN DEFINITIONS Section 1.1. Definitions 3 Section 1.2. Other Defined Terms 16 Section 1.3. Construction 18 Section 1.4. Knowledge 19 Article II THE MERGER; CLOSING Section 2.1. The Merger 19 Sect |
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| September 11, 2024 |
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): September 11, 2024 Southport Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41150 86-3483780 (State or other jurisdiction of incorporation |
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| September 11, 2024 |
Exhibit 99.1 Angel Studios to Become a Publicly Traded Company via Business Combination with Southport Acquisition Corporation Mission-Driven Differentiated Media Company Will Continue to Be Led by Co-Founder, Neal Harmon Attractive Angel Guild Community Has Membership Based Recurring Revenue Model Angel Studios Revenues of $45.0 Million for the Six Months Ended June 30, 2024, Up from $39.0 Millio |
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| September 11, 2024 |
Exhibit 10.2 STOCKHOLDER SUPPORT AGREEMENT This Stockholder Support Agreement (this “Agreement”) is dated as of September 11, 2024, by and among Southport Acquisition Corporation, a Delaware corporation (“Acquiror”), the Persons set forth on Schedule I hereto (each, a “Company Stockholder” and, collectively, the “Company Stockholders”), and Angel Studios, Inc., a Delaware corporation (the “Company |
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| September 11, 2024 |
Sponsor Support Agreement, dated as of September 11, 2024. Exhibit 10.1 SPONSOR SUPPORT AGREEMENT This Sponsor Support Agreement (this “Sponsor Agreement”) is dated as of September 11, 2024 by and among Southport Acquisition Sponsor LLC, a Delaware limited liability company (“Sponsor”), Southport Acquisition Corporation, a Delaware corporation (“Acquiror”), and Angel Studios, Inc., a Delaware corporation (the “Company”). Capitalized terms used but not def |
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| September 11, 2024 |
Exhibit 10.1 SPONSOR SUPPORT AGREEMENT This Sponsor Support Agreement (this “Sponsor Agreement”) is dated as of September 11, 2024 by and among Southport Acquisition Sponsor LLC, a Delaware limited liability company (“Sponsor”), Southport Acquisition Corporation, a Delaware corporation (“Acquiror”), and Angel Studios, Inc., a Delaware corporation (the “Company”). Capitalized terms used but not def |
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| September 11, 2024 |
Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and among SOUTHPORT ACQUISITION CORPORATION, SIGMA MERGER SUB, INC. and Angel studios, inc. dated as of September 11, 2024 Table of Contents Page Article I CERTAIN DEFINITIONS Section 1.1. Definitions 3 Section 1.2. Other Defined Terms 16 Section 1.3. Construction 18 Section 1.4. Knowledge 19 Article II THE MERGER; CLOSING Section 2.1. The Merger 19 Sect |
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| September 11, 2024 |
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): September 11, 2024 Southport Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41150 86-3483780 (State or other jurisdiction of incorporation |
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| September 11, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 11, 2024 Southport Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41150 86-3483780 (State or other jurisdiction of incorporati |
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| September 11, 2024 |
Angel Studios Stockholder Support Agreement, dated as of September 11, 2024. Exhibit 10.2 STOCKHOLDER SUPPORT AGREEMENT This Stockholder Support Agreement (this “Agreement”) is dated as of September 11, 2024, by and among Southport Acquisition Corporation, a Delaware corporation (“Acquiror”), the Persons set forth on Schedule I hereto (each, a “Company Stockholder” and, collectively, the “Company Stockholders”), and Angel Studios, Inc., a Delaware corporation (the “Company |
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| September 11, 2024 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 11, 2024 Southport Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41150 86-3483780 (State or other jurisdiction of incorporati |
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| September 11, 2024 |
Exhibit 99.2 Investor Presentation 11 September 2024 “The most powerful person in the world is the storyteller. The storyteller sets the vision, values and agenda of an entire generation that is to come.” STEVE JOBS Disclaimer This presentation (the “presentation”) is being provided on a strictly confidential and non-reliance basis for informational purposes only. It shall not constitute (i) a sol |
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| August 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number 001- |
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| June 28, 2024 |
SC 13G/A 1 tm2417765d30sc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 (Amendment No. 2) Southport Acquisition Corporation (Name of Issuer) Class A common stock, par value $0.0001 per sh |
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| May 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number 001 |
