DRHP LensAnthropic, PBC filed its registration statement for an initial public offering with the SEC on 26 October 2026 and an amended S-1/A on 2 November 2026. It plans to list Class A common stock on the Nasdaq Global Select Market as ANT. The price range and share count are still blank. Below is the filing turned into the data and summary a bank's research and diligence team would build, section by section. All figures are from the S-1/A unless marked as a calculation.
* LTM (last twelve months) = FY 2025 + 9M 2026 − 9M 2025. Run-rate = Q3 2026 × 4. Both are calculated by DRHP Lens from the filing.
1. The offer
- Security: Class A common stock, sold by the company and by selling stockholders, who include co-founders. Number of shares and price range: not yet in the filing.
- Bookrunners: Goldman Sachs and Morgan Stanley lead a syndicate of 22 banks, with J.P. Morgan, Citigroup, Barclays, Wells Fargo, BofA, Deutsche Bank, RBC and UBS next on the cover.
- Use of proceeds: general corporate purposes, including compute and infrastructure, and to cover tax withholding on restricted stock units that settle at the IPO.
- Concurrent placement: Google has an option to buy up to $10.0 bn of Class N stock at the IPO price.
- Lock-up: tiered. Most holders until the earlier of the second trading day after first-quarter earnings or 180 days; the seven co-founders and certain large holders until after third-quarter earnings or 365 days.
2. Financial performance
| $ millions | FY 2023 | FY 2024 | FY 2025 | 9M 2025 | 9M 2026 | LTM Sep 2026* |
|---|---|---|---|---|---|---|
| Revenue | 41 | 386 | 4,585 | 2,545 | 33,242 | 35,282 |
| Compute and infrastructure | 433 | 2,522 | 7,326 | 4,381 | 18,808 | 21,753 |
| Personnel | 95 | 454 | 1,839 | 1,027 | 4,863 | 5,675 |
| Sales, marketing and partnerships | 2 | 43 | 568 | 322 | 5,529 | 5,775 |
| Operating loss | (551) | (2,980) | (8,060) | (5,224) | (1,260) | (4,096) |
| Operating margin | (1,344)% | (772)% | (176)% | (205)% | (4)% | (12)% |
| Adjusted operating income (non-GAAP) | (522) | (2,788) | (4,854) | (3,133) | 4,081 | 2,360 |
| Adjusted operating margin | (1,273)% | (722)% | (106)% | (123)% | 12% | 7% |
| Change in fair value of convertible notes, derivatives and SAFEs | (1,045) | (5,434) | (34,308) | (20,107) | (94,324) | (108,525) |
| Net loss | (1,531) | (8,309) | (41,965) | (25,107) | (104,039) | (120,897) |
| Adjusted net income (non-GAAP) | (457) | (2,683) | (4,455) | (2,911) | 5,591 | 4,047 |
| Stock-based compensation | 29 | 192 | 1,165 | 591 | 3,255 | 3,829 |
| Cash from operating activities | (1,627) | (5,692) | (2,637) | (2,024) | 6,569 | 5,956 |
Revenue grew 1,206% in the first nine months of 2026. The quarterly line shows the shape of that growth and why margins swing:
| $ millions | Q1 25 | Q2 25 | Q3 25 | Q4 25 | Q1 26 | Q2 26 | Q3 26 |
|---|---|---|---|---|---|---|---|
| Revenue | 376 | 787 | 1,382 | 2,040 | 4,731 | 11,555 | 16,956 |
| Compute and infrastructure | 944 | 1,390 | 2,047 | 2,945 | 3,387 | 5,558 | 9,863 |
| Operating income (loss) | (935) | (1,200) | (3,089) | (2,836) | (1,667) | 974 | (567) |
| Operating margin | (249)% | (152)% | (224)% | (139)% | (35)% | 8% | (3)% |
The company says operating margins will fluctuate because compute is contracted 12 to 18 months ahead and expensed when it comes online, before the revenue it supports. The Q3 2026 operating loss followed $5.0 bn of costlier short-term compute and $2.0 bn of non-cash charges from its employee donation-matching programme.
3. Earnings quality: from net loss to adjusted profit
The 9M 2026 net loss of $104.0 bn becomes adjusted net income of $5.6 bn after adding back:
- $94.3 bn change in fair value of convertible notes, derivatives and SAFEs, driven by the rise in the company's valuation. Non-cash, and it ends when these instruments convert at the IPO.
- $10.3 bn change in fair value of mark-to-market instruments, mostly partner financing arrangements.
- $3.3 bn stock-based compensation. This is a real cost. A further $24.1 bn of unrecognised stock pay on RSUs will be expensed over about two years, plus $2.1 bn on other awards.
