Anthropic, PBC filed Amendment No. 2 to its Form S-1 registration statement with the SEC on November 10, 2026, covering an initial public offering of up to 825,000,000 shares of Class A common stock at an estimated price range of $70.00 to $78.00 per share on the Nasdaq Global Select Market under the symbol "ANT."

Key Highlights

  • Offering size: The company and selling stockholders are offering a combined 825,000,000 shares of Class A common stock, with an underwriter option for an additional 123,750,000 shares.
  • Price range: The estimated initial public offering price per share is between $70.00 and $78.00, according to the filing.
  • Primary vs. secondary shares: Anthropic, PBC is selling 801,351,354 shares; selling stockholders are offering an additional 23,648,646 shares, with Anthropic receiving no proceeds from the selling stockholders' portion.
  • Exchange listing: The company has applied to list its Class A common stock on NASDAQ:ANT.
  • Corporate form: Anthropic, PBC is incorporated as a public benefit corporation under Delaware law, with its certificate of incorporation identifying "the responsible development and maintenance of advanced AI for the long-term benefit of humanity" as its specific public benefit purpose.
  • Controlled company status: The filing states Anthropic is considered a "controlled company" within the meaning of the Nasdaq Global Select Market corporate governance requirements.
  • Co-founders: Dario Amodei serves as Chief Executive Officer and Daniela Amodei serves as President and Chairperson of the board, both identified as co-founders.

Anthropic's Multi-Class Share Structure and Long-Term Benefit Trust

According to the filing, Anthropic, PBC has established a multi-class capital structure comprising Class A, Class N, Class T, Class E, and Class F common stock. Each share of Class A common stock carries one vote, while Class N common stock has no voting rights and is held primarily by strategic business partners, converting to Class A common stock upon a sale or transfer to an unaffiliated third party. The filing states that Class A common stock is not convertible.

A distinctive element described in the filing is the Long-Term Benefit Trust, or LTBT, which Anthropic created to help ensure the company "is managed in a manner that responsibly balances its goals as a public benefit corporation." Through a special Class T common stock, the LTBT holds authority to elect and remove Class T directors, who together will constitute a majority of the authorized members of the board. The filing states that Class T common stock does not carry voting rights on matters submitted to stockholders generally and has no economic rights.

Immediately prior to the completion of the offering, Anthropic will issue a single share of Class F common stock to a limited liability company organized by the co-founders, referred to as the Founder LLC. The filing states that Class F common stock "will be entitled to an aggregate number of votes that equals 50.1% of the total voting power of our outstanding shares of capital stock with respect to matters submitted to stockholders generally, including the election of our directors other than the Class T directors," and will carry no economic rights. Class E common stock will be issued to employees excluding co-founders, and will vote only on certain limited matters with no economic rights.

What Was Disclosed

Anthropic, PBC filed Amendment No. 2 to its S-1 registration statement on November 10, 2026, disclosing the terms of a proposed IPO of up to 825,000,000 Class A common stock shares, an estimated price range of $70.00 to $78.00 per share, its public benefit corporation status, and a multi-class governance structure anchored by the Long-Term Benefit Trust.