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| April 8, 2024 |
NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange ("NYSE" or the "Exchange") hereby notifies the Securities and Exchange Commission (the "Commission") of its intention to remove the entire class of Class A common stock, $0. |
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| April 1, 2024 |
Table of Contents ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-41150 Southport Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 86-3483780 (I. |
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| March 21, 2024 |
Exhibit 99.1 Southport Acquisition Corporation Announces Suspension and Expected De-Listing from the New York Stock Exchange DEL MAR, CALIFORNIA, March 21, 2024 – Southport Acquisition Corporation (NYSE: PORT) (the “Company”) today announced that it received correspondence from the staff of NYSE Regulation (the “Staff”) of the New York Stock Exchange (“NYSE”) indicating that the Staff has determin |
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| March 21, 2024 |
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): March 21, 2024 Southport Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41150 86-3483780 (State or other jurisdiction of incorporation) (C |
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| March 14, 2024 |
Exhibit 3.1 SECOND AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SOUTHPORT ACQUISITION CORPORATION March 14, 2024 Southport Acquisition Corporation, a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is “Southport Acquisition Corporation”. The original certificate o |
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| March 14, 2024 |
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): March 14, 2024 Southport Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41150 86-3483780 (State or other jurisdiction of incorporation) (C |
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| March 7, 2024 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defi |
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| February 26, 2024 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defi |
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| February 14, 2024 |
PORT / Southport Acquisition Corporation / RIVERNORTH CAPITAL MANAGEMENT, LLC Passive Investment SC 13G 1 fp0087161-23sc13g.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (AMENDMENT NO. 0)* Southport Acquisition Corporation (Name of Issuer) Class A Common Stock, par value $0.0001 per share (Title of Class of Sec |
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| February 14, 2024 |
PORT / Southport Acquisition Corporation / Sandia Investment Management LP Passive Investment SC 13G 1 sc13g.htm SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Southport Acquisition Corp. (Name of Issuer) Class A Common Stock (Title of Class of Securities) 84465L105 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [x] Rule 13d-1(b) [ ] |
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| February 14, 2024 |
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): February 7, 2024 Southport Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41150 86-3483780 (State or other jurisdiction of incorporation) |
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| February 14, 2024 |
EX-99.1 2 exhibit99-1.htm JOINT FILING AGREEMENT BY AND AMONG THE REPORTING PERSONS Exhibit 99.1 JOINT FILING AGREEMENT This Joint Filing Agreement, dated as of February 14, 2024 is by and among Sandia Investment Management L.P. and Timothy J. Sichler (the foregoing are collectively referred to herein as the “Filers”). Each of the Filers may be required to file with the United States Securities an |
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| February 9, 2024 |
SC 13G/A 1 formsc13ga.htm FORM SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Southport Acquisition Corp (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 84465L105 (CUSIP Number) December 31, 2023 (Date of Event which Requires Filing of this Statement) Check |
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| January 24, 2024 |
Exhibit 10.1 SOUTHPORT ACQUISITION CORPORATION CLAWBACK POLICY Introduction The Board of Directors (the “Board”) of Southport Acquisition Corporation (the “Company”) believes that it is in the best interests of the Company and its stockholders to maintain and enforce a culture of integrity and accountability. In accordance with the applicable rules (the “NYSE Rules”) of the New York Stock Exchange |
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| January 24, 2024 |
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): January 23, 2024 Southport Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41150 86-3483780 (State or other jurisdiction of incorporation) |
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| January 16, 2024 |
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): January 12, 2024 Southport Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41150 86-3483780 (State or other jurisdiction of incorporation) |
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| December 14, 2023 |