- $2.1 bn non-cash charitable contributions linked to the employee donation matching programme.
An analyst would keep stock pay and the recurring donation charges as costs, which takes you back to the GAAP operating loss of $1.3 bn (a 4% negative margin) for 9M 2026. The real story is the improvement from a $5.2 bn operating loss a year earlier. Cash from operations turned positive at $6.6 bn, helped by working-capital timing.
4. Business and key metrics
| Metric | Value | What it tells you |
|---|---|---|
| Customers with $100k+ revenue (TTM) | More than 11,900 (from more than 950 a year earlier) | Enterprise adoption is broadening fast |
| Customers with $1m+ / $10m+ | More than 1,900 / about 250 | Depth of large accounts |
| Net revenue retention | About 900% | Existing customers spent roughly nine times more than a year earlier; extreme because the base is young |
| Usage-based share of revenue (9M 2026) | 79% (subscriptions 21%) | Revenue moves with customer activity and model releases |
| Revenue billed through cloud marketplaces (9M 2026) | 44% of revenue; 52% of receivables | AWS, Google Cloud and Azure collect for the company; several are also investors and suppliers |
| Top five customers, Q3 2026 | About 21% of revenue | No single customer above 10% for 9M 2026 |
| Remaining performance obligations | $13.8 bn, about 75% due within 12 months | Contracted revenue not yet recognised |
| Employees / TTM revenue per employee | About 5,300 / over $6.6 m | Very high revenue per head |
| Capital raised before the IPO | $141.1 bn | Scale of private funding to date |
5. Balance sheet, liquidity and commitments
| Item | Amount | Note |
|---|---|---|
| Cash and cash equivalents | $95.6 bn | 30 September 2026 |
| Short-term investments | $36.3 bn | |
| Undrawn credit facility | $14.8 bn | Total liquidity $146.6 bn |
| Further partner financing capacity | Up to $77.0 bn under note purchase agreements, plus $5.0 bn of equity commitments | Conditions apply to drawing |
| Debt | $6.2 bn | Convertible notes held by Amazon |
| Compute and lease commitments | $895.4 bn | $447.5 bn before end-2030; most of the rest 2031–2045 |
| Commitments due in the next 12 months | $69.8 bn | Liquidity covers this about 2.1 times |
The commitments are about 25 times LTM revenue and 13 times the current run-rate. They are the central diligence question: they fund the capacity behind the growth, but they remain if demand or pricing falls. A growing share is "Anthropic Direct": chips leased directly and hosted in dedicated facilities, with guarantees and a Broadcom lease arrangement that can be financed with up to $42.0 bn of convertible notes.
6. Control and governance
Anthropic is a Delaware public benefit corporation: directors must balance shareholders' financial interests, the interests of those affected by its conduct, and its stated purpose, the responsible development and maintenance of advanced AI for the long-term benefit of humanity. It will be a "controlled company" under Nasdaq rules.
| Class | Holder | Votes | Economics |
|---|---|---|---|
| Class A | Public and existing holders | 1 per share; together capped at 49.9% of votes | Yes |
| Class F (one share) | Founder LLC of the seven co-founders | Fixed 50.1% of votes on general matters | None |
| Class T (one share) | Long-Term Benefit Trust | Elects the Class T directors, a board majority | None |
| Class N | Mainly strategic partners | None, except where law requires | Yes; converts to Class A on sale to an unaffiliated party |
| Class E | Employees (not co-founders) | Limited matters only | None |
For a public investor this means Class A holders own the economics but cannot control the board or the outcome of most votes. Price that as a governance discount, or as a premium if you value the safety commitments.
7. Risks and other disclosures
- About 94 pages of risk factors in six groups: business and industry; privacy, cybersecurity and IP; legal and regulatory; tax and accounting; governance structure; ownership of the Class A stock.
- The company warns that AI-accelerated research may advance capabilities faster than its safety measures, and that it may soon meet its own Responsible Scaling Policy threshold for "dramatically accelerated progress attributable to AI".
- A $1.5 bn settlement of the Bartz copyright class action was expensed in 2025.
- Ernst & Young replaced Grant Thornton as auditor on 30 October 2025, with no disagreements or reportable events.
- Customer A and Customer B were each 12% of 2025 revenue; one customer was 43% in 2023. No customer exceeded 10% in 9M 2026.
- Usage depends on new model releases: models released in the six months to September 2026 made up over 80% of Q3 revenue.
