Anthropic Files Preliminary IPO Terms as Investors Commit $26B

AI developer Anthropic filed amended terms for its initial public offering on November 10, 2026, covering 825 million Class A shares at an estimated $70 to $78 each, alongside a contingent $26 billion private placement.

Anthropic is selling 801,351,354 shares and selling stockholders are offering 23,648,646, with no proceeds to Anthropic from the secondary sales. At the $78 top end, the base offering would generate $64.35 billion in gross proceeds, calculated by multiplying the stated share total by that price. Anthropic’s primary portion would generate approximately $62.5 billion before underwriting discounts and expenses, calculated by multiplying its stated share count by the same price.

Underwriters have an option to buy up to 123,750,000 additional shares from Anthropic at the IPO price less the underwriting discount. Anthropic has applied to list the Class A shares on the Nasdaq Global Select Market under the symbol ANT. The prospectus remains preliminary: its terms may change, and the securities cannot be sold until the registration statement becomes effective.

The public terms follow a retracted draft. Reuters reported on November 10, 2026, that an earlier draft sent to banks proposed about 866.7 million shares at $70 to $80 before Anthropic sent a follow-up saying the pricing details were inaccurate and that it would update the filing.

Concurrent Private Placement

Advanced Micro Devices, Broadcom, Google, Micron Technology, Microsoft, NVIDIA and TSMC Partners agreed, severally and not jointly, to buy an aggregate $26 billion of Class N stock at the IPO price. The placement depends on the IPO’s completion and other conditions and is scheduled to close immediately afterward, with no underwriting discount or commission on those shares.

The Class N shares are not registered in the IPO or covered by the underwriters’ lock-up agreements. They are restricted securities, meaning resale requires an effective registration statement or an available exemption. Separately, certain directors and affiliated entities indicated interest in buying up to $303 million of IPO shares; those indications are nonbinding and permit more, fewer or no purchases.

Revenue Growth and Infrastructure Commitments

Anthropic reported $17.0 billion of revenue for the three months ended September 30, 2026, up 1,127% year over year, while compute and infrastructure expenses grew 382%, and presented the disparity as evidence of compute efficiency. The commitments disclosed with those results show the capital demands accompanying that growth.

The prospectus counts more than 11,900 customers generating at least $100,000 in trailing-12-month revenue as of September 30, 2026, more than 1,900 generating at least $1 million, and approximately 250 generating at least $10 million. Anthropic uses the $100,000 tier as its measure of enterprise adoption because spending at that level generally reflects organizational rather than individual usage.

Anthropic’s purchase commitments and lease agreements total approximately $900.9 billion, substantially all related to compute and infrastructure. The total covers commitments in place on September 30, 2026, others entered into afterward, and leases not yet commenced. The filing expects approximately $451.6 billion of the commitments to be incurred before December 31, 2030, substantially all of the remainder between 2031 and 2045, with approximately $70.7 billion due in the 12 months after September 30, 2026.

Anthropic reported $95.6 billion in cash and cash equivalents and $36.3 billion in short-term investments as of September 30, 2026. It had raised $141.1 billion in aggregate capital by that date.

Trust and Founder Voting Control

Anthropic is a Delaware public benefit corporation, requiring its board to balance stockholders’ financial interests, the interests of those materially affected by its conduct, and a charter purpose of maintaining and developing advanced AI responsibly for humanity’s long-term benefit. Through Class T stock, the Long-Term Benefit Trust generally can elect and remove the Class T directors, who will constitute a majority of the authorized board. That stock has no economic rights and no general stockholder voting rights.

Immediately before completion of the offering, Anthropic will issue one Class F share to a limited liability company organized by its co-founders, giving it 50.1% of aggregate voting power on general stockholder matters but no economic rights. That voting power includes elections of directors other than the Class T directors. Anthropic qualifies as a controlled company under Nasdaq’s governance rules because the Trust generally can elect a majority of the authorized board.

Class N shares, including those in the private placement, generally lack voting rights and convert into Class A shares upon sale or transfer to an unaffiliated third party. The consequence for public investors is a clear division: they would bear the economic exposure to Anthropic’s growth and infrastructure commitments, while board appointment and general voting control remain with the Trust and the founder vehicle.