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): December 13, 2023 Southport Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41150 86-3483780 (State or other jurisdiction of incorporation) |
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| November 20, 2023 |
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): November 20, 2023 Southport Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41150 86-3483780 (State or other jurisdiction of incorporation) |
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| November 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number |
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| October 16, 2023 |
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): October 11, 2023 Southport Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41150 86-3483780 (State or other jurisdiction of incorporation) |
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| October 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 (Amendment No. ) Southport Acquisition Corporation (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) 84465L105 |
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| October 5, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number 001- |
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| September 29, 2023 |
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): September 11, 2023 Southport Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41150 86-3483780 (State or other jurisdiction of incorporation |
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| September 6, 2023 |
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): August 22, 2023 Southport Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41150 86-3483780 (State or other jurisdiction of incorporation) ( |
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| September 6, 2023 |
Southport Acquisition Corporation Receives NYSE Notice Regarding Delayed Form 10-Q Filing Exhibit 99.1 Southport Acquisition Corporation Receives NYSE Notice Regarding Delayed Form 10-Q Filing DEL MAR, CALIFORNIA, September 6, 2023 – Southport Acquisition Corporation (NYSE: PORT) (the “Company”) today announced that it received a notice from the New York Stock Exchange (the “NYSE”) indicating that the Company is not in compliance with Section 802.01E of the NYSE Listed Company Manual a |
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| August 21, 2023 |
Commission File Number: 001-41150 CUSIP: 84465L105 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| August 15, 2023 |
Commission File Number: 001-41150 CUSIP: 84465L105 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| July 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number 001 |
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| June 9, 2023 |
Exhibit 3.1 AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SOUTHPORT ACQUISITION CORPORATION June 9, 2023 Southport Acquisition Corporation, a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is “Southport Acquisition Corporation”. The original certificate |
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| June 9, 2023 |
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): June 9, 2023 Southport Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41150 86-3483780 (State or other jurisdiction of incorporation) (Com |
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| June 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy State |
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| June 8, 2023 |
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): June 8, 2023 Southport Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41150 86-3483780 (State or other jurisdiction of incorporation) (Com |
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| June 1, 2023 |
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): June 1, 2023 Southport Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41150 86-3483780 (State or other jurisdiction of incorporation) (Com |
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| June 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy State |
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| May 30, 2023 |
Table of Contents ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-41150 Southport Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 86-3483780 (I. |
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| May 26, 2023 |
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): May 25, 2023 Southport Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41150 86-3483780 (State or other jurisdiction of incorporation) (Com |
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| May 26, 2023 |
Exhibit 10.1 VOTING AND NON-REDEMPTION AGREEMENT This VOTING AND NON-REDEMPTION AGREEMENT (this “Agreement”) is entered into as of May [●], 2023 by and between Southport Acquisition Corporation, a Delaware corporation (“SPAC”), and the undersigned shareholder of SPAC (“Shareholder”), and with respect to Sections 5, 7, 8, 9, 10 and 12, Southport Acquisition Sponsor LLC, a Delaware limited liability |
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| May 26, 2023 |