8. Valuation framework before the range is set
| EV / revenue | On LTM revenue ($35.3 bn) | On run-rate ($67.8 bn) |
|---|---|---|
| 10x | $353 bn | $678 bn |
| 20x | $706 bn | $1.36 tn |
| 30x | $1.06 tn | $2.03 tn |
| 40x | $1.41 tn | $2.71 tn |
Illustrative, not a price target. Bookrunners triangulate a range from growth-adjusted multiples of listed peers, a discounted-cash-flow model with explicit compute-cost and pricing assumptions, and investor feedback from testing-the-waters meetings. With growth above 1,000%, the multiple on run-rate matters more than on trailing revenue, and the real question is how long growth, pricing and compute efficiency last.
9. How the bookrunners diligence a filing like this
| Workstream | What the banks do | Where it shows in the S-1 |
|---|---|---|
| Business diligence | Management sessions, customer and partner reference calls, expert calls on the AI market and competitors | Business, MD&A key metrics, risk factors |
| Financial diligence | Quality-of-earnings review, revenue recognition for usage and marketplace sales, non-GAAP reconciliation, LTM and quarterly build | Summary financial data, quarterly results, notes on revenue and concentration |
| Auditor comfort | Comfort letters from the auditor on interim numbers and every figure in the prospectus, refreshed at pricing | Experts; change in independent accountant |
| Legal and governance | Charter and share classes, benefit trust, related-party and partner agreements, material contracts, litigation | Our Governance Structure, Description of Capital Stock, related person transactions, Exhibits |
| Capital structure | Conversion mechanics of notes and preferred stock, RSU settlement and tax withholding, lock-ups, registration rights | Capitalization, Dilution, Shares Eligible for Future Sale |
| Valuation and marketing | Peer and DCF analysis, testing-the-waters, setting the range in an S-1/A, book-building on the roadshow | Cover (range), Underwriting |
| Bring-down | Diligence call before pricing and closing; 10b-5 negative-assurance letters from counsel | Final 424(b) prospectus |
10. Questions a diligence team would ask
- How much of the 1,206% growth came from new customers, from existing customers using more, and from price? What is the dollar-weighted retention for the top 50 customers?
- What revenue and gross margin are needed each year to carry $895.4 bn of commitments? What termination rights and take-or-pay terms apply?
- How much short-term compute will be bought in the next four quarters, and at what premium to contracted capacity?
- What are the fee terms and renewal dates for the cloud marketplaces that bill 44% of revenue, given those partners are also investors and suppliers?
- What is the expected annual dilution from the $26 bn of unrecognised stock pay and from the Public Benefit Issuances?
- How would the board and the Long-Term Benefit Trust handle a decision where safety and shareholder returns conflict, and how will that be disclosed?
- Which copyright, data and regulatory claims similar to Bartz are pending, and what is reserved?
- How much of the operating cash flow comes from customer prepayments and supplier payment timing?
Run this analysis on any S-1
Upload an S-1, F-1 or 424B (PDF, or the HTML file saved from SEC EDGAR), or a UK, EU, Hong Kong, Singapore or Australian prospectus. DRHP Lens reads the offer terms, summary financials, voting control, dilution and red flags, and cites every figure to its page. The file is read in your browser.
Analyse a prospectusA factual summary of a public filing for education. Not a recommendation to buy or sell, not a price target, and not a research report under the rules of any regulator. The S-1/A is preliminary and may change before the offering.
Frequently asked questions
When did Anthropic file for its IPO?
Anthropic, PBC filed a Form S-1 registration statement with the SEC on 26 October 2026 and Amendment No. 1 (S-1/A) on 2 November 2026, after confidential draft submissions starting 1 June 2026.
What is Anthropic's IPO ticker and exchange?
Anthropic has applied to list its Class A common stock on the Nasdaq Global Select Market under the symbol ANT.
Who are the underwriters for the Anthropic IPO?
Goldman Sachs and Morgan Stanley lead a syndicate of 22 banks that includes J.P. Morgan, Citigroup, Barclays, Wells Fargo, BofA Securities, Deutsche Bank, RBC Capital Markets and UBS.
What was Anthropic's revenue?
Revenue was $4.6 billion in 2025 and $33.2 billion in the nine months to 30 September 2026, including $17.0 billion in the third quarter of 2026.
Is Anthropic profitable?
On a GAAP basis it reported an operating loss of $1.3 billion and a net loss of $104.0 billion for the nine months to September 2026; most of the net loss is non-cash fair-value changes on convertible notes. Its adjusted operating income, a company-defined measure, was $4.1 billion.
What is the Anthropic IPO price range?
The amended S-1 filed on 2 November 2026 does not yet state a price range or the number of shares offered.
General education about how offer documents are structured in different markets. Rules change; read the current offer document and the regulator's rules it refers to. Not investment advice, and not a solicitation to buy any security in any jurisdiction.