Form of Non-Redemption Agreement Exhibit 10.1 VOTING AND NON-REDEMPTION AGREEMENT This VOTING AND NON-REDEMPTION AGREEMENT (this “Agreement”) is entered into as of May [●], 2023 by and between Southport Acquisition Corporation, a Delaware corporation (“SPAC”), and the undersigned shareholder of SPAC (“Shareholder”), and with respect to Sections 5, 7, 8, 9, 10 and 12, Southport Acquisition Sponsor LLC, a Delaware limited liability |
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| May 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy State |
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| May 22, 2023 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defi |
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| May 11, 2023 |
Commission File Number: 001-41150 CUSIP: 84465L105 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| May 8, 2023 |
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): May 3, 2023 Southport Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 001-41150 86-3483780 (State or other jurisdiction of incorporation) (Comm |
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| May 5, 2023 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defi |
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| April 18, 2023 |
Commission File Number: 001-41150 CUSIP: 84465L105 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| March 28, 2023 |
Commission File Number: 001-41150 CUSIP: 84465L105 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| February 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Southport Acquisition Corp (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 84465L105 (CUSIP Number) December 31, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rul |
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| February 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. 1)* Under the Securities Exchange Act of 1934 Southport Acquisition Corporation (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) 84465L105 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate b |
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| January 30, 2023 |
PORT / Southport Acquisition Corp - Class A / Weiss Asset Management LP Passive Investment CUSIP NO. 84465L105 SCHEDULE 13G/A PAGE 1 OF 10 PAGES =============================================================================== UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No.1)* SOUTHPORT ACQUISITION CORP - (Name of Issuer) Class A Common Stock, par value $0.0001 per share - (Title of Class of Se |
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| January 23, 2023 |
Southport Acquisition Corporation 1745 Grand Avenue Del Mar, California 92014 January 23, 2023 CORRESP 1 filename1.htm Southport Acquisition Corporation 1745 Grand Avenue Del Mar, California 92014 January 23, 2023 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance Office of Real Estate & Construction 100 F Street, NE Washington, D.C. 20549 Attention: Frank Knapp Jennifer Monick Re: Southport Acquisition Corporation Form 10-K for the Fiscal Year Ended December |
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| November 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number |
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| August 15, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| July 1, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Southport Acquisition Corp (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 84465L105 (CUSIP Number) June 21, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursu |
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| May 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commission File Number 001 |
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| March 31, 2022 |
Exhibit 4.5 DESCRIPTION OF SECURITIES As of March 22, 2022, Southport Acquisition Corporation (?we,? ?our,? ?us? or the ?Company?) had the following three classes of its securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?): (i) Class A common stock, $0.0001 par value per share (?Class A common stock?), (ii) warrants, each whole warrant exer |
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| March 31, 2022 |
EX-10.3 3 tm2210532d2ex10-3.htm EXHIBIT 10.3 Exhibit 10.3 January 6, 2022 Southport Acquisition Corporation 1745 Grand Avenue Del Mar, California 92104 Re: Initial Public Offering Ladies and Gentlemen: This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”), dated December 9, 2021, entered into by and between Sout |
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| March 31, 2022 |
10-K 1 tm2210532d110k.htm FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-41150 Southport Acquisition Corporation (Exact name of registrant as specif |
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| February 4, 2022 |
23,000,000 CUSIP NO. 84465L105 SCHEDULE 13G PAGE 1 OF 10 PAGES =============================================================================== UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* SOUTHPORT ACQUISITION CORP - (Name of Issuer) Class A Common Stock, par value $0.0001 per share - (Title of Class |
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| January 31, 2022 |
Exhibit 99.1 Southport Acquisition Corporation Announces the Separate Trading of its Class A Common Stock and Warrants, Commencing January 31, 2022 DEL MAR, CA-(January 28, 2022)?Southport Acquisition Corporation (the ?Company?) announced that, commencing January 31, 2022, holders of the units sold in the Company?s initial public offering may elect to separately trade the shares of the Company?s C |
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| January 31, 2022 |
Financial Statements and Exhibits, Other Events 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 January 28, 2022 Date of Report (Date of earliest event reported) Southport Acquisition Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-41150 86-3483780 (State or other jurisdiction of incorporation) ( |
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| January 12, 2022 |
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 January 6, 2022 Date of Report (Date of earliest event reported) Southport Acquisition Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-41150 86-3483780 (State or other jurisdiction of incorporation) (C |
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| January 11, 2022 |
Apollo Management Holdings GP, LLC - SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. )* Under the Securities Exchange Act of 1934 Southport Acquisition Corporation (Name of Issuer) Class A common stock, par value $0.0001 per share (Title of Class of Securities) 84465L204** (CUSIP Number) December 14, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate |
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| December 20, 2021 |
Financial Statements and Exhibits, Other Events 8-K 1 tm2135792d18k.htm FORM 8-K 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 December 14, 2021 Date of Report (Date of earliest event reported) Southport Acquisition Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-41150 86-3483780 (State or othe |
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| December 20, 2021 |
SOUTHPORT ACQUISITION CORP INDEX TO FINANCIAL STATEMENT Exhibit 99.1 SOUTHPORT ACQUISITION CORP INDEX TO FINANCIAL STATEMENT Report of Independent Registered Public Accounting Firm F-2 Balance Sheet as of December 14, 2021 F-3 Notes to Financial Statement F-4 F-1 Report of Independent Registered Public Accounting Firm Stockholders and Board of Directors Southport Acquisition Corporation Del Mar, California Opinion on the Financial Statement We have aud |
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| December 14, 2021 |
Exhibit 3.1 Amended and restated CERTIFICATE OF INCORPORATION OF SOUTHPORT ACQUISITION CORPORATION December 13, 2021 Southport Acquisition Corporation, a corporation organized and existing under the laws of the State of Delaware, DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is ?Southport Acquisition Corporation? The original certificate of incorporation of the Corporation was fil |
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| December 14, 2021 |
EX-3.2 4 tm2119223d14ex3-2.htm EXHIBIT 3.2 Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF SOUTHPORT ACQUISITION CORPORATION (THE “CORPORATION”) Article I OFFICES Section 1.1 Registered Office. The registered office of the Corporation within the State of Delaware shall be as set forth in the Amended and Restated Certificate of Incorporation of the Corporation, as it may be amended, restated, supplement |
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| December 14, 2021 |
Exhibit 10.2 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this ?Agreement?) is made effective as of December 9, 2021, by and between Southport Acquisition Corporation, a Delaware corporation (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation (the ?Trustee?). WHEREAS, the Company?s registration statement on Form S-1, File No. |
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| December 14, 2021 |
EX-10.3 8 tm2119223d14ex10-3.htm EXHIBIT 10.3 Exhibit 10.3 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of December 9, 2021, is made and entered into by and among Southport Acquisition Corporation, a Delaware corporation (the “Company”), Southport Acquisition Sponsor LLC, a Delaware limited liability company (the “Sponsor” and together with any pers |
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| December 14, 2021 |
EX-1.1 2 tm2119223d14ex1-1.htm EXHIBIT 1.1 Exhibit 1.1 Southport Acquisition CorpORATION (a Delaware corporation) 20,000,000 Units UNDERWRITING AGREEMENT Dated: December 9, 2021 Southport Acquisition Corporation (a Delaware corporation) 20,000,000 Units UNDERWRITING AGREEMENT December 9, 2021 BofA Securities, Inc. as Representative of the several Underwriters c/o BofA Securities, Inc. One Bryant P |
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| December 14, 2021 |
8-K 1 tm2119223d148k.htm FORM 8-K 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 December 9, 2021 Date of Report (Date of earliest event reported) Southport Acquisition Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-41150 86-3483780 (State or othe |
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| December 14, 2021 |
Exhibit 10.5 SOUTHPORT ACQUISITION CORPORATION 1745 Grand Avenue Del Mar, California 92014 December 9, 2021 Southport Acquisition Sponsor LLC 1745 Grand Avenue Del Mar, California 92014 Re: Administrative Support Agreement Ladies and Gentlemen: This letter agreement by and between Southport Acquisition Corporation, a Delaware corporation (the ?Company?) and Southport Acquisition Sponsor LLC, a Del |
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| December 14, 2021 |
Exhibit 4.1 WARRANT AGREEMENT THIS WARRANT AGREEMENT (this ?Agreement?), dated as of December 9, 2021, is by and between Southport Acquisition Corporation, a Delaware corporation (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the ?Warrant Agent,? also referred to herein as the ?Transfer Agent?). WHEREAS, the Company is engaged in an initi |
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| December 14, 2021 |
Exhibit 10.1 December 9, 2021 Southport Acquisition Corporation 1745 Grand Avenue Del Mar, California 92104 Re: Initial Public Offering Ladies and Gentlemen: This letter (this ?Letter Agreement?) is being delivered to you in accordance with the Underwriting Agreement (the ?Underwriting Agreement?) to be entered into by and between Southport Acquisition Corporation, a Delaware corporation (the ?Com |
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| December 14, 2021 |
Exhibit 10.4 PRIVATE PLACEMENT WARRANTS SUBSCRIPTION AGREEMENT THIS PRIVATE PLACEMENT WARRANTS SUBSCRIPTION AGREEMENT, dated as of December 9, 2021 (as it may be amended from time to time, this ?Agreement?), is entered into by and between Southport Acquisition Corporation, a Delaware corporation (the ?Company?), and Southport Acquisition Sponsor LLC, a Delaware limited liability company (the ?Purc |
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| December 10, 2021 |
$200,000,000 Southport Acquisition Corporation 20,000,000 Units 424B4 1 tm2119223-9424b4.htm 424B4 TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(4) Registration No. 333-261370 P R O S P E C T U S $200,000,000 Southport Acquisition Corporation 20,000,000 Units Southport Acquisition Corporation is a newly incorporated blank check company formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or |
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| December 9, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 Southport Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware 86-3483780 (State of Incorporation or Organization) (I.R.S. Employer Identification No.) 1745 Gra |
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| December 7, 2021 |
CORRESP 1 filename1.htm December 7, 2021 Via EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-3720 Attention: Irene Barberena-Meissner Re: Southport Acquisition Corporation Registration Statement on Form S-1 File No. 333-261370 Acceleration Request Requested Date: December 9, 2021 Requested Time: 4:00 P.M., Eastern Time Ladies |
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| December 7, 2021 |
CORRESP 1 filename1.htm BofA Securities, Inc. One Bryant Park New York, New York 10036 December 7, 2021 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-3561 Attention: Irene Barberena-Meissner Re: Southport Acquisition Corporation Registration Statement on Form S-1 File No. 333-261370 Acceleration Request Requested Date: Decemb |
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| December 3, 2021 |
Form of Warrant Agreement between Continental Stock Transfer & Trust Company and the Registrant Exhibit 4.4 WARRANT AGREEMENT THIS WARRANT AGREEMENT (this ?Agreement?), dated as of November [?], 2021, is by and between Southport Acquisition Corporation, a Delaware corporation (the ?Company?), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the ?Warrant Agent,? also referred to herein as the ?Transfer Agent?). WHEREAS, the Company is engaged in an ini |
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| December 3, 2021 |
As filed with the U.S. Securities and Exchange Commission on December 3, 2021 S-1/A 1 tm2119223-7s1a.htm S-1/A As filed with the U.S. Securities and Exchange Commission on December 3, 2021 Registration No. 333-261370 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT No. 1 To FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Southport Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware (State |
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| November 24, 2021 |
S-1 1 tm2119223-5s1.htm S-1 TABLE OF CONTENTS As filed with the U.S. Securities and Exchange Commission on November 24, 2021 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Southport Acquisition Corporation (Exact name of registrant as specified in its charter) Delaware (State or othe |
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| November 24, 2021 |
Exhibit 4.1 NUMBER U- UNITS CUSIP [?] SEE REVERSE FOR CERTAIN DEFINITIONS SOUTHPORT ACQUISITION CORPORATION UNITS CONSISTING OF ONE SHARE OF CLASS A COMMON STOCK AND ONE- HALF OF ONE REDEEMABLE WARRANT, EACH WHOLE WARRANT ENTITLING THE HOLDER TO PURCHASE ONE SHARE OF CLASS A COMMON STOCK THIS CERTIFIES THAT is the owner of Units. Each Unit (?Unit?) consists of one (1) share of Class A common stock |
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| November 24, 2021 |
EX-10.3 13 tm2119223d6ex10-3.htm EXHIBIT 10.3 Exhibit 10.3 INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of [·], 2021, by and between Southport Acquisition Corporation, a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”). WHEREAS, the Company’s regis |
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| November 24, 2021 |
Form of Registration Rights Agreement between the Registrant and certain security holders Exhibit 10.4 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this ?Agreement?), dated as of [?], 2021, is made and entered into by and among Southport Acquisition Corporation, a Delaware corporation (the ?Company?), Southport Acquisition Sponsor LLC, a Delaware limited liability company (the ?Sponsor? and together with any person or entity who hereafter becomes a party to this Ag |
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| November 24, 2021 |
Form of Amended and Restated Bylaws EX-3.4 6 tm2119223d6ex3-4.htm EXHIBIT 3.4 Exhibit 3.4 AMENDED AND RESTATED BYLAWS OF SOUTHPORT ACQUISITION CORPORATION (THE “CORPORATION”) Article I OFFICES Section 1.1 Registered Office. The registered office of the Corporation within the State of Delaware shall be as set forth in the Amended and Restated Certificate of Incorporation of the Corporation, as it may be amended, restated, supplemente |
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| November 24, 2021 |
EX-14.1 19 tm2119223d6ex14-1.htm EXHIBIT 14.1 Exhibit 14.1 FORM OF CODE OF ETHICS OF SOUTHPORT ACQUISITION CORPORATION 1. Introduction The Board of Directors of Southport Acquisition Corporation (the “Board”) has adopted this code of ethics (this “Code”), as amended from time to time by the Board and which is applicable to all of the Company’s directors, officers and employees (to the extent that |
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| November 24, 2021 |
Form of Underwriting Agreement EX-1.1 2 tm2119223d6ex1-1.htm EXHIBIT 1.1 Exhibit 1.1 Southport Acquisition CorpORATION (a Delaware corporation) 20,000,000 Units UNDERWRITING AGREEMENT Dated: [●], 2021 Southport Acquisition Corporation (a Delaware corporation) 20,000,000 Units UNDERWRITING AGREEMENT [●], 2021 BofA Securities, Inc. as Representative of the several Underwriters c/o BofA Securities, Inc. One Bryant Park New York, N |
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| November 24, 2021 |
Exhibit 10.2 [?], 2021 Southport Acquisition Corporation 1745 Grand Avenue Del Mar, California 92104 Re: Initial Public Offering Ladies and Gentlemen: This letter (this ?Letter Agreement?) is being delivered to you in accordance with the Underwriting Agreement (the ?Underwriting Agreement?) to be entered into by and between Southport Acquisition Corporation, a Delaware corporation (the ?Company?), |
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| November 24, 2021 |
Exhibit 10.6 PRIVATE PLACEMENT WARRANTS SUBSCRIPTION AGREEMENT THIS PRIVATE PLACEMENT WARRANTS SUBSCRIPTION AGREEMENT, dated as of [?], 2021 (as it may be amended from time to time, this ?Agreement?), is entered into by and between Southport Acquisition Corporation, a Delaware corporation (the ?Company?), and Southport Acquisition Sponsor LLC, a Delaware limited liability company (the ?Purchaser?) |
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| November 24, 2021 |
BYLAWS SOUTHPORT ACQUISITION CORPORATION (THE “CORPORATION”) Article I OFFICES Exhibit 3.3 BYLAWS OF SOUTHPORT ACQUISITION CORPORATION (THE ?CORPORATION?) Article I OFFICES Section 1.1 Registered Office. The registered office of the Corporation within the State of Delaware shall be as set forth in the Certificate of Incorporation of the Corporation, as it may be amended, restated, supplemented and otherwise modified from time to time (the ?Certificate of Incorporation?), and |
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| November 24, 2021 |
Exhibit 10.1 THIS PROMISSORY NOTE (?NOTE?) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY |
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| November 24, 2021 |
EX-10.7 17 tm2119223d6ex10-7.htm EXHIBIT 10.7 Exhibit 10.7 SOUTHPORT ACQUISITION CORPORATION 1745 Grand Avenue Del Mar, California 92014 [●], 2021 Southport Acquisition Sponsor LLC 1745 Grand Avenue Del Mar, California 92014 Re: Administrative Support Agreement Ladies and Gentlemen: This letter agreement by and between Southport Acquisition Corporation, a Delaware corporation (the “Company”) and S |
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| November 24, 2021 |
EX-4.2 8 tm2119223d6ex4-2.htm EXHIBIT 4.2 Exhibit 4.2 NUMBER SHARES C- CUSIP [•] SEE REVERSE FOR CERTAIN DEFINITIONS SOUTHPORT ACQUISITION CORPORATION INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE CLASS A COMMON STOCK This certifies that is the owner of FULLY PAID AND NON-ASSESSABLE SHARES OF THE PAR VALUE OF $0.0001 EACH OF THE CLASS A COMMON STOCK OF SOUTHPORT ACQUISITION CORPORATION (THE |
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| November 24, 2021 |
EX-3.1 3 tm2119223d6ex3-1.htm EXHIBIT 3.1 Exhibit 3.1 CERTIFICATE OF INCORPORATION OF SOUTHPORT ACQUISITION CORPORATION April 13, 2021 The undersigned, for the purposes of forming a corporation under the laws of the State of Delaware, does make, file, and record this Certificate of Incorporation (this “Certificate”), and does hereby certify as follows: ARTICLE I NAME The name of the corporation is |
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| November 24, 2021 |
Exhibit 10.5 Southport Acquisition Corporation 1745 Grand Avenue Del Mar, California 92014 May 27, 2021 Southport Acquisition Sponsor LLC 1745 Grand Avenue Del Mar, California 92014 RE: Securities Subscription Agreement Ladies and Gentlemen: We are pleased to accept the offer Southport Acquisition Sponsor LLC (the ?Subscriber? or ?you?) has made to purchase 7,187,500 shares of Class B common stock |
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| November 24, 2021 |
Exhibit 10.8 INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this ?Agreement?) is made as of [?], 2021 by and between Southport Acquisition Corporation, a Delaware corporation (the ?Company?), and (?Indemnitee?). RECITALS WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capacities unless they are provided with adequat |
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| November 24, 2021 |
Exhibit 4.4 WARRANT AGREEMENT THIS WARRANT AGREEMENT (this ?Agreement?), dated as of November [?], 2021, is by and between Southport Acquisition Corporation, a Delaware corporation (the ?Company?), and [?], a [?] corporation, as warrant agent (the ?Warrant Agent,? also referred to herein as the ?Transfer Agent?). WHEREAS, the Company is engaged in an initial public offering (the ?Offering?) of uni |
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| November 24, 2021 |
Form of Amended and Restated Certificate of Incorporation Exhibit 3.2 Amended and restated CERTIFICATE OF INCORPORATION OF SOUTHPORT ACQUISITION CORPORATION [?], 2021 Southport Acquisition Corporation, a corporation organized and existing under the laws of the State of Delaware, DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporation is ?Southport Acquisition Corporation? The original certificate of incorporation of the Corporation was filed with |
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| November 24, 2021 |
Form of Audit Committee Charter Exhibit 99.1 CHARTER OF THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS OF SOUTHPORT ACQUISITION CORPORATION I. PURPOSE The Audit Committee (the ?Committee?) is appointed by the Board of Directors (the ?Board?) of Southport Acquisition Corporation (the ?Company?) to oversee the accounting and financial reporting processes of the Company and the audits of the Company?s financial statements. In that r |
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| August 5, 2021 |
TABLE OF CONTENTS ???????? ??? ????Confidentially submitted to the U.S. Securities and Exchange Commission on August 4, 2021 This draft registration statement has not been publicly filed with the U.S. Securities and Exchange Commission and all information herein remains strictly confidential. Registration No. 333-????? ? ? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Ame |
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| June 16, 2021 |
Southport Acquisition Corporation 1745 Grand Avenue Del Mar, California 92014 EX-10.5 5 filename5.htm Exhibit 10.5 Southport Acquisition Corporation 1745 Grand Avenue Del Mar, California 92014 May 27, 2021 Southport Acquisition Sponsor LLC 1745 Grand Avenue Del Mar, California 92014 RE: Securities Subscription Agreement Ladies and Gentlemen: We are pleased to accept the offer Southport Acquisition Sponsor LLC (the “Subscriber” or “you”) has made to purchase 7,187,500 shares |
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| June 16, 2021 |
DRS 1 filename1.htm TABLE OF CONTENTS Confidentially submitted to the U.S. Securities and Exchange Commission on June 16, 2021 This draft registration statement has not been publicly filed with the U.S. Securities and Exchange Commission and all information herein remains strictly confidential. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, |
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| June 16, 2021 |
CERTIFICATE OF INCORPORATION OF SOUTHPORT ACQUISITION CORPORATION April 13, 2021 Exhibit 3.1 CERTIFICATE OF INCORPORATION OF SOUTHPORT ACQUISITION CORPORATION April 13, 2021 The undersigned, for the purposes of forming a corporation under the laws of the State of Delaware, does make, file, and record this Certificate of Incorporation (this ?Certificate?), and does hereby certify as follows: ARTICLE I NAME The name of the corporation is Southport Acquisition Corporation (the ?C |
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| June 16, 2021 |
BYLAWS SOUTHPORT ACQUISITION CORPORATION (THE “CORPORATION”) Article I OFFICES Exhibit 3.3 BYLAWS OF SOUTHPORT ACQUISITION CORPORATION (THE ?CORPORATION?) Article I OFFICES Section 1.1 Registered Office. The registered office of the Corporation within the State of Delaware shall be as set forth in the Certificate of Incorporation of the Corporation, as it may be amended, restated, supplemented and otherwise modified from time to time (the ?Certificate of Incorporation?), and |
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| June 16, 2021 |
Exhibit 10.1 THIS PROMISSORY NOTE (?NOTE?) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?SECURITIES ACT?). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENT ONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY |
