S-1 Series · No. 02

Anthropic S-1 Breakdown

Anthropic filed its S-1 with the SEC on October 26, 2026, putting real numbers behind the company that makes Claude. The filing shows revenue going from $41M in 2023 to $4.6B in 2025 and $16.3B in the first six months of 2026 alone, an operating profit of $974M in the June quarter (the first in any period the filing reports), and a first-half net loss of $80.7B that comes almost entirely from fair-value charges on financing instruments, mainly convertible notes marked up as the company's valuation rose. Below: our research note on the filing, how we built the model, and the full Excel workbook for download.

Form S-1Filed October 26, 2026Nasdaq: ANTView filing on EDGAR →Get the Excel model ↓Click any figure to see its source: from the S-1 or our calculation
Bar chart of Anthropic's quarterly revenue from the S-1: $376M in Q1 2025 rising to $11,555M in Q2 2026, with Q1 2026 ($4,731M) above all of FY2025 ($4,585M)
Revenue (H1 2026)
$16.3B
source →
Revenue growth (H1, YoY)
1,300%
source →
Net revenue retention (Sept 30, 2026)
~900%
source →
Operating cash flow (H1 2026)
$3.9B
source →

What the filing shows

Anthropic sells access to its Claude models, mostly metered by usage, and the S-1 shows that business growing more than tenfold in both 2025 and the first half of 2026. Revenue went from $41M in 2023 to $386M in 2024 and $4,585M in 2025, then reached $16,286M in the first six months of 2026, up 1,300% on the same period a year earlier. The June 2026 quarter alone brought in $11,555M, and the March quarter ($4,731M) was larger than all of 2025. The S-1 leaves the September quarter’s dollar figure blank but says its revenue was 86 times the $197M of the December 2024 quarter, which works out to roughly $17B, more than the whole first half.

The cost side has started to bend. Compute and infrastructure, the largest expense, fell from 201% of revenue in the first half of 2025 to 55% in the first half of 2026, and the June quarter produced $974M of operating income, the first operating profit in any period the filing reports. Operating cash flow was positive at $3,929M for the half. The headline loss tells a different story: the $80.7B first-half net loss comes almost entirely from fair-value charges on financing instruments, mainly convertible notes marked up as the company’s valuation rose, which we break out below.

Against that, Anthropic has signed compute agreements far larger than its revenue. Agreements with seven compute providers that the S-1 puts a dollar figure on add up to about $637B: about $431B of minimum spend or lease rent, and about $206B of “up to” or pay-on-delivery amounts. That is before an estimated $125B to $150B of additional TPU capacity and more than $20B of AMD systems if it buys the full initial capacity, neither of which carries a fixed dollar commitment.

Key metrics snapshot

Financial summary (in millions)

Metric FY2023 FY2024 FY2025 H1 2025 H1 2026
Revenue $41 $386 $4,585 $1,163 $16,286
Compute and infrastructure $433 $2,522 $7,326 $2,334 $8,945
Compute as % of revenue 1,056% 653% 160% 201% 55%
Operating loss $(551) $(2,980) $(8,060) $(2,135) $(693)
Adjusted operating income (loss) $(522) $(2,788) $(4,854) $(1,849) $1,618
Adjusted operating margin (1,273)% (722)% (106)% (159)% 10%
Change in fair value of notes, derivatives, and SAFEs $(1,045) $(5,434) $(34,308) $(10,942) $(72,388)
Net loss $(1,531) $(8,309) $(41,965) $(12,969) $(80,748)
Operating cash flow $(1,627) $(5,692) $(2,637) $(1,513) $3,929
Free cash flow (operating cash flow less purchases of property and equipment) $(1,629) $(5,707) $(2,768) $(1,531) $3,447

Adjusted operating income is one of the company’s non-GAAP measures: operating loss excluding stock-based compensation, non-cash charitable contributions, and the Bartz settlement. SAFEs are simple agreements for future equity.

Quarterly build (in millions)

Metric Q1 2025 Q2 2025 Q3 2025 Q4 2025 Q1 2026 Q2 2026
Revenue $376 $787 $1,382 $2,040 $4,731 $11,555
Quarter-over-quarter growth 91% 109% 76% 48% 132% 144%
Compute as % of revenue 251% 177% 148% 144% 72% 48%
Operating income (loss) $(935) $(1,200) $(3,089) $(2,836) $(1,667) $974
Adjusted operating margin (221)% (129)% (93)% (84)% (13)% 19%

Operating KPIs (as of September 30, 2026)

Metric Value Earlier comparison
Customers with $100K+ of trailing-twelve-month (TTM) revenue More than 11,900 More than 950 at Sept 30, 2025
Customers with $1M+ of TTM revenue More than 1,900 n/a
Customers with $10M+ of TTM revenue About 250 n/a
Net revenue retention About 900% n/a
Employees About 5,300 Headcount up about 170% in a year
TTM revenue per employee More than $6.6M $1.4M a year earlier
Revenue from top five customers (first nine months of 2026) About 25% No single customer above 10%

Net revenue retention is September-quarter revenue from customers active a year earlier, divided by their revenue in that year-ago quarter; it excludes Claude Pro and Max subscribers.

Company overview

Anthropic was founded in 2021 by seven co-founders, all of whom are still with the company, and is incorporated as a Delaware public benefit corporation. It describes itself as “first and foremost a research lab.” It is headquartered in San Francisco and had about 5,300 employees at September 30, 2026, a majority in research, engineering, and product development.

The product is a family of Claude models in four classes (Mythos, which includes Fable, plus Opus, Sonnet, and Haiku), each optimized for a different point on what the filing calls the capability-cost-speed curve. Customers reach those models through Claude Platform, for building their own applications, and through first-party applications, including Claude Code, the coding agent, and Claude Cowork, an agent for broader knowledge work that launched as a research preview in January 2026 and began merging with Claude.ai in September 2026.

Revenue comes in two forms. Consumption-based revenue, metered in tokens, was $13.1B, or 80% of the total, in the first half of 2026; subscriptions were $3.2B, or 20%. Customers can buy directly or through the AWS, Google Cloud, and Microsoft Azure marketplaces. Either way Anthropic holds the customer contract and books the full sale as revenue; the marketplaces, which handled 48% of first-half 2026 revenue, collect payment and pass it on net of their fees. Anthropic also leans on its own product internally: the filing says Claude wrote over 90% of the contributions to Anthropic’s codebase in September 2026.

Market opportunity

Anthropic frames its market as cognitive work. It estimates global knowledge workers’ wages, which it uses as the economic value of their work, at more than $40 trillion in 2025, cites IDC’s estimate that investment in AI solutions and services will yield a cumulative global economic impact of $22.5 trillion by 2031, and points to a knowledge-worker population IDC expects to pass one billion in 2028. It also names adjacent markets it is starting to reach, including life sciences, where IQVIA expects annual global pharmaceutical spend to exceed $2 trillion in 2026, and robotics.

The filing’s own penetration figures are small. More than half of the Fortune 500 were customers with $100,000 or more of TTM revenue at September 30, 2026, but Anthropic’s revenue from those companies averaged less than 0.1% of their total expenses in the September quarter. For its top 10 Fortune 500 customers the figure was under 1%, which the company presents as evidence of how much room remains inside accounts it already has.

Competitive position and differentiation

The S-1 names Google and OpenAI as its primary competitors among companies building frontier models for developers and enterprises, and notes that many of its rivals have greater resources and their own or greater access to compute. Four of the advantages Anthropic claims come with numbers attached:

1. Staying at the frontier. The company says most customers move to the newest model with each release; model versions released in the six months to September 30, 2026 accounted for over 80% of September-quarter revenue. The company launched 250 new model versions, platform features, and applications in the first nine months of 2026.

2. “Closing the loop.” The company says each Claude model helps build the next one. The filing ties this to engineering output as well: average daily code contributed per engineer in the September 2026 quarter was over 45 times the 2024 average.

3. Compute flexibility. Anthropic trains and serves Claude across four chip families (AWS Trainium, Google TPUs, NVIDIA GPUs, and AMD GPUs) and manages them as one pool. Q2 2026 revenue grew 1,368% year over year while compute and infrastructure expense grew 300%.

4. Enterprise depth. Over 50% of customers with $100,000 or more of TTM revenue used both Claude Platform and at least one first-party application in the September 2026 quarter, up from about 30% in the December 2025 quarter.

The complication is that the companies Anthropic depends on also compete with it. The filing says its three cloud providers (Amazon, Google, and Microsoft) are at once its investors, customers, distribution partners, and competitors, as well as compute suppliers, and flags the conflicts this could create over access to compute, its cost, and how Anthropic’s workloads are prioritized.

Growth strategy

Agents inside the enterprise. Claude Code is the template. In the September 2026 quarter, Claude Enterprise users who did not use Claude Code spent less than $75 a month on average, while the top 5% of Claude Enterprise users who did spent about 20 times that. Cowork carries the same agentic approach to non-technical teams, and the filing says its adoption outpaced Claude Code’s at the equivalent point after release.

Distribution. Direct sales and Applied AI teams handle complex accounts, but the filing says a large portion of growth has been self-service and organic. Cloud marketplaces, systems integrators, and data platforms extend reach, and Anthropic recently launched Ode with Anthropic, an AI services company formed with private equity firms to serve mid-sized companies. Sales, marketing, and partnerships expense was 19% of revenue in the first half of 2026, most of it fees paid to channel partners.

International. The company expects international expansion through regional offices and partnerships to be “a meaningful driver of revenue growth.” International customers, by billing address, accounted for $4,523M, about 28%, of first-half 2026 revenue, compared with about 29% in the first half of 2025 (27% for full-year 2025).

Owning more of the compute. Under a model it calls Anthropic Direct, the company is moving from cloud contracts alone to leasing chips directly and hosting them in dedicated facilities run on its behalf. The aim is to lock in data center capacity early, since data centers take longer to secure but are a smaller share of compute cost, and to defer the larger accelerator spend until its compute needs are more certain.

Financial analysis

Revenue and growth

First-half 2026 revenue rose $15.1B year over year, with consumption up $12.1B and subscriptions up $3.0B. Customers with $100,000 or more of TTM revenue grew from more than 600 at June 30, 2025 to more than 6,000 a year later, and revenue from that group rose from $870M to $12.0B, about three-quarters of the total in both periods. Separately, for the twelve months to September 30, 2026, revenue outside that group came from about 40 million customers spending less than $100,000 each.

Two details are worth knowing before modeling the next quarters. Spend is seasonal: total customer spend fell about 20% in the two weeks ended January 2, 2026 compared with the two weeks before. And Anthropic estimates that 5% to 7% of revenue in the first nine months of 2026 came from customers later found to be violating its usage policy or commercial terms, revenue it recognizes before cutting them off. It stepped up detection and enforcement in August and September 2026 and expects that share to decline; it says the timing and size of any hit to revenue and growth are uncertain.

Margins and the compute cycle

Most compute is contracted 12 to 18 months ahead but paid for and expensed as it comes online, so the margin line depends on how fast revenue catches up with capacity already committed. Compute and infrastructure fell from 251% of revenue in Q1 2025 to 48% in Q2 2026, and adjusted operating margin went from (221)% to 19% over the same quarters. Management warns that margins may compress again as large blocks of new compute come online, and expects heavier use of short-term compute, which costs more per unit, to compress margins in the near term.

Other expense lines are scaling with the business. Personnel cost $3,152M in the first half of 2026, including $2.2B of stock-based compensation. Sales, marketing, and partnerships rose to $3,168M, driven by a $2.7B increase in channel partner fees. A larger stock compensation charge is coming: at June 30, 2026 Anthropic had $26.6B of unrecognized compensation tied to RSUs. The registration statement becoming effective satisfies the performance condition on a significant portion of them. About $2.9B of that total relates to awards whose service condition was already wholly or partly met, which drives a catch-up charge in the quarter the offering closes; the rest is expensed over the remaining vesting periods.

Where the $80.7B net loss comes from

Six months ended June 30, 2026 (in millions) Amount
Operating loss $(693)
Interest income 1,111
Change in fair value of convertible notes, derivative liabilities, and SAFEs (72,388)
Other income (expense), net (8,757)
Provision for income taxes (21)
Net loss $(80,748)

Anthropic records its convertible notes and several other financing instruments at fair value, and changes in that value run through the income statement. For the notes, a higher company valuation means a higher fair value and a larger expense. The largest quarterly charge, $59.6B, came in the June 2026 quarter alongside the Series H financing. In its Adjusted Net Income reconciliation the company removes two of these marks for the half: $72,388M on notes, derivatives, and SAFEs, and $8,720M on other financial instruments, mostly a $9,405M loss on recognizing and remeasuring its 2026 note purchase agreements and a $39M loss on a holdback liability, partly offset by a $724M gain on warrant rights. Together they total $81,108M, more than the entire net loss. Adjusted Net Income for the half, which also adds back $2.2B of stock-based compensation and $126M of non-cash charitable contributions, was $2,671M.

At June 30, 2026, the convertible notes outstanding consisted entirely of notes issued to Amazon: $6.2B of principal, carried at a fair value of $108.6B, up from $41.7B of convertible notes on the balance sheet at December 31, 2025. Of the $132.9B accumulated deficit, $113.2B comes from fair-value changes on notes and derivative liabilities since 2023.

Cash flow and balance sheet

Operating cash flow swung from $(1,513)M in the first half of 2025 to $3,929M in the first half of 2026, driven mainly by the improvement in net loss after non-cash items and by working-capital timing: payables and accruals rose $2,679M, prepaid expenses and other assets fell $2,094M, and deferred revenue rose $1,380M, partly offset by a $4,982M rise in receivables. Purchases of property and equipment were $482M, leaving free cash flow of $3,447M by our calculation. Management expects capital spending to rise significantly as it builds its own compute, and expects operating and investing activities together to use significant cash for the foreseeable future.

The company raised $110.8B in financing cash flow in the first half of 2026, almost all from redeemable convertible preferred stock, including $45.7B of Series H-1 preferred sold in May and June 2026. At June 30 it held $112.4B of cash and cash equivalents and $19.3B of short-term investments, $131.7B in total. In September 2026 it expanded its revolving credit facility to $15B, maturing in 2031, with a requirement to keep at least $5B of liquidity at each quarter end from December 31, 2026.

Compute commitments

The S-1 leaves its headline commitment total blank. The financial statement notes give pieces of it: about $265.6B of minimum purchase commitments and $321.4B of leases not yet commenced at June 30, 2026, plus about $245B of minimum payments under agreements signed or amended since (the filing adds these, with commenced leases and short-term commitments, to reach its blank total). The agreements below sit largely inside those figures, not on top of them. The largest it describes:

Counterparty Commitment Term Cancellation
Broadcom (TPU equipment leases) About $161.2B of rent, excluding interest Five-year leases; capacity from 2026 and 2027 Not cancelable except on default
SpaceXAI (NVIDIA GPUs) Up to $120.5B; about $3.1B a month once all capacity is delivered, expected December 2026 Into 2029 Either party on 90 days’ notice after initial periods ending January and March 2027
Google Cloud At least about $114.5B April 2026 to July 2033 Only for Google’s uncured material breach
Amazon (AWS) At least $110.0B May 2026 to April 2036 Only for Amazon’s uncured material breach
Microsoft (Azure) At least $44.9B November 2026 to May 2033 Only for uncured breach or undelivered tranches
Nscale (NVIDIA GPUs) Up to about $44.6B, billed as capacity is accepted Into 2033 Limited circumstances; Nscale must use best efforts to secure financing
Lambda (NVIDIA GPUs) About $41.3B, billed as capacity is accepted Into 2034 Mostly not; either party may end the $34.9B August 2026 agreement if Lambda does not secure the facility lease in time
Minimum spend or lease rent (Broadcom, Google, Amazon, Microsoft) About $431B
“Up to” or billed on delivery (SpaceXAI, Nscale, Lambda) About $206B
Sum of stated amounts (our calculation) About $637B

Two more arrangements sit outside that total because they carry no fixed dollar amount: additional TPU capacity from providers including Google for 2028 to 2031, estimated at $125B to $150B, and AMD Helios systems from 2027, expected to exceed $20B if Anthropic buys the full initial capacity. For scale, the $431B of minimums alone is about 9 times the June quarter’s revenue annualized ($11,555M × 4 = $46.2B) and about 3.3 times cash and short-term investments at June 30.

The same partners also help fund the build-out. Note purchase agreements give Anthropic up to $77B of potential financing as of June 30, subject to conditions ($20B from Google, which could fall by up to $10B if Google buys stock alongside the IPO; $15B from Amazon, released as compute milestones are met; and $42B from Broadcom solely to fund lease rent), and AMD has committed to buy up to $5B of stock as its GPUs are delivered and deployed.

Management team and governance

Dario Amodei (CEO and co-founder) served as Vice President of Research, among other roles, at OpenAI from 2016 to 2020, after working as a senior research scientist at Google Brain, and holds a Ph.D. in biophysics from Princeton. Daniela Amodei (President, co-founder, and Chairperson) held several roles at OpenAI, including Vice President of Safety and Policy. Krishna Rao has been CFO since April 2024, after serving as CFO of Fanatics Commerce and of Cedar, and before that held corporate development and FP&A roles at Airbnb.

The board’s outside directors are Reed Hastings (lead independent director; Netflix co-founder and its CEO from 1999 to 2023), Christopher Liddell (former CFO of Microsoft and International Paper, and former Vice Chairman and CFO of General Motors), Vas Narasimhan (CEO of Novartis since 2018), and Yasmin Razavi (General Partner at Spark Capital).

The governance structure is unusual even by dual-class standards. As a public benefit corporation, Anthropic must balance the pecuniary interests of its stockholders, the best interests of those materially affected by its conduct, and its stated purpose, “the responsible development and maintenance of advanced AI for the long-term benefit of humanity.” The Long-Term Benefit Trust holds Class T stock and generally elects four of the seven board seats (at the IPO, Hastings, Narasimhan, Liddell, and one vacancy). A single Class F share, to be issued at the IPO to an LLC of the seven co-founders, will carry 50.1% of the vote on general stockholder matters, capping all Class A holders combined, the co-founders’ own Class A shares included, at 49.9%. That lasts until the “Class F Sunset Time”: 450 days after fewer than three co-founders (or their successors) have remained in the LLC for 90 days, or sooner if the share is redeemed or the LLC dissolves. Strategic partners hold non-voting Class N stock, and employees will receive Class E stock that votes only on limited matters. Anthropic will be a “controlled company” under Nasdaq rules.

Shareholder base

Ownership percentages are blank until pricing, but share counts for insiders are disclosed. Dario Amodei beneficially owns about 245.3M Class A shares, including 4.6M he votes under proxy agreements with donor-advised funds, and Daniela Amodei about 241.4M. The other five co-founders, Tom Brown, Jack Clark, Jared Kaplan, Sam McCandlish, and Christopher Olah, hold between about 231.8M and 244.2M shares each. Those five are listed under “Other Selling Stockholders,” and the number of shares each will sell is blank. Each co-founder has pledged 80% of their personal equity in Anthropic to philanthropy, a commitment the filing describes as voluntary and not legally binding.

Amazon and Google will each hold more than 5% of Anthropic’s capital stock, but in non-voting Class N shares, so neither appears in the ownership table, which covers voting stock. Amazon’s notes would convert into about 1.84B Class N shares, but conversion is capped at 12% of Anthropic’s capitalization unless Amazon waives the limit; any excess rolls into new non-interest-bearing notes. Google’s 2026 agreement carries a 14.99% cap and an option to buy up to $10B of Class N stock in a private placement at the IPO price. Spark Capital, where director Yasmin Razavi is a General Partner, invested in several rounds, including the Series H-1.

Anthropic has also contributed 846.8M Class N shares, 5% of its fully diluted shares at June 30, 2026, to the Anthropic Public Benefit Fund, a wholly owned subsidiary. After the offering the board may add up to another 2% of outstanding shares each time the stock price rises 50% above the previous milestone.

Key risks

Commitments that do not flex with revenue. About $431B of the priced compute agreements is minimum spend or lease rent owed whether or not revenue keeps up, and part of the build-out has been funded or supported by capital or credit support from certain of its cloud and chip partners.

Partners that are also competitors. Amazon, Google, and Microsoft supply compute, invest in Anthropic, resell its models, and sell their own. The filing flags the risk that these overlapping roles affect access to compute, its price, or how Anthropic’s workloads are prioritized. Sales through their marketplaces were 48% of first-half 2026 revenue, and marketplace receivables 58% of net receivables at June 30.

Customer concentration. The top five customers produced about 25% of revenue in the first nine months of 2026, and many top customers are not on long-term contracts and can cut spending at any time.

Revenue from policy violators. An estimated 5% to 7% of nine-month revenue came from customers later found to be breaking Anthropic’s usage policy or commercial terms. Detection and enforcement were stepped up in August and September 2026; the company expects that share to decline and says the timing and size of any hit to revenue and growth are uncertain.

Margin swings. New compute is expensed before the revenue it supports arrives, and short-term compute costs more. Management says operating margin may compress in periods when large blocks of capacity come online.

Content litigation. Anthropic recorded a $1.5B charge in Q3 2025 to settle the Bartz copyright class action, which the court approved in July 2026. Copyright suits from music publishers (including Concord, Universal Music Publishing Group, BMG, and Sony Music Publishing) are pending, as is a Reddit suit over the use of its data, narrowed in September 2026 to contract and unfair-competition claims. Possible statutory damages under intellectual property law add to the exposure. Anthropic says it is defending these suits vigorously.

Control and purpose. All Class A holders combined will hold at most 49.9% of the vote on general matters, the trust generally elects four of the seven board seats, and as a public benefit corporation the company is required to balance stockholders’ pecuniary interests, the interests of those materially affected by its conduct, and its public benefit purpose.

Stock compensation step-up. As of June 30, 2026, $26.6B of RSU compensation was unrecognized. Recognition starts with the IPO, with a large catch-up charge in the quarter the offering closes.

AI safety itself. The risk factors note concerns, raised within the company and by other researchers, regulators, policymakers, and industry participants, that “sufficiently advanced AI systems could, if not developed, deployed, and operated with appropriate safeguards, oversight, and security measures, pose catastrophic or existential risks to humanity,” and the company has delayed or restricted releases before (Mythos through Project Glasswing, Fable 5 with safety restrictions). The filing says such measures could slow the enterprise adoption and expansion its revenue growth depends on.

Source: Anthropic, PBC Form S-1 Registration Statement filed October 26, 2026. All financial data as disclosed therein; free cash flow, compute as a percent of revenue, quarter-over-quarter growth, implied September-quarter revenue, the international share, the commitments totals, the cash total, annualized revenue, and the multiples in the text are our calculations from those figures. Kepler uses Anthropic’s Claude models in its product; this note was prepared independently, using only the public filing, and Anthropic did not review or endorse it. For informational purposes only. Not investment advice.

Sources441 passages of the Anthropic S-1, 35 calculations
  1. Cover pageRegistration Statement Cover Page
    As filed with the Securities and Exchange Commission on October 26, 2026.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  2. Page 138Management's Discussion and Analysis: How We Generate Revenue
    At the foundation of our business is our family of four Claude model classes—Mythos (including Fable), Opus, Sonnet, and Haiku—each optimized for a different point on the capability-cost-speed curve.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  3. Page F-7Consolidated Statements of Operations (in millions)
    202320242025H1 2025H1 2026
    Revenue
    413864,5851,16316,286
    View page F-7 on EDGAR ↗See the full citation in the Kepler app ↗
  4. Page 157Management's Discussion and Analysis: Quarterly Consolidated Statements of Operations (in millions)
    Q1 2025Q2 2025Q3 2025Q4 2025Q1 2026Q2 2026
    Operating income (loss)
    (935)(1,200)(3,089)(2,836)(1,667)974
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  5. Page F-7Consolidated Statements of Operations (in millions)
    202320242025H1 2025H1 2026
    Net loss
    (1,531)(8,309)(41,965)(12,969)(80,748)
    View page F-7 on EDGAR ↗See the full citation in the Kepler app ↗
  6. Our calculation

    Non-cash fair-value charges (convertible notes, derivative liabilities and SAFEs, plus other financial instruments) as % of the H1 2026 net loss

    (72,388 + 8,720) ÷ (80,748) × − 100 = 100.4%

    • 72,388Change in fair value of convertible notes, derivative liabilities, and SAFEs, H1 2026 · page F-12
    • 8,720Recognition and change in fair value of other financial instruments, H1 2026 · page F-12
    • (80,748)Net loss, H1 2026 · page F-7
    See the full citation in the Kepler app ↗
  7. Page F-7Consolidated Statements of Operations (in millions)
    202320242025H1 2025H1 2026
    Change in fair value of convertible notes, derivative liabilities, and SAFEs
    (1,045)(5,434)(34,308)(10,942)(72,388)
    View page F-7 on EDGAR ↗See the full citation in the Kepler app ↗
  8. Page 150Management's Discussion and Analysis: Change in Fair Value of Convertible Notes, Derivative Liabilities, and SAFEs
    This change was primarily driven by an increase in the fair value of our outstanding convertible promissory notes resulting from an increase in our enterprise valuation from 2025 to 2026.
    View page 150 on EDGAR ↗See the full citation in the Kepler app ↗
  9. Page 150Management's Discussion and Analysis: Change in Fair Value of Convertible Notes, Derivative Liabilities, and SAFEs
    This change was primarily driven by an increase in the fair value of our outstanding convertible promissory notes resulting from an increase in our enterprise valuation from 2025 to 2026.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  10. Page 138Management's Discussion and Analysis: How We Generate Revenue
    Pay-for-intelligence, our consumption-based revenue model, is our primary revenue model and currently represents the substantial majority of our total revenue.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  11. Our calculation

    Revenue growth multiple, 2025 over 2024 (x)

    4,585 ÷ 386 = 11.9

    • 4,585Revenue, 2025 · page F-7
    • 386Revenue, 2024 · page F-7
    See the full citation in the Kepler app ↗
  12. Our calculation

    Revenue growth multiple, H1 2026 over H1 2025 (x)

    16,286 ÷ 1,163 = 14.0

    • 16,286Revenue, H1 2026 · page F-7
    • 1,163Revenue, H1 2025 · page F-7
    See the full citation in the Kepler app ↗
  13. Our calculation

    Revenue growth, H1 2026 vs H1 2025 (the filing also states 1,300% on pages 62 and 148)

    (16,286 ÷ 1,163 − 1) × 100 = 1,300%

    • 16,286Revenue, H1 2026 · page F-7
    • 1,163Revenue, H1 2025 · page F-7
    See the full citation in the Kepler app ↗
  14. Page 157Management's Discussion and Analysis: Quarterly Consolidated Statements of Operations (in millions)
    Q1 2025Q2 2025Q3 2025Q4 2025Q1 2026Q2 2026
    Revenue
    3767871,3822,0404,73111,555
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  15. Our calculation

    Q1 2026 revenue minus full-year 2025 revenue ($M)

    4,731 − 4,585 = 146

    • 4,731Revenue, Q1 2026 · page 157
    • 4,585Revenue, 2025 · page F-7
    See the full citation in the Kepler app ↗
  16. Page 63Risk Factors
    our revenue increased from $197 million for the three months ended December 31, 2024 to $ for the three months ended September 30, 2026
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  17. Page 183Business
    From December 31, 2024 to September 30, 2026, our headcount grew over five times, while our revenue for the three months ended September 30, 2026 was 86 times our revenue for the three months ended December 31, 2024.
    View page 183 on EDGAR ↗See the full citation in the Kepler app ↗
  18. Page 63Risk Factors
    our revenue increased from $197 million for the three months ended December 31, 2024 to $ for the three months ended September 30, 2026
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  19. Our calculation

    Implied revenue, quarter ended Sept 30, 2026: 86 times the Dec 2024 quarter's $197M

    86 × $197 million = 17 billion

    See the full citation in the Kepler app ↗
  20. Our calculation

    Implied Sept 2026 quarter revenue minus H1 2026 revenue ($M)

    86 × $197 million − 16,286 = 656

    See the full citation in the Kepler app ↗
  21. Page 135Management's Discussion and Analysis: Compute Efficiency
    Compute is the most significant operating cost in our business, and compute efficiency is a critical determinant of our operating efficiency and revenue.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  22. Page 149Management's Discussion and Analysis: Compute and Infrastructure
    H1 2025H1 2026
    Percentage of revenue
    201 %55 %
    View page 149 on EDGAR ↗See the full citation in the Kepler app ↗
  23. Page 168Management's Discussion and Analysis: Cash Flows (in millions)
    202320242025H1 2025H1 2026
    Net cash provided by (used in) operating activities
    (1,627)(5,692)(2,637)(1,513)3,929
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  24. Our calculation

    Compute agreements with a stated dollar figure, seven providers (Microsoft, Google, Amazon, Broadcom, SpaceXAI, Nscale, Lambda)

    $44.9 billion + $114.5 billion + $110.0 billion + $161.2 billion + $120.5 billion + $44.6 billion + $41.3 billion = 637 billion

    See the full citation in the Kepler app ↗
  25. Our calculation

    Minimum spend or lease rent: Microsoft, Google, Amazon (minimum spend) plus Broadcom lease rent

    $44.9 billion + $114.5 billion + $110.0 billion + $161.2 billion = 431 billion

    See the full citation in the Kepler app ↗
  26. Our calculation

    "Up to" or pay-on-delivery amounts: SpaceXAI, Nscale, Lambda

    $120.5 billion + $44.6 billion + $41.3 billion = 206 billion

    • up to $120.5 billionManagement's Discussion and Analysis: Infrastructure Service Arrangements · page 171
    • $44.6 billionManagement's Discussion and Analysis: Infrastructure Service Arrangements · page 171
    • approximately $41.3 billionManagement's Discussion and Analysis: Infrastructure Service Arrangements · page 171
    See the full citation in the Kepler app ↗
  27. Page 170Management's Discussion and Analysis: Infrastructure Service Arrangements
    We estimate the aggregate future payments for such additional compute to be approximately $125.0 billion to $150.0 billion, which are not included in the contractual commitments table above.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  28. Page 171Management's Discussion and Analysis: Infrastructure Service Arrangements
    If we procure the full amount of this initial committed capacity, we expect aggregate expenditures to exceed $20.0 billion over the term of the agreement, which are not included in the contractual commitments table above.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  29. Page 170Management's Discussion and Analysis: Contractual Obligations
    Excludes certain other compute and infrastructure agreements that do not specify a fixed dollar commitment which are not included in the aggregate above.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  30. Page F-7Consolidated Statements of Operations (in millions)
    FY2023FY2024FY2025H1 2025H1 2026
    Compute and infrastructure
    4332,5227,3262,3348,945
    View page F-7 on EDGAR ↗See the full citation in the Kepler app ↗
  31. Page 148Management's Discussion and Analysis: Results of Operations, as a percentage of revenue
    FY2023FY2024FY2025H1 2025H1 2026
    Compute and infrastructure
    1,05665316020155
    View page 148 on EDGAR ↗See the full citation in the Kepler app ↗
  32. Page F-7Consolidated Statements of Operations (in millions)
    202320242025H1 2025H1 2026
    Operating loss
    (551)(2,980)(8,060)(2,135)(693)
    View page F-7 on EDGAR ↗See the full citation in the Kepler app ↗
  33. Page 156Management's Discussion and Analysis: Non-GAAP Financial Measures (reconciliation)
    FY2023FY2024FY2025H1 2025H1 2026
    Adjusted Operating Income (Loss)
    (522)(2,788)(4,854)(1,849)1,618
    View page 156 on EDGAR ↗See the full citation in the Kepler app ↗
  34. Page 156Management's Discussion and Analysis: Non-GAAP Financial Measures (reconciliation)
    FY2023FY2024FY2025H1 2025H1 2026
    Adjusted Operating Margin
    (1,273)%(722)%(106)%(159)%10 %
    View page 156 on EDGAR ↗See the full citation in the Kepler app ↗
  35. Our calculation

    Free cash flow, FY2023: operating cash flow less purchases of property and equipment (purchases print as a negative, so they are added)

    (1,627) + (2) = (1,629)

    • (1,627)Net cash provided by (used in) operating activities, 2023 · page 168
    • (2)Purchases of property and equipment, FY2023 · page F-12
    See the full citation in the Kepler app ↗
  36. Our calculation

    Free cash flow, FY2024: operating cash flow less purchases of property and equipment (purchases print as a negative, so they are added)

    (5,692) + (15) = (5,707)

    • (5,692)Net cash provided by (used in) operating activities, 2024 · page 168
    • (15)Purchases of property and equipment, FY2024 · page F-12
    See the full citation in the Kepler app ↗
  37. Our calculation

    Free cash flow, FY2025: operating cash flow less purchases of property and equipment (purchases print as a negative, so they are added)

    (2,637) + (131) = (2,768)

    • (2,637)Net cash provided by (used in) operating activities, 2025 · page 168
    • (131)Purchases of property and equipment, FY2025 · page F-12
    See the full citation in the Kepler app ↗
  38. Our calculation

    Free cash flow, H1 2025: operating cash flow less purchases of property and equipment (purchases print as a negative, so they are added)

    (1,513) + (18) = (1,531)

    • (1,513)Net cash provided by (used in) operating activities, H1 2025 · page 168
    • (18)Purchases of property and equipment, H1 2025 · page F-12
    See the full citation in the Kepler app ↗
  39. Our calculation

    Free cash flow, H1 2026: operating cash flow less purchases of property and equipment (purchases print as a negative, so they are added)

    3,929 + (482) = 3,447

    • 3,929Net cash provided by (used in) operating activities, H1 2026 · page 168
    • (482)Purchases of property and equipment, H1 2026 · page F-12
    See the full citation in the Kepler app ↗
  40. Page 24Prospectus Summary: Non-GAAP Financial Measures
    we use Adjusted Operating Income (Loss), Adjusted Operating Margin, and Adjusted Net Income (Loss) as non-GAAP financial measures
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  41. Page 155Management's Discussion and Analysis: Non-GAAP Financial Measures
    We define Adjusted Operating Income (Loss) as operating loss excluding (i) stock-based compensation expense, (ii) non-cash charitable contributions, and (iii) the Bartz settlement.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  42. Page 155Management's Discussion and Analysis: Non-GAAP Financial Measures
    We define Adjusted Operating Income (Loss) as operating loss excluding (i) stock-based compensation expense, (ii) non-cash charitable contributions, and (iii) the Bartz settlement.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  43. Page 155Management's Discussion and Analysis: Non-GAAP Financial Measures
    We define Adjusted Operating Income (Loss) as operating loss excluding (i) stock-based compensation expense, (ii) non-cash charitable contributions, and (iii) the Bartz settlement.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  44. Page 22Prospectus Summary: Summary Consolidated Financial and Other Data
    Includes change in fair value of convertible notes, derivative liabilities, and simple agreements for future equity ("SAFEs")
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  45. Our calculation

    Quarter-over-quarter revenue growth, Q1 2025 vs Q4 2024

    (376 ÷ $197 million − 1) × 100 = 91%

    See the full citation in the Kepler app ↗
  46. Our calculation

    Quarter-over-quarter revenue growth, Q2 2025 vs Q1 2025

    (787 ÷ 376 − 1) × 100 = 109%

    • 787Revenue, Q2 2025 · page 157
    • 376Revenue, Q1 2025 · page 157
    See the full citation in the Kepler app ↗
  47. Our calculation

    Quarter-over-quarter revenue growth, Q3 2025 vs Q2 2025

    (1,382 ÷ 787 − 1) × 100 = 76%

    • 1,382Revenue, Q3 2025 · page 157
    • 787Revenue, Q2 2025 · page 157
    See the full citation in the Kepler app ↗
  48. Our calculation

    Quarter-over-quarter revenue growth, Q4 2025 vs Q3 2025

    (2,040 ÷ 1,382 − 1) × 100 = 48%

    • 2,040Revenue, Q4 2025 · page 157
    • 1,382Revenue, Q3 2025 · page 157
    See the full citation in the Kepler app ↗
  49. Our calculation

    Quarter-over-quarter revenue growth, Q1 2026 vs Q4 2025

    (4,731 ÷ 2,040 − 1) × 100 = 132%

    • 4,731Revenue, Q1 2026 · page 157
    • 2,040Revenue, Q4 2025 · page 157
    See the full citation in the Kepler app ↗
  50. Our calculation

    Quarter-over-quarter revenue growth, Q2 2026 vs Q1 2026

    (11,555 ÷ 4,731 − 1) × 100 = 144%

    • 11,555Revenue, Q2 2026 · page 157
    • 4,731Revenue, Q1 2026 · page 157
    See the full citation in the Kepler app ↗
  51. Page 158Management's Discussion and Analysis: Quarterly Consolidated Statements of Operations, as a Percentage of Revenue
    Q1 2025Q2 2025Q3 2025Q4 2025Q1 2026Q2 2026
    Compute and infrastructure
    2511771481447248
    View page 158 on EDGAR ↗See the full citation in the Kepler app ↗
  52. Page 160Management's Discussion and Analysis: Quarterly Adjusted Operating Income (Loss) and Adjusted Operating Margin
    Q1 2025Q2 2025Q3 2025Q4 2025Q1 2026Q2 2026
    Adjusted Operating Margin
    (221)%(129)%(93)%(84)%(13)%19 %
    View page 160 on EDGAR ↗See the full citation in the Kepler app ↗
  53. Page 134Management's Discussion and Analysis: Adoption of Claude
    We had more than 11,900 customers with $100,000 or more of revenue on a TTM basis as of September 30, 2026, up from more than 950 as of September 30, 2025.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  54. Page 134Management's Discussion and Analysis: Adoption of Claude
    We had more than 11,900 customers with $100,000 or more of revenue on a TTM basis as of September 30, 2026, up from more than 950 as of September 30, 2025.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  55. Page 134Management's Discussion and Analysis: Adoption of Claude
    As of September 30, 2026, we had more than 1,900 customers with $1 million or more of revenue on a TTM basis and approximately 250 customers with $10 million or more of revenue on a TTM basis.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  56. Page 134Management's Discussion and Analysis: Adoption of Claude
    As of September 30, 2026, we had more than 1,900 customers with $1 million or more of revenue on a TTM basis and approximately 250 customers with $10 million or more of revenue on a TTM basis.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  57. Page 135Management's Discussion and Analysis: Adoption of Claude
    The value that Claude delivers to customers has helped drive our Net Revenue Retention of approximately 900% as of September 30, 2026.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  58. Page 229Business: Our Culture, Values, and Talent
    As of September 30, 2026, we had approximately 5,300 employees worldwide
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  59. Page 136Management's Discussion and Analysis: Operating Efficiency
    From September 30, 2025 to September 30, 2026, TTM revenue increased approximately 1,200% while headcount increased approximately 170%, driving TTM revenue per employee from $1.4 million to over $6.6 million
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  60. Page 136Management's Discussion and Analysis: Operating Efficiency
    From September 30, 2025 to September 30, 2026, TTM revenue increased approximately 1,200% while headcount increased approximately 170%, driving TTM revenue per employee from $1.4 million to over $6.6 million
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  61. Page 136Management's Discussion and Analysis: Operating Efficiency
    From September 30, 2025 to September 30, 2026, TTM revenue increased approximately 1,200% while headcount increased approximately 170%, driving TTM revenue per employee from $1.4 million to over $6.6 million
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  62. Page 56Risk Factors
    our top five customers represented approximately 25% of our revenue for the nine months ended September 30, 2026
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  63. Page 143Management's Discussion and Analysis: Factors Affecting Our Performance
    No single customer represented more than 10% of our revenue for the nine months ended September 30, 2026.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  64. Page 3Select Defined Terms
    The Current Period is the three months ending as of the measurement date.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  65. Page 2Select Defined Terms
    A Qualified Customer is a customer with at least $1 of revenue during the Base Period
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  66. Page 2Select Defined Terms
    We calculate Net Revenue Retention by dividing the Qualified Customers' Current Period revenue by their Base Period revenue.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  67. Page 3Select Defined Terms
    The Base Period is the three months ending a year prior to the measurement date.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  68. Page 2Select Defined Terms
    A Qualified Customer is a customer with at least $1 of revenue during the Base Period, excluding subscribers to our Claude Pro and Max plans
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  69. Page 5Prospectus Summary
    Anthropic was founded in 2021 by a team of researchers responsible for many of the breakthroughs that define AI
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  70. Page 141Management's Discussion and Analysis
    Talent attraction and retention start with our seven co-founders, all of whom have remained with the company
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  71. Page 141Management's Discussion and Analysis
    Talent attraction and retention start with our seven co-founders, all of whom have remained with the company
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  72. Page 17Prospectus Summary
    We were incorporated as a Delaware PBC in January 2021
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  73. Page 5Prospectus Summary
    We are first and foremost a research lab—our mission is the responsible development and maintenance of advanced AI for the long-term benefit of humanity
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  74. Page 240Business
    Our headquarters is located in San Francisco, California
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  75. Page 229Business
    As of September 30, 2026, we had approximately 5,300 employees worldwide, a majority of whom work in research, engineering, and product development functions
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  76. Page 229Business
    As of September 30, 2026, we had approximately 5,300 employees worldwide, a majority of whom work in research, engineering, and product development functions
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  77. Page 138Management's Discussion and Analysis
    At the foundation of our business is our family of four Claude model classes—Mythos (including Fable), Opus, Sonnet, and Haiku—each optimized for a different point on the capability-cost-speed curve
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  78. Page 138Management's Discussion and Analysis
    At the foundation of our business is our family of four Claude model classes—Mythos (including Fable), Opus, Sonnet, and Haiku—each optimized for a different point on the capability-cost-speed curve
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  79. Page 138Management's Discussion and Analysis
    At the foundation of our business is our family of four Claude model classes—Mythos (including Fable), Opus, Sonnet, and Haiku—each optimized for a different point on the capability-cost-speed curve
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  80. Page 134Management's Discussion and Analysis
    On top of our models, Claude Platform gives developers access to the primitives we use ourselves, which they can use to build their own AI solutions
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  81. Page 134Management's Discussion and Analysis
    On top of our models, Claude Platform gives developers access to the primitives we use ourselves, which they can use to build their own AI solutions
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  82. Page 134Management's Discussion and Analysis
    We have also built first-party applications on Claude Platform
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  83. Page 8Prospectus Summary
    The clearest manifestation of Virtual Collaborators today is Claude Code, our coding agent
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  84. Page 8Prospectus Summary
    Claude Cowork extends the same agentic architecture of Claude Code to knowledge workers broadly
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  85. Page 8Prospectus Summary
    As of September 30, 2026, adoption of Claude Cowork, which we made available as a research preview in January 2026, outpaced the adoption Claude Code achieved at the equivalent point following its research preview release in February 2025
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  86. Page 8Prospectus Summary
    In September 2026, we began merging Claude Cowork and Claude.ai, bringing agentic and conversational work into a unified application
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  87. Page 138Management's Discussion and Analysis
    Under this model, customers pay for usage, which is metered in tokens and priced according to the model selected
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  88. Page 138Management's Discussion and Analysis
    Consumption-based revenue increased from $288 million, or 75% of total revenue, for the year ended December 31, 2024, to $3.8 billion, or 83% of total revenue, for the year ended December 31, 2025, to $13.1 billion, or 80% of total revenue, for the six months ended June 30, 2026
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  89. Page 138Management's Discussion and Analysis
    Consumption-based revenue increased from $288 million, or 75% of total revenue, for the year ended December 31, 2024, to $3.8 billion, or 83% of total revenue, for the year ended December 31, 2025, to $13.1 billion, or 80% of total revenue, for the six months ended June 30, 2026
    View page 138 on EDGAR ↗See the full citation in the Kepler app ↗
  90. Page 138Management's Discussion and Analysis
    Subscription-based revenue increased from $98 million, or 25% of total revenue, to $789 million, or 17% of total revenue, to $3.2 billion, or 20% of total revenue, over the same periods
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  91. Page 138Management's Discussion and Analysis
    Subscription-based revenue increased from $98 million, or 25% of total revenue, to $789 million, or 17% of total revenue, to $3.2 billion, or 20% of total revenue, over the same periods
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  92. Page 138Management's Discussion and Analysis
    We establish a direct contractual relationship with the customer and offer customers the flexibility to purchase directly from us or through CSP marketplaces, and many customers utilize both channels
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  93. Page 9Prospectus Summary
    For example, Claude is accessible on all three major cloud platforms—Amazon Web Services ("AWS"), Google Cloud Platform ("GCP"), and Microsoft Azure ("Azure")
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  94. Page F-21Note 1. Description of Business and Summary of Significant Accounting Policies
    In these arrangements, the Company is the principal and recognizes revenue on a gross basis because the Company has a direct contractual relationship with customers, is primarily responsible for providing the intelligence service to customers, and establishes pricing
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  95. Page F-21Note 1. Description of Business and Summary of Significant Accounting Policies
    In these arrangements, the Company is the principal and recognizes revenue on a gross basis because the Company has a direct contractual relationship with customers, is primarily responsible for providing the intelligence service to customers, and establishes pricing
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  96. Page F-16Note 1. Description of Business and Summary of Significant Accounting Policies
    During the six months ended June 30, 2025 and 2026 (unaudited), revenue generated from sales through CSP marketplaces to customers represented approximately 44% and 48% of total revenue, respectively
    View page F-16 on EDGAR ↗See the full citation in the Kepler app ↗
  97. Page 56Risk Factors
    These platforms bill end customers, collect payments on our behalf, and remit such amounts to us, net of applicable platform and other fees
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  98. Page 196Business
    For example, over 90% of the contributions to our codebase in September 2026 were written by Claude
    View page 196 on EDGAR ↗See the full citation in the Kepler app ↗
  99. Page 6Prospectus Summary
    Frontier AI is transforming cognitive work—the application of knowledge, reasoning, and judgment to produce economic value
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  100. Page 123Industry, Market, and Other Data
    Certain estimates in this prospectus regarding global knowledge workers' wages, which we refer to as the annual economic value represented by global knowledge workers, are our own, derived from third-party data
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  101. Page 7Prospectus Summary
    We believe the work that knowledge workers perform represented more than $40 trillion in economic value globally in 2025
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  102. Page 7Prospectus Summary
    International Data Corporation ("IDC") estimates that investment in AI solutions and services will yield a cumulative global economic impact of $22.5 trillion by 2031
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  103. Page 7Prospectus Summary
    International Data Corporation ("IDC") estimates that investment in AI solutions and services will yield a cumulative global economic impact of $22.5 trillion by 2031
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  104. Page 8Prospectus Summary (footnote 4)
    IDC, Worldwide Developer Population Growth Forecast, 2025-2029, doc # US53789825, September 2025
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  105. Page 8Prospectus Summary
    our aim is to continue extending them to knowledge workers globally, a population that is estimated to exceed one billion in 2028
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  106. Page 7Prospectus Summary
    For example, in the life sciences sector, where annual global pharmaceutical spend is expected to exceed $2 trillion in 2026
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  107. Page 7Prospectus Summary (footnote 3)
    IQVIA Institute for Human Data Science, Global Medicine Use Trends 2026, February 2026
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  108. Page 7Prospectus Summary
    For example, in the life sciences sector, where annual global pharmaceutical spend is expected to exceed $2 trillion in 2026
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  109. Page 7Prospectus Summary
    We are also extending Claude into robotics, where our Model Hardware Standard enables AI agents to operate lab and manufacturing equipment such as microscopes, liquid handlers, and off-the-shelf robotic arms
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  110. Page 142Management's Discussion and Analysis
    Over 50% of the Fortune 500 and over 30% of the Global 2000 were customers with $100,000 or more of revenue on a TTM basis as of September 30, 2026
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  111. Page 142Management's Discussion and Analysis
    We believe we are in the early stages of our expansion within these customers, with our revenue from these Fortune 500 customers representing, on average, less than 0.1% of their total expenses for the three months ended September 30, 2026
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  112. Page 142Management's Discussion and Analysis
    For the three months ended September 30, 2026, revenue from our top 10 Fortune 500 customers represented, on average, less than 1% of their total expenses
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  113. Page 143Management's Discussion and Analysis
    We believe the difference reflects the substantial runway we have to deepen adoption, both within our largest customers and within customers earlier in their adoption of Claude
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  114. Page 40Risk Factors
    Our primary competitors in this category include Alphabet Inc. (together with its affiliates, "Google") and OpenAI Group PBC ("OpenAI")
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  115. Page 40Risk Factors
    We compete directly with companies developing frontier models for third-party software developers and enterprises
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  116. Page 40Risk Factors
    Many have substantially greater financial, technical, and marketing resources than we do, their own or greater access to sources of compute, longer operating histories, greater brand recognition
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  117. Page 40Risk Factors
    Many have substantially greater financial, technical, and marketing resources than we do, their own or greater access to sources of compute, longer operating histories, greater brand recognition
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  118. Page 140Management's Discussion and Analysis
    With each release, we have seen most customers utilize the latest version of our models, reinforcing the direct relationship between frontier model quality and revenue generation
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  119. Page 143Management's Discussion and Analysis
    For example, model versions released in the six months ended September 30, 2026 accounted for over 80% of our revenue for the three months ended September 30, 2026
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  120. Page 142Management's Discussion and Analysis
    In the nine months ended September 30, 2026, we launched an aggregate of 250 new model versions, platform features, and applications
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  121. Page 5Prospectus Summary
    Each version of a Claude model assists in building the next, helping to compress development timelines and produce compounding improvements in the speed at which we innovate
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  122. Page 183Business
    As a result, the average daily volume of code contributed to our codebase per engineer in the three months ended September 30, 2026 was over 45 times the average daily volume in the year ended December 31, 2024
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  123. Page 135Management's Discussion and Analysis
    We train and serve Claude natively across four major chip families (AWS Trainium, Google TPUs, NVIDIA GPUs, and AMD GPUs) using a proprietary orchestration layer that enables us to optimize workloads for price and performance
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  124. Page 135Management's Discussion and Analysis
    We train and serve Claude natively across four major chip families (AWS Trainium, Google TPUs, NVIDIA GPUs, and AMD GPUs) using a proprietary orchestration layer that enables us to optimize workloads for price and performance
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  125. Page 6Prospectus Summary
    We manage compute as a single, fungible pool from multiple strategic partners
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  126. Page 182Business
    Our compute efficiency is demonstrated by revenue that grew 1,368% year over year for the three months ended June 30, 2026 compared to compute and infrastructure expenses that grew 300% during the same period
    View page 182 on EDGAR ↗See the full citation in the Kepler app ↗
  127. Page 182Business
    Our compute efficiency is demonstrated by revenue that grew 1,368% year over year for the three months ended June 30, 2026 compared to compute and infrastructure expenses that grew 300% during the same period
    View page 182 on EDGAR ↗See the full citation in the Kepler app ↗
  128. Page 134Management's Discussion and Analysis
    For the three months ended September 30, 2026, over 50% of our customers with $100,000 or more of revenue on a TTM basis used Claude Platform and at least one of our first-party applications, up from approximately 30% for the three months ended December 31, 2025
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  129. Page 134Management's Discussion and Analysis
    For the three months ended September 30, 2026, over 50% of our customers with $100,000 or more of revenue on a TTM basis used Claude Platform and at least one of our first-party applications, up from approximately 30% for the three months ended December 31, 2025
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  130. Page 73Risk Factors
    We rely on a limited number of CSPs—Amazon.com, Inc. (together with its affiliates, "Amazon"), Google, and Microsoft Corporation ("Microsoft")—and suppliers, such as Broadcom, for compute and critical components of our compute infrastructure
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  131. Page 74Risk Factors
    Our relationships with our strategic partners—whether with these CSPs, who simultaneously serve as our investors, customers, distribution partners, and competitors, or with Broadcom, which simultaneously serves as a supplier and lessor—create potential conflicts of interest that are difficult to fully anticipate or mitigate
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  132. Page 73Risk Factors
    We rely on a limited number of CSPs—Amazon.com, Inc. (together with its affiliates, "Amazon"), Google, and Microsoft Corporation ("Microsoft")—and suppliers, such as Broadcom, for compute and critical components of our compute infrastructure
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  133. Page 140Management's Discussion and Analysis
    These multifaceted relationships could give rise to conflicts of interest or competitive dynamics that adversely affect our access to compute, its cost, or the prioritization of our workloads
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  134. Page 195Business
    For example, in the three months ended September 30, 2026, Claude Enterprise users who did not use Claude Code spent less than $75 per month on average, while the top 5% of Claude Enterprise users who used Claude Code spent approximately 20 times that amount
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  135. Page 195Business
    For example, in the three months ended September 30, 2026, Claude Enterprise users who did not use Claude Code spent less than $75 per month on average, while the top 5% of Claude Enterprise users who used Claude Code spent approximately 20 times that amount
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  136. Page 195Business
    For example, in the three months ended September 30, 2026, Claude Enterprise users who did not use Claude Code spent less than $75 per month on average, while the top 5% of Claude Enterprise users who used Claude Code spent approximately 20 times that amount
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  137. Page 8Prospectus Summary
    We are already seeing this pattern play out with non-technical teams increasingly adopting Claude Code and Claude Cowork to manage their own workflows
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  138. Page 8Prospectus Summary
    As of September 30, 2026, adoption of Claude Cowork, which we made available as a research preview in January 2026, outpaced the adoption Claude Code achieved at the equivalent point following its research preview release in February 2025
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  139. Page 139Management's Discussion and Analysis
    This organic adoption is complemented and enhanced through our direct go-to-market teams who help scale Claude to organizations with complex workflows and business processes
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  140. Page 139Management's Discussion and Analysis
    Our Applied AI teams embed more deeply with select customers, building solutions that make it easier for organizations to benefit from Claude's intelligence
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  141. Page 142Management's Discussion and Analysis
    A large portion of our growth to date has been self-service and organic
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  142. Page 142Management's Discussion and Analysis
    As AI adoption extends further into enterprises and more regulated industries, we are investing in direct go-to-market, Applied AI teams, and partnerships across all three major cloud platforms, SIs, consultants, and data platforms
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  143. Page 140Management's Discussion and Analysis
    Ode with Anthropic will partner closely with our Applied AI and go-to-market teams
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  144. Page 140Management's Discussion and Analysis
    We recently launched an AI services company in partnership with leading private equity firms to bring Claude's capabilities to mid-sized companies across sectors
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  145. Page 140Management's Discussion and Analysis
    We recently launched an AI services company in partnership with leading private equity firms to bring Claude's capabilities to mid-sized companies across sectors
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  146. Page 140Management's Discussion and Analysis
    We recently launched an AI services company in partnership with leading private equity firms to bring Claude's capabilities to mid-sized companies across sectors
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  147. Page 140Management's Discussion and Analysis
    Together, these approaches have led to a structurally efficient approach to facilitating the diffusion of Claude in the economy, with our sales, marketing, and partnerships expenses representing 19% of revenue for the six months ended June 30, 2026
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  148. Page 146Management's Discussion and Analysis
    Sales, marketing, and partnerships expenses primarily consist of fees paid to channel partners and marketing and advertising costs, including media and public relations spend
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  149. Page 142Management's Discussion and Analysis
    We are also expanding our ability to serve international customers through the growth of regional offices and partnerships in key markets, and we expect international expansion to be a meaningful driver of revenue growth as global demand for AI accelerates
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  150. Page 142Management's Discussion and Analysis
    We are also expanding our ability to serve international customers through the growth of regional offices and partnerships in key markets, and we expect international expansion to be a meaningful driver of revenue growth as global demand for AI accelerates
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  151. Page F-26Note 2. Revenue
    The following table presents revenue by geographical region, determined by the billing address of the customer
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  152. Page F-26Note 2. Revenue: revenue by geographical region (in millions)
    FY2023FY2024FY2025H1 2025H1 2026
    International
    71231,2233434,523
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  153. Our calculation

    International share of revenue, H1 2026 (International / Total)

    4,523 ÷ 16,286 × 100 = 28%

    • 4,523International, H1 2026 · page F-26
    • 16,286Total, H1 2026 · page F-26
    See the full citation in the Kepler app ↗
  154. Our calculation

    International share of revenue, H1 2025 (International / Total)

    343 ÷ 1,163 × 100 = 29%

    • 343International, H1 2025 · page F-26
    • 1,163Total, H1 2025 · page F-26
    See the full citation in the Kepler app ↗
  155. Our calculation

    International share of revenue, FY2025 (International / Total)

    1,223 ÷ 4,585 × 100 = 27%

    • 1,223International, FY2025 · page F-26
    • 4,585Total, FY2025 · page F-26
    See the full citation in the Kepler app ↗
  156. Page 137Management's Discussion and Analysis
    We refer to this additional source of compute as Anthropic Direct, which helps to address our scaling compute requirements and we believe will provide long-term economic advantages
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  157. Page 137Management's Discussion and Analysis
    In addition, as our compute needs have grown substantially, we are shifting from sourcing compute solely through fixed-term cloud agreements to a hybrid model that also includes leasing chips directly and hosting them in dedicated facilities operated on our behalf
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  158. Page 137Management's Discussion and Analysis
    In addition, as our compute needs have grown substantially, we are shifting from sourcing compute solely through fixed-term cloud agreements to a hybrid model that also includes leasing chips directly and hosting them in dedicated facilities operated on our behalf
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  159. Page 137Management's Discussion and Analysis
    Because data centers require longer lead times but represent a smaller fraction of total compute costs, this approach enables us to secure data center capacity early while deferring larger accelerator investments until our specific compute needs are more certain
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  160. Page 137Management's Discussion and Analysis
    Because data centers require longer lead times but represent a smaller fraction of total compute costs, this approach enables us to secure data center capacity early while deferring larger accelerator investments until our specific compute needs are more certain
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  161. Page 137Management's Discussion and Analysis
    Because data centers require longer lead times but represent a smaller fraction of total compute costs, this approach enables us to secure data center capacity early while deferring larger accelerator investments until our specific compute needs are more certain
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  162. Page 137Management's Discussion and Analysis
    Because data centers require longer lead times but represent a smaller fraction of total compute costs, this approach enables us to secure data center capacity early while deferring larger accelerator investments until our specific compute needs are more certain
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  163. Page 148Management's Discussion and Analysis
    Revenue for the six months ended June 30, 2026 increased by $15.1 billion, or 1,300%, compared to the six months ended June 30, 2025.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  164. Page 148Management's Discussion and Analysis
    Consumption-based and subscription-based revenue increased by $12.1 billion and $3.0 billion, respectively, for the six months ended June 30, 2026 compared to the six months ended June 30, 2025.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  165. Page 148Management's Discussion and Analysis
    Consumption-based and subscription-based revenue increased by $12.1 billion and $3.0 billion, respectively, for the six months ended June 30, 2026 compared to the six months ended June 30, 2025.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  166. Page 148Management's Discussion and Analysis
    The number of customers with $100,000 or more of revenue on a TTM basis grew from more than 600 as of June 30, 2025 to more than 6,000 as of June 30, 2026.
    View page 148 on EDGAR ↗See the full citation in the Kepler app ↗
  167. Page 148Management's Discussion and Analysis
    The number of customers with $100,000 or more of revenue on a TTM basis grew from more than 600 as of June 30, 2025 to more than 6,000 as of June 30, 2026.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  168. Page 148Management's Discussion and Analysis
    The number of customers with $100,000 or more of revenue on a TTM basis grew from more than 600 as of June 30, 2025 to more than 6,000 as of June 30, 2026.
    View page 148 on EDGAR ↗See the full citation in the Kepler app ↗
  169. Page 148Management's Discussion and Analysis
    Total revenue from these customers grew from $870 million for the six months ended June 30, 2025 to $12.0 billion for the six months ended June 30, 2026 and represented approximately 75% and 74% of total revenue for the six months ended June 30, 2025 and 2026, respectively.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  170. Page 148Management's Discussion and Analysis
    Total revenue from these customers grew from $870 million for the six months ended June 30, 2025 to $12.0 billion for the six months ended June 30, 2026 and represented approximately 75% and 74% of total revenue for the six months ended June 30, 2025 and 2026, respectively.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  171. Page 148Management's Discussion and Analysis
    Total revenue from these customers grew from $870 million for the six months ended June 30, 2025 to $12.0 billion for the six months ended June 30, 2026 and represented approximately 75% and 74% of total revenue for the six months ended June 30, 2025 and 2026, respectively.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  172. Page 142Management's Discussion and Analysis
    for the trailing twelve months ended September 30, 2026 was generated by approximately 40 million customers, each with less than $100,000 of revenue on a TTM basis.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  173. Page 142Management's Discussion and Analysis
    for the trailing twelve months ended September 30, 2026 was generated by approximately 40 million customers, each with less than $100,000 of revenue on a TTM basis.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  174. Page 142Management's Discussion and Analysis
    for the trailing twelve months ended September 30, 2026 was generated by approximately 40 million customers, each with less than $100,000 of revenue on a TTM basis.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  175. Page 143Management's Discussion and Analysis
    Our customer usage patterns have also typically exhibited seasonality, particularly around holiday and vacation periods in the summer and winter
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  176. Page 143Management's Discussion and Analysis
    Consistent with this pattern, for the two weeks ended January 2, 2026, total customer spend declined by approximately 20% compared to the prior two weeks ended December 19, 2025.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  177. Page 143Management's Discussion and Analysis
    Consistent with this pattern, for the two weeks ended January 2, 2026, total customer spend declined by approximately 20% compared to the prior two weeks ended December 19, 2025.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  178. Page 145Management's Discussion and Analysis
    Based on our detection and review process, we estimate that revenue from such customers represented approximately 5% to 7% of our revenue for the nine months ended September 30, 2026.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  179. Page 145Management's Discussion and Analysis
    Based on our detection and review process, we estimate that revenue from such customers represented approximately 5% to 7% of our revenue for the nine months ended September 30, 2026.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  180. Page 145Management's Discussion and Analysis
    our revenue has included, and we expect will continue to include, amounts from customers that we subsequently determine are using our models, platform, and applications in violation of our usage policy or commercial terms.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  181. Page 145Management's Discussion and Analysis
    Because detection, investigation, and enforcement take time, we recognize revenue from such customers when the related services are provided, before restricting or terminating their access.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  182. Page 145Management's Discussion and Analysis
    We expect the percentage of revenue from customers using our models, platform, and applications in violation of our usage policy or commercial terms to decline in future periods as we have enhanced our detection and enforcement efforts, in particular in August and September 2026
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  183. Page 145Management's Discussion and Analysis
    We expect the percentage of revenue from customers using our models, platform, and applications in violation of our usage policy or commercial terms to decline in future periods as we have enhanced our detection and enforcement efforts, in particular in August and September 2026
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  184. Page 145Management's Discussion and Analysis
    however, the timing and magnitude of any resulting adverse effect on our revenue and revenue growth are uncertain.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  185. Page 134Management's Discussion and Analysis
    In addition, the majority of our compute is contracted under multi-year commitments that we typically procure 12 to 18 months in advance of availability.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  186. Page 145Management's Discussion and Analysis
    These expenses are paid and recognized as compute becomes available to us, rather than when committed
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  187. Page 145Management's Discussion and Analysis
    As a result, compute and infrastructure expenses as a percentage of revenue will depend primarily on how our revenue scales relative to our total committed compute cost base.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  188. Page 133Management's Discussion and Analysis
    As significant incremental compute is brought online in future periods, the associated expense will be recognized in advance of the full revenue that the compute will ultimately support, and we expect operating margin and Adjusted Operating Margin may compress in those periods.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  189. Page 133Management's Discussion and Analysis
    Compute is procured and committed in advance and the expense is incurred as it is brought online and added to our fungible pool, often in large, discrete steps.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  190. Page 134Management's Discussion and Analysis
    We expect our use of short-term compute to increase in the near term and to in turn compress our operating margin and Adjusted Operating Margin as a result.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  191. Page 134Management's Discussion and Analysis
    When customer demand or research needs exceed this long-term capacity, we procure short-term compute, which typically carries a higher cost per unit of compute.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  192. Page 134Management's Discussion and Analysis
    We expect our use of short-term compute to increase in the near term and to in turn compress our operating margin and Adjusted Operating Margin as a result.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  193. Page 147Management's Discussion and Analysis: Results of Operations (in millions)
    FY2023FY2024FY2025H1 2025H1 2026
    Personnel
    954541,8395383,152
    View page 147 on EDGAR ↗See the full citation in the Kepler app ↗
  194. Page 147Management's Discussion and Analysis: Results of Operations
    Includes stock-based compensation expense of $29 million, $192 million, and $1.2 billion for the years ended December 31, 2023, 2024, and 2025, respectively, and $286 million and $2.2 billion for the six months ended June 30, 2025 and 2026, respectively.
    View page 147 on EDGAR ↗See the full citation in the Kepler app ↗
  195. Page F-7Consolidated Statements of Operations (in millions)
    FY2023FY2024FY2025H1 2025H1 2026
    Sales, marketing, and partnerships
    2435681203,168
    View page F-7 on EDGAR ↗See the full citation in the Kepler app ↗
  196. Page 149Management's Discussion and Analysis
    The increase was primarily driven by a $2.7 billion increase in fees paid to channel partners, reflecting the growth of our business
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  197. Page 173Management's Discussion and Analysis: Critical Accounting Estimates
    As of June 30, 2026, there was approximately $26.6 billion of total unrecognized stock-based compensation expense related to RSUs.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  198. Page 173Management's Discussion and Analysis: Critical Accounting Estimates
    as the performance-based vesting condition applicable to a significant portion of our outstanding RSUs will be satisfied upon the effectiveness of the registration statement of which this prospectus forms a part.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  199. Page 173Management's Discussion and Analysis: Critical Accounting Estimates
    as the performance-based vesting condition applicable to a significant portion of our outstanding RSUs will be satisfied upon the effectiveness of the registration statement of which this prospectus forms a part.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  200. Page 173Management's Discussion and Analysis: Critical Accounting Estimates
    Of that amount, $2.9 billion relates to RSUs for which the service-based vesting condition had been satisfied or partially satisfied.
    View page 173 on EDGAR ↗See the full citation in the Kepler app ↗
  201. Page 64Risk Factors
    If this offering had been completed on June 30, 2026, we would have recorded $2.9 billion of cumulative stock-based compensation expense related to the RSUs on that date
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  202. Page 173Management's Discussion and Analysis: Critical Accounting Estimates
    stock-based compensation expense related to our RSUs will result in increases in our expenses in future periods, in particular the quarter in which this offering is completed
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  203. Page 64Risk Factors
    and an additional $23.7 billion of unrecognized stock-based compensation expense related to the RSUs, would be recognized over a weighted-average period of approximately 2.1 years.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  204. Page F-7Consolidated Statements of Operations (in millions)
    FY2023FY2024FY2025H1 2025H1 2026
    Interest income
    691064311151,111
    View page F-7 on EDGAR ↗See the full citation in the Kepler app ↗
  205. Page F-7Consolidated Statements of Operations (in millions)
    FY2023FY2024FY2025H1 2025H1 2026
    Other income (expense), net
    (2)—(8)—(8,757)
    View page F-7 on EDGAR ↗See the full citation in the Kepler app ↗
  206. Page F-7Consolidated Statements of Operations (in millions)
    FY2023FY2024FY2025H1 2025H1 2026
    Provision for income taxes
    2120721
    View page F-7 on EDGAR ↗See the full citation in the Kepler app ↗
  207. Page 146Management's Discussion and Analysis
    Change in fair value of convertible notes, derivative liabilities, and SAFEs consists of gains and losses as a result of recording our convertible promissory notes, derivative liabilities, and SAFE liabilities at fair value at the end of each reporting period.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  208. Page F-30Note 4. Fair Value Measurements
    Recorded at fair value with changes in fair value recorded in earnings due to the election of the fair value option of accounting for financial instruments.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  209. Page 146Management's Discussion and Analysis
    Because these instruments are marked to market, increases in our enterprise valuation drive increases in this expense.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  210. Page 159Management's Discussion and Analysis: Quarterly Trends
    The expense was largest in the three months ended June 30, 2026, reflecting the increase in our enterprise valuation in connection with our Series H financing.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  211. Page 157Quarterly Consolidated Statements of Operations (in millions)
    Q1 2025Q2 2025Q3 2025Q4 2025Q1 2026Q2 2026
    Change in fair value of convertible notes, derivative liabilities, and SAFEs
    (5,701)(5,241)(9,165)(14,201)(12,791)(59,597)
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  212. Page 159Management's Discussion and Analysis: Quarterly Trends
    The expense was largest in the three months ended June 30, 2026, reflecting the increase in our enterprise valuation in connection with our Series H financing.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  213. Page 156Adjusted Net Income (Loss) reconciliation (in millions)
    FY2023FY2024FY2025H1 2025H1 2026
    Change in fair value of convertible notes, derivative liabilities, and SAFEs
    1,0455,43434,30810,94272,388
    View page 156 on EDGAR ↗See the full citation in the Kepler app ↗
  214. Page 156Adjusted Net Income (Loss) reconciliation (in millions)
    FY2023FY2024FY2025H1 2025H1 2026
    Change in fair value of certain mark-to-market financial instruments
    ——3—8,720
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  215. Page F-37Note 8. Supplemental Financial Information: Other Income (Expense), Net (in millions)
    202320242025H1 2025H1 2026
    Recognition and change in fair value of note purchase agreements
    ————(9,405)
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  216. Page F-37Note 8. Supplemental Financial Information: Other Income (Expense), Net (in millions)
    FY2023FY2024FY2025H1 2025H1 2026
    Change in fair value of holdback liability
    ——(3)—(39)
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  217. Page F-37Note 8. Supplemental Financial Information: Other Income (Expense), Net (in millions)
    FY2023FY2024FY2025H1 2025H1 2026
    Change in fair value of warrant rights
    ————724
    View page F-37 on EDGAR ↗See the full citation in the Kepler app ↗
  218. Our calculation

    Fair-value marks removed in the Adjusted Net Income reconciliation, H1 2026 (notes, derivatives, and SAFEs plus certain mark-to-market financial instruments)

    72,388 + 8,720 = 81,108

    • 72,388Change in fair value of convertible notes, derivative liabilities, and SAFEs, H1 2026 · page 156
    • 8,720Change in fair value of certain mark-to-market financial instruments, H1 2026 · page 156
    See the full citation in the Kepler app ↗
  219. Page 156Adjusted Net Income (Loss) reconciliation (in millions)
    FY2023FY2024FY2025H1 2025H1 2026
    Stock-based compensation expense
    291921,1652862,185
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  220. Page 156Adjusted Net Income (Loss) reconciliation (in millions)
    FY2023FY2024FY2025H1 2025H1 2026
    Non-cash charitable contributions
    ——541—126
    View page 156 on EDGAR ↗See the full citation in the Kepler app ↗
  221. Page 156Adjusted Net Income (Loss) reconciliation (in millions)
    FY2023FY2024FY2025H1 2025H1 2026
    Adjusted Net Income (Loss)
    (457)(2,683)(4,448)(1,741)2,671
    View page 156 on EDGAR ↗See the full citation in the Kepler app ↗
  222. Page 164Management's Discussion and Analysis: Convertible Notes
    The following table summarizes the notes outstanding under our NPAs as of June 30, 2026, which consist entirely of non-interest-bearing rollover notes issued to Amazon
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  223. Page 163Management's Discussion and Analysis: Convertible Notes
    pursuant to which we previously issued convertible promissory notes, approximately $6.2 billion aggregate principal amount of which remains outstanding
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  224. Page F-5Consolidated Balance Sheets (in millions)
    Dec 31, 2024Dec 31, 2025Jun 30, 2026
    Convertible notes payable
    14,11641,677108,566
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  225. Page F-6Consolidated Balance Sheets (in millions)
    Dec 31, 2024Dec 31, 2025Jun 30, 2026
    Accumulated deficit
    (10,040)(52,154)(132,902)
    View page F-6 on EDGAR ↗See the full citation in the Kepler app ↗
  226. Page 161Management's Discussion and Analysis: Liquidity and Capital Resources
    We have generated losses from our operations, as reflected in our accumulated deficit of $132.9 billion, which includes $113.2 billion related to changes in the fair value of our convertible notes driven by increases in our enterprise valuation and derivative liabilities since 2023
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  227. Page 168Management's Discussion and Analysis: Cash Flows
    The increase in operating cash flow was primarily driven by an improvement in net loss adjusted for non-cash items, and changes in working capital, primarily reflecting the timing of payments to vendors and cash receipts from customers.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  228. Page 168Management's Discussion and Analysis: Cash Flows
    The increase in operating cash flow was primarily driven by an improvement in net loss adjusted for non-cash items, and changes in working capital, primarily reflecting the timing of payments to vendors and cash receipts from customers.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  229. Page F-12Consolidated Statements of Cash Flows (in millions)
    FY2023FY2024FY2025H1 2025H1 2026
    Accounts payable, accrued expenses, and other liabilities
    842222,0792572,679
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  230. Page F-12Consolidated Statements of Cash Flows (in millions)
    FY2023FY2024FY2025H1 2025H1 2026
    Prepaid expenses and other assets
    (1,253)(3,190)1,7712122,094
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  231. Page F-12Consolidated Statements of Cash Flows (in millions)
    FY2023FY2024FY2025H1 2025H1 2026
    Deferred revenue
    7212411241,380
    View page F-12 on EDGAR ↗See the full citation in the Kepler app ↗
  232. Page F-12Consolidated Statements of Cash Flows (in millions)
    FY2023FY2024FY2025H1 2025H1 2026
    Accounts receivable, net
    (10)(90)(834)(384)(4,982)
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  233. Page F-12Consolidated Statements of Cash Flows (in millions)
    FY2023FY2024FY2025H1 2025H1 2026
    Purchases of property and equipment
    (2)(15)(131)(18)(482)
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  234. Page 161Management's Discussion and Analysis: Liquidity and Capital Resources
    We expect our capital expenditures to increase significantly as we expand our build-out, and we expect these investments to result in significant net cash used in operating and investing activities for the foreseeable future.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  235. Page 161Management's Discussion and Analysis: Liquidity and Capital Resources
    We continue to invest in our own data center infrastructure and enter into compute and infrastructure capacity arrangements to support anticipated demand for our intelligence service.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  236. Page 161Management's Discussion and Analysis: Liquidity and Capital Resources
    We expect our capital expenditures to increase significantly as we expand our build-out, and we expect these investments to result in significant net cash used in operating and investing activities for the foreseeable future.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  237. Page F-12Consolidated Statements of Cash Flows (in millions)
    FY2023FY2024FY2025H1 2025H1 2026
    Net cash provided by financing activities
    2,3207,24819,9604,749110,774
    View page F-12 on EDGAR ↗See the full citation in the Kepler app ↗
  238. Page F-12Consolidated Statements of Cash Flows (in millions)
    FY2023FY2024FY2025H1 2025H1 2026
    Proceeds from issuance of redeemable convertible preferred stock, net of issuance costs
    4451,18816,5483,549110,432
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  239. Page II-4Item 15. Recent Sales of Unregistered Securities
    From May 2026 to June 2026, we sold an aggregate of (i) 77,637,878 shares of our Series H-1 redeemable convertible preferred stock to 305 accredited investors at a purchase price of $589.0095 per share, for an aggregate purchase price of approximately $45.7 billion
    View page II-4 on EDGAR ↗See the full citation in the Kepler app ↗
  240. Page II-4Item 15. Recent Sales of Unregistered Securities
    From May 2026 to June 2026, we sold an aggregate of (i) 77,637,878 shares of our Series H-1 redeemable convertible preferred stock to 305 accredited investors at a purchase price of $589.0095 per share, for an aggregate purchase price of approximately $45.7 billion
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  241. Page F-5Consolidated Balance Sheets (in millions)
    Dec 31, 2024Dec 31, 2025Jun 30, 2026
    Cash and cash equivalents
    3,14117,388112,389
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  242. Page F-5Consolidated Balance Sheets (in millions)
    Dec 31, 2024Dec 31, 2025Jun 30, 2026
    Short-term investments
    —2,88919,262
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  243. Our calculation

    Cash and cash equivalents plus short-term investments, June 30, 2026

    112,389 + 19,262 = 131.7 billion

    • 112,389Cash and cash equivalents, Jun 30, 2026 · page F-5
    • 19,262Short-term investments, Jun 30, 2026 · page F-5
    See the full citation in the Kepler app ↗
  244. Page 162Management's Discussion and Analysis: Revolving Credit Agreement
    In September 2026, we entered into an Amended and Restated Credit Agreement (the "A&R Credit Agreement"), which amended and restated the Credit Agreement to provide for a $15 billion senior secured revolving credit facility
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  245. Page 162Management's Discussion and Analysis: Revolving Credit Agreement
    In September 2026, we entered into an Amended and Restated Credit Agreement (the "A&R Credit Agreement"), which amended and restated the Credit Agreement to provide for a $15 billion senior secured revolving credit facility
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  246. Page 162Management's Discussion and Analysis: Revolving Credit Agreement
    The A&R Credit Facility will mature on September 4, 2031, subject to earlier springing maturity if more than $500 million in aggregate scheduled cash principal payments on certain of our indebtedness are required
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  247. Page 163Management's Discussion and Analysis: Revolving Credit Agreement
    The A&R Credit Agreement includes a financial covenant requiring that we maintain liquidity of at least $5.0 billion as of the last day of each fiscal quarter, beginning with the fiscal quarter ending December 31, 2026.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  248. Page 163Management's Discussion and Analysis: Revolving Credit Agreement
    The A&R Credit Agreement includes a financial covenant requiring that we maintain liquidity of at least $5.0 billion as of the last day of each fiscal quarter, beginning with the fiscal quarter ending December 31, 2026.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  249. Page 169Management's Discussion and Analysis — Contractual Obligations
    In aggregate, the contractual obligations in the table below plus the short-term and subsequent commitments, as well as leases not yet commenced, each described in the paragraphs below are approximately $ , substantially all of which is related to compute and infrastructure.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  250. Page F-58Note 13. Commitments and Contingencies
    As of June 30, 2026 (unaudited), expected future fixed or minimum guaranteed commitments under these agreements were approximately $265.6 billion with terms ranging from one to 20 years.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  251. Page F-35Note 7. Leases
    As of December 31, 2025 and June 30, 2026 (unaudited), the Company had entered into lease agreements primarily related to compute and infrastructure capacity that had not yet commenced, with total estimated future undiscounted lease obligations of approximately $50.2 billion and $321.4 billion, respectively
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  252. Page F-65Note 17. Subsequent Events (Unaudited)
    subsequent to June 30, 2026, the Company entered into new, and amended existing, lease and commercial agreements primarily to secure additional compute and infrastructure capacity, with aggregate future minimum payment obligations of approximately $245 billion
    View page F-65 on EDGAR ↗See the full citation in the Kepler app ↗
  253. Page F-65Note 17. Subsequent Events (Unaudited)
    subsequent to June 30, 2026, the Company entered into new, and amended existing, lease and commercial agreements primarily to secure additional compute and infrastructure capacity, with aggregate future minimum payment obligations of approximately $245 billion
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  254. Page 169Management's Discussion and Analysis — Contractual Obligations
    In aggregate, the contractual obligations in the table below plus the short-term and subsequent commitments, as well as leases not yet commenced, each described in the paragraphs below are approximately $ , substantially all of which is related to compute and infrastructure.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  255. Page 171Management's Discussion and Analysis — Infrastructure Equipment Leases
    Our rent payments over the life of these leases are equal to an aggregate of approximately $161.2 billion excluding interest, with rent payable in quarterly installments
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  256. Page 171Management's Discussion and Analysis — Infrastructure Equipment Leases
    We have entered into five-year master equipment leases with Broadcom, pursuant to which we receive such hardware for deployment in dedicated data center facilities operated by others on our behalf
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  257. Page 171Management's Discussion and Analysis — Infrastructure Equipment Leases
    The Lease Arrangements provide us with access to TPU-based compute capacity, a portion of which began to come online in 2026, with additional capacity expected to come online starting in 2027.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  258. Page 171–172Management's Discussion and Analysis — Infrastructure Equipment Leases
    The Lease Arrangements are non-cancelable by either party during the applicable lease period except in the case of a default.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  259. Page 171Management's Discussion and Analysis — Infrastructure Service Arrangements
    Under the SpaceXAI Arrangements, we agreed to spend an aggregate of up to $120.5 billion over terms extending into 2029, consisting of approximately $3.1 billion in the aggregate per month once all capacity has been delivered, which we expect in December 2026, with different fees during capacity ramping periods.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  260. Page 171Management's Discussion and Analysis — Infrastructure Service Arrangements
    Under the SpaceXAI Arrangements, we agreed to spend an aggregate of up to $120.5 billion over terms extending into 2029, consisting of approximately $3.1 billion in the aggregate per month once all capacity has been delivered, which we expect in December 2026, with different fees during capacity ramping periods.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  261. Page 171Management's Discussion and Analysis — Infrastructure Service Arrangements
    Under the SpaceXAI Arrangements, we agreed to spend an aggregate of up to $120.5 billion over terms extending into 2029, consisting of approximately $3.1 billion in the aggregate per month once all capacity has been delivered, which we expect in December 2026, with different fees during capacity ramping periods.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  262. Page 171Management's Discussion and Analysis — Infrastructure Service Arrangements
    Under the SpaceXAI Arrangements, we agreed to spend an aggregate of up to $120.5 billion over terms extending into 2029, consisting of approximately $3.1 billion in the aggregate per month once all capacity has been delivered, which we expect in December 2026, with different fees during capacity ramping periods.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  263. Page 171Management's Discussion and Analysis — Infrastructure Service Arrangements
    Following initial non- cancelable periods ending in January 2027 and March 2027 under the respective agreements, each agreement may be cancelled by either party upon 90 days' advance written notice.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  264. Page 171Management's Discussion and Analysis — Infrastructure Service Arrangements
    Following initial non- cancelable periods ending in January 2027 and March 2027 under the respective agreements, each agreement may be cancelled by either party upon 90 days' advance written notice.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  265. Page 170Management's Discussion and Analysis: Infrastructure Service Arrangements
    In March 2026, we entered into an agreement with Google, which was subsequently amended between May and August 2026, and pursuant to which we committed to spend at least approximately $114.5 billion between April 2026 and July 2033, regardless of actual usage.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  266. Page 170Management's Discussion and Analysis — Infrastructure Service Arrangements
    In March 2026, we entered into an agreement with Google, which was subsequently amended between May and August 2026, and pursuant to which we committed to spend at least approximately $114.5 billion between April 2026 and July 2033, regardless of actual usage.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  267. Page 170Management's Discussion and Analysis — Infrastructure Service Arrangements
    Our commitments under such agreement are non-cancelable except in the event of Google's uncured material breach.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  268. Page 171Management's Discussion and Analysis: Infrastructure Service Arrangements
    In April 2026, we entered into an agreement with Amazon, pursuant to which we committed to spend an aggregate of at least $110.0 billion between May 2026 and April 2036, regardless of actual usage.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  269. Page 171Management's Discussion and Analysis — Infrastructure Service Arrangements
    In April 2026, we entered into an agreement with Amazon, pursuant to which we committed to spend an aggregate of at least $110.0 billion between May 2026 and April 2036, regardless of actual usage.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  270. Page 171Management's Discussion and Analysis — Infrastructure Service Arrangements
    Our commitment under such agreement is non-cancelable except in the event of Amazon's uncured material breach.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  271. Page 170Management's Discussion and Analysis: Infrastructure Service Arrangements
    In November 2025, we entered into an agreement with Microsoft, which was subsequently amended in February and October 2026, pursuant to which we committed to spend an aggregate of at least $44.9 billion between November 2026 and May 2033, regardless of actual usage.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  272. Page 170Management's Discussion and Analysis — Infrastructure Service Arrangements
    In November 2025, we entered into an agreement with Microsoft, which was subsequently amended in February and October 2026, pursuant to which we committed to spend an aggregate of at least $44.9 billion between November 2026 and May 2033, regardless of actual usage.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  273. Page 170Management's Discussion and Analysis — Infrastructure Service Arrangements
    Our commitment under such agreement is non-cancelable except in the event of Microsoft's uncured material breach or, on a per-tranche basis, for undelivered tranches.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  274. Page 171Management's Discussion and Analysis: Infrastructure Service Arrangements
    Under the Nscale Services Agreements, we agreed to spend an aggregate of up to approximately $44.6 billion over terms extending into 2033, with fees accruing only as capacity is delivered to and accepted by us.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  275. Page 171Management's Discussion and Analysis — Infrastructure Service Arrangements
    Under the Nscale Services Agreements, we agreed to spend an aggregate of up to approximately $44.6 billion over terms extending into 2033, with fees accruing only as capacity is delivered to and accepted by us.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  276. Page 171Management's Discussion and Analysis — Infrastructure Service Arrangements
    Under the Nscale Services Agreements, we agreed to spend an aggregate of up to approximately $44.6 billion over terms extending into 2033, with fees accruing only as capacity is delivered to and accepted by us.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  277. Page 171Management's Discussion and Analysis — Infrastructure Service Arrangements
    Otherwise, our commitment under each agreement is non-cancelable except in limited circumstances, including Nscale's failure to meet specified delivery or service availability requirements or an uncured material breach by the applicable Nscale entity.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  278. Page 171Management's Discussion and Analysis — Infrastructure Service Arrangements
    Nscale is required to use best efforts to obtain qualifying financing for the NVIDIA GPUs and data center infrastructure within a specified period following the effective date of such agreements
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  279. Page 171Management's Discussion and Analysis: Infrastructure Service Arrangements
    Under the Lambda Agreements, we agreed to spend an aggregate of approximately $41.3 billion over terms extending into 2034, with fees accruing only as capacity is delivered to and accepted by us.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  280. Page 171Management's Discussion and Analysis — Infrastructure Service Arrangements
    Under the Lambda Agreements, we agreed to spend an aggregate of approximately $41.3 billion over terms extending into 2034, with fees accruing only as capacity is delivered to and accepted by us.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  281. Page 171Management's Discussion and Analysis — Infrastructure Service Arrangements
    Under the Lambda Agreements, we agreed to spend an aggregate of approximately $41.3 billion over terms extending into 2034, with fees accruing only as capacity is delivered to and accepted by us.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  282. Page 171Management's Discussion and Analysis — Infrastructure Service Arrangements
    Otherwise, our commitment under each of the Lambda Agreements is non- cancelable except in the event of Lambda's uncured material breach or certain other limited circumstances
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  283. Page 171Management's Discussion and Analysis — Infrastructure Service Arrangements
    Under our August 2026 agreement, which represents approximately $34.9 billion of the aggregate commitment, either party may terminate if Lambda does not timely secure the facility lease.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  284. Page 171Management's Discussion and Analysis — Infrastructure Service Arrangements
    Under our August 2026 agreement, which represents approximately $34.9 billion of the aggregate commitment, either party may terminate if Lambda does not timely secure the facility lease.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  285. Our calculation

    Minimum spend or lease rent: Broadcom + Google + Amazon + Microsoft (in millions)

    $161.2 billion + $114.5 billion + $110.0 billion + $44.9 billion = 431 billion

    See the full citation in the Kepler app ↗
  286. Our calculation

    Up-to or billed-on-delivery amounts: SpaceXAI + Nscale + Lambda (in millions)

    $120.5 billion + $44.6 billion + $41.3 billion = 206 billion

    • up to $120.5 billionManagement's Discussion and Analysis — Infrastructure Service Arrangements · page 171
    • $44.6 billionManagement's Discussion and Analysis: Infrastructure Service Arrangements · page 171
    • approximately $41.3 billionManagement's Discussion and Analysis: Infrastructure Service Arrangements · page 171
    See the full citation in the Kepler app ↗
  287. Our calculation

    Sum of the seven stated agreement amounts (in millions)

    $161.2 billion + $114.5 billion + $110.0 billion + $44.9 billion + $120.5 billion + $44.6 billion + $41.3 billion = 637 billion

    See the full citation in the Kepler app ↗
  288. Page 170Management's Discussion and Analysis — Infrastructure Service Arrangements
    In addition, we also committed to procure additional TPU compute from TPU providers, including Google, to be delivered between 2028 and 2031.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  289. Page 170Management's Discussion and Analysis — Infrastructure Service Arrangements
    In addition, we also committed to procure additional TPU compute from TPU providers, including Google, to be delivered between 2028 and 2031.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  290. Page 171Management's Discussion and Analysis — Infrastructure Service Arrangements
    Under the Hardware Supply Agreement with AMD, we committed to obtain an initial tranche of compute capacity in calendar year 2027 by purchasing AMD-based Helios rack-scale systems from approved manufacturers
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  291. Our calculation

    Minimum commitments ($431B) as a multiple of annualized June 2026 quarter revenue

    431 billion ÷ 46.2 billion = 9

    • 431 billionMinimum spend or lease rent: Broadcom + Google + Amazon + Microsoft (in millions)
    • 46.2 billionJune 2026 quarter revenue annualized (in millions)
    See the full citation in the Kepler app ↗
  292. Page 157Management's Discussion and Analysis — Quarterly Consolidated Statements of Operations (in millions)
    Q1 2025Q2 2025Q3 2025Q4 2025Q1 2026Q2 2026
    Revenue
    3767871,3822,0404,73111,555
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  293. Our calculation

    June 2026 quarter revenue annualized (in millions)

    11,555 × 4 = 46.2 billion

    • 11,555Revenue, Q2 2026 · page 157
    See the full citation in the Kepler app ↗
  294. Our calculation

    Minimum commitments ($431B) as a multiple of cash and short-term investments at June 30, 2026

    431 billion ÷ 131,651 = 3.3

    • 431 billionMinimum spend or lease rent: Broadcom + Google + Amazon + Microsoft (in millions)
    • 131,651Cash, cash equivalents, and short-term investments at June 30, 2026 (in millions)
    See the full citation in the Kepler app ↗
  295. Our calculation

    Cash, cash equivalents, and short-term investments at June 30, 2026 (in millions)

    112,389 + 19,262 = 131,651

    • 112,389Cash and cash equivalents, Jun 30, 2026 · page F-5
    • 19,262Short-term investments, Jun 30, 2026 · page F-5
    See the full citation in the Kepler app ↗
  296. Page 165Management's Discussion and Analysis — Note Purchase Agreements (in millions)
    Aggregate amount available for issuancePrincipal amount outstanding
    Total
    77,000—
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  297. Page 165Management's Discussion and Analysis — Note Purchase Agreements
    The following table summarizes the aggregate principal amounts of notes that may be issued and the aggregate principal amounts outstanding under our undrawn NPA facilities as of June 30, 2026.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  298. Page 163Management's Discussion and Analysis — Convertible Notes
    an agreement entered into in March 2026 ("Google 2026 NPA"), which provides for potential future financing capacity, subject to certain conditions described below.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  299. Page F-40Note 9. Convertible Notes, Revolving Credit Agreement and SAFEs
    In May 2026 (unaudited), Google invested $10.0 billion in the Company's Series H redeemable convertible preferred stock financing, which reduced the amount available for issuance under the Google 2026 NPA to $20.0 billion.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  300. Page 168Management's Discussion and Analysis — Convertible Notes
    In connection with the Google 2026 NPA, we granted Google an option to purchase up to $10.0 billion of our Class N common stock in a private placement concurrent with this offering at the public offering price, which would reduce the amount of notes available for issuance under the Google 2026 NPA by a corresponding amount if exercised.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  301. Page 165Management's Discussion and Analysis — Note Purchase Agreements (in millions)
    Aggregate amount available for issuancePrincipal amount outstanding
    Amazon 2026 NPA
    15,000—
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  302. Page 165Management's Discussion and Analysis — Convertible Notes
    Amounts under the Amazon 2026 NPA will become available to us in $5.0 billion increments following the achievement of the relevant compute capacity milestones
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  303. Page 165Management's Discussion and Analysis — Note Purchase Agreements (in millions)
    Aggregate amount available for issuancePrincipal amount outstanding
    Broadcom Infrastructure Partner 2026 NPA
    42,000—
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  304. Page 166Management's Discussion and Analysis — Convertible Notes
    The following table summarizes the principal terms of the Infrastructure Partner 2026 NPA under which we may issue, if needed, convertible promissory notes solely to finance quarterly rent obligations under the 2026 Lease Arrangement.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  305. Page 163Management's Discussion and Analysis — AMD Agreement
    Pursuant to the terms of the Hardware Supply Agreement, AMD has provided a commitment to purchase up to $5.0 billion of our Class N common stock, which becomes available for us to draw on in increments following the achievement of specified AMD GPU delivery and deployment milestones.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  306. Page 163Management's Discussion and Analysis — AMD Agreement
    Pursuant to the terms of the Hardware Supply Agreement, AMD has provided a commitment to purchase up to $5.0 billion of our Class N common stock, which becomes available for us to draw on in increments following the achievement of specified AMD GPU delivery and deployment milestones.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  307. Page 254Management — Executive Officers
    Dario Amodei. Dr. Amodei has served as our Chief Executive Officer and a member of our board of directors since co-founding Anthropic in January 2021.
    View page 254 on EDGAR ↗See the full citation in the Kepler app ↗
  308. Page 254Management — Executive Officers and Directors
    AgePosition(s)Electing class(es) following this offering
    Dario Amodei
    43Chief Executive Officer, Co-Founder, and DirectorClasses A and F
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  309. Page 254Management — Executive Officers
    Prior to co-founding Anthropic, Dr. Amodei served as Vice President of Research, among other positions, at OpenAI, an AI research lab, from July 2016 to December 2020.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  310. Page 254Management — Executive Officers
    Prior to co-founding Anthropic, Dr. Amodei served as Vice President of Research, among other positions, at OpenAI, an AI research lab, from July 2016 to December 2020.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  311. Page 254Management — Executive Officers
    Before joining OpenAI, Dr. Amodei served as a Senior Research Scientist at Google Brain, an AI research team at Google, from October 2015 to June 2016.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  312. Page 254Management — Executive Officers
    Dr. Amodei holds a Ph.D. in Biophysics from Princeton University and a B.S. in Physics from Stanford University.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  313. Page 254Management — Executive Officers
    Daniela Amodei. Ms. Amodei has served as our President and a member of our board of directors
    View page 254 on EDGAR ↗See the full citation in the Kepler app ↗
  314. Page 254Management — Executive Officers and Directors
    AgePosition(s)Electing class(es) following this offering
    Daniela Amodei
    39President, Co-Founder, Chairperson, and DirectorClasses A and F
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  315. Page 254Management — Executive Officers
    Prior to co-founding Anthropic, Ms. Amodei held several positions at OpenAI, an AI research lab, including Vice President of Safety and Policy, Vice President of People, and Engineering Manager, between October 2018 and December 2020.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  316. Page 254Management — Executive Officers
    Prior to co-founding Anthropic, Ms. Amodei held several positions at OpenAI, an AI research lab, including Vice President of Safety and Policy, Vice President of People, and Engineering Manager, between October 2018 and December 2020.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  317. Page 254Management — Executive Officers
    Krishna Rao. Mr. Rao has served as our Chief Financial Officer since April 2024.
    View page 254 on EDGAR ↗See the full citation in the Kepler app ↗
  318. Page 254Management — Executive Officers
    Krishna Rao. Mr. Rao has served as our Chief Financial Officer since April 2024.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  319. Page 254Management — Executive Officers
    Prior to joining Anthropic, Mr. Rao served as Chief Financial Officer at Fanatics Commerce, an online sports merchandise and retail platform, from May 2023 to April 2024.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  320. Page 254Management — Executive Officers
    Before that, he served as the Chief Financial Officer of Cedar, a healthcare technology company, from July 2021 to May 2023.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  321. Page 254Management — Executive Officers
    From October 2015 to July 2021, Mr. Rao held several key positions at Airbnb, a global vacation rental and hospitality platform, including Global Head of Corporate & Business Development and Director of Financial Planning & Analysis.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  322. Page 254Management — Executive Officers and Directors (Non-Employee Directors)
    AgePosition(s)Electing class(es) following this offering
    Reed Hastings
    65DirectorClass T
    View page 254 on EDGAR ↗See the full citation in the Kepler app ↗
  323. Page 257Management — Board Leadership
    Our board of directors has appointed Reed Hastings to serve as Lead Independent Director.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  324. Page 255Management — Non-Employee Directors
    Mr. Hastings co-founded Netflix, a global streaming service, and served as Netflix's Chief Executive Officer and President from 1999 to January 2023
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  325. Page 255Management — Non-Employee Directors
    Mr. Hastings co-founded Netflix, a global streaming service, and served as Netflix's Chief Executive Officer and President from 1999 to January 2023
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  326. Page 254Management — Executive Officers and Directors (Non-Employee Directors)
    AgePosition(s)Electing class(es) following this offering
    Christopher Liddell
    68DirectorClass T
    View page 254 on EDGAR ↗See the full citation in the Kepler app ↗
  327. Page 255Management — Non-Employee Directors
    In the private sector, Mr. Liddell has served as the Chief Financial Officer of several public companies, including Microsoft and International Paper, and served as Vice Chairman and Chief Financial Officer at General Motors.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  328. Page 255Management — Non-Employee Directors
    In the private sector, Mr. Liddell has served as the Chief Financial Officer of several public companies, including Microsoft and International Paper, and served as Vice Chairman and Chief Financial Officer at General Motors.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  329. Page 254Management — Executive Officers and Directors (Non-Employee Directors)
    AgePosition(s)Electing class(es) following this offering
    Vas Narasimhan
    50DirectorClass T
    View page 254 on EDGAR ↗See the full citation in the Kepler app ↗
  330. Page 255Management — Non-Employee Directors
    Dr. Narasimhan has served as the Chief Executive Officer of Novartis AG, a global medicine company, since February 2018.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  331. Page 254Management — Executive Officers and Directors (Non-Employee Directors)
    AgePosition(s)Electing class(es) following this offering
    Yasmin Razavi
    37DirectorClasses A and F
    View page 254 on EDGAR ↗See the full citation in the Kepler app ↗
  332. Page 255Management — Non-Employee Directors
    Ms. Razavi joined Spark Capital, a venture capital firm, in July 2017 and has served as a General Partner since March 2020.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  333. Page 107Risk Factors
    We are incorporated as a PBC under Delaware law. As a PBC, we are required to balance the pecuniary interests of our stockholders, the best interests of those materially affected by our conduct, and the Company Purpose identified in our amended and restated certificate of incorporation.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  334. Page 107Risk Factors
    We are incorporated as a PBC under Delaware law. As a PBC, we are required to balance the pecuniary interests of our stockholders, the best interests of those materially affected by our conduct, and the Company Purpose identified in our amended and restated certificate of incorporation.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  335. Page 12Prospectus Summary — Our Governance Structure and Its Goals
    Our specific public benefit purpose is the responsible development and maintenance of advanced AI for the long-term benefit of humanity (the "Company Purpose").
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  336. Page 13Prospectus Summary — Long-Term Benefit Trust
    Through a special class of common stock, Class T common stock, the LTBT generally has the authority to elect and remove the Class T directors, who together will constitute a majority of the authorized members of our board of directors.
    View page 13 on EDGAR ↗See the full citation in the Kepler app ↗
  337. Page 256Management — Board of Directors
    The holder of our Class T common stock, the LTBT, will generally have the authority to elect and remove the four Class T directors
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  338. Page 256Management — Board of Directors
    Upon the completion of this offering, our board of directors will consist of seven authorized directors
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  339. Page 256Management — Board of Directors
    The initial Class T directors will be Mr. Hastings, Dr. Narasimhan, Mr. Liddell, and one vacancy.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  340. Page 13Prospectus Summary — Founder Voting Structure
    Immediately prior to the completion of this offering, we will issue a single share of Class F common stock, a special class of our common stock, to a limited liability company of which our seven co-founders will initially be the sole members (the "Founder LLC").
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  341. Page 13Prospectus Summary — Founder Voting Structure
    Immediately prior to the completion of this offering, we will issue a single share of Class F common stock, a special class of our common stock, to a limited liability company of which our seven co-founders will initially be the sole members (the "Founder LLC").
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  342. Page 13Prospectus Summary — Founder Voting Structure
    Our 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
    View page 13 on EDGAR ↗See the full citation in the Kepler app ↗
  343. Page 289Principal and Selling Stockholders
    As a result, the voting power of the holders of Class A common stock is limited to an aggregate of 49.9% of the total outstanding voting power as of the applicable record date.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  344. Page 108–109Risk Factors
    Our Class F common stock will remain outstanding until the earlier of (i) the completion of the Class F Transition Period (as defined below) … or upon the dissolution of the Founder LLC (the "Class F Sunset Time").
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  345. Page 305Description of Capital Stock: Founder LLC Agreement
    When there have been fewer than three Continuing Founders (not including any successor member who is a "Non-Qualifying Member" as defined in the Founder LLC Agreement) for 90 consecutive calendar days, the 450-day Class F Transition Period will commence.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  346. Page 305Description of Capital Stock: Founder LLC Agreement
    When there have been fewer than three Continuing Founders (not including any successor member who is a "Non-Qualifying Member" as defined in the Founder LLC Agreement) for 90 consecutive calendar days, the 450-day Class F Transition Period will commence.
    View page 305 on EDGAR ↗See the full citation in the Kepler app ↗
  347. Page 247Our Governance Structure and Its Goals — Founder Voting Structure
    We refer to our seven co-founders and any successors in the Founder LLC as "Continuing Founders."
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  348. Page 305Description of Capital Stock — Founder LLC Agreement
    When there have been fewer than three Continuing Founders (not including any successor member who is a "Non-Qualifying Member" as defined in the Founder LLC Agreement) for 90 consecutive calendar days, the 450-day Class F Transition Period will commence.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  349. Page 295Description of Capital Stock — Redemption
    Our Class F common stock will be redeemable for no consideration (i) at the option of the Founder LLC, acting upon Supermajority approval of the Continuing Founders, (ii) upon the dissolution of the Founder LLC
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  350. Page 295Description of Capital Stock — Redemption
    Our Class F common stock will be redeemable for no consideration (i) at the option of the Founder LLC, acting upon Supermajority approval of the Continuing Founders, (ii) upon the dissolution of the Founder LLC
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  351. Page 294Description of Capital Stock — Conversion and Transferability
    The holders of our Class N common stock are primarily strategic business partners.
    View page 294 on EDGAR ↗See the full citation in the Kepler app ↗
  352. Page 293Description of Capital Stock — Voting Rights
    Holders of our Class N common stock are not entitled to vote on any matter that is submitted to a vote of stockholders, except as otherwise required by law
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  353. Page 108Risk Factors
    Upon the completion of this offering, we will also authorize a special class of our common stock, Class E common stock, which we will issue to our employees, excluding our co-founders.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  354. Page 108Risk Factors
    Our Class E common stock will be entitled to vote only on certain limited matters and will not have any economic rights.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  355. Page 14Prospectus Summary — Controlled Company Status
    We are considered a "controlled company" within the meaning of the Nasdaq Global Select Market corporate governance requirements
    View page 14 on EDGAR ↗See the full citation in the Kepler app ↗
  356. Page 289Principal and Selling Stockholders (beneficial ownership table)
    Class A sharesClass F sharesClass T sharesClass A shares being offered
    Total
    245,259,100———
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  357. Page 289Principal and Selling Stockholders (beneficial ownership table)
    Class A sharesClass F sharesClass T shares
    Shares subject to voting proxies
    4,621,120——
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  358. Page 290Principal and Selling Stockholders
    Dr. Amodei has entered into the Voting Proxy Agreements with the DAFs (as further described elsewhere in this prospectus), pursuant to which Dr. Amodei has the authority (and irrevocable proxy) to direct the vote and vote certain shares of Class A common stock held by the DAFs
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  359. Page 289Principal and Selling Stockholders (beneficial ownership table)
    Class A sharesClass F sharesClass T shares
    Daniela Amodei
    241,408,940——
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  360. Page 290Principal and Selling Stockholders
    We expect that our seven co-founders, including Dr. Amodei and Ms. Amodei, will enter into the Founder LLC Agreement shortly before the effectiveness of the registration statement
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  361. Page 289Principal and Selling Stockholders (beneficial ownership table)
    Class A sharesClass F sharesClass T shares
    Tom Brown
    244,173,040——
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  362. Page 289Principal and Selling Stockholders (beneficial ownership table)
    Class A sharesClass F sharesClass T shares
    Jack Clark
    242,271,840——
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  363. Page 289Principal and Selling Stockholders (beneficial ownership table)
    Class A sharesClass F sharesClass T shares
    Jared Kaplan
    242,351,170——
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  364. Page 289Principal and Selling Stockholders (beneficial ownership table)
    Class A sharesClass F sharesClass T shares
    Sam McCandlish
    231,809,780——
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  365. Page 289Principal and Selling Stockholders (beneficial ownership table)
    Class A sharesClass F sharesClass T shares
    Christopher Olah
    242,882,420——
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  366. Page 289Principal and Selling Stockholders (beneficial ownership table)
    Other Selling Stockholders: Tom Brown(12)†† 244,173,040
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  367. Page 118Risk Factors
    In addition, our co-founders have each pledged to dedicate 80% of their personal equity in Anthropic to philanthropic causes.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  368. Page 118Risk Factors
    These commitments are voluntary, revocable expressions of each co-founder's philanthropic intent and do not constitute legally binding obligations.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  369. Page 116Risk Factors
    After giving effect to the Preferred Stock Conversion and the Convertible Notes Conversion, Amazon and Google will each hold greater than five percent of our outstanding capital stock.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  370. Page 288Principal and Selling Stockholders
    each person, or group of persons, known by us to be the beneficial owner of more than 5% of the outstanding shares of any class of our voting securities
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  371. Page 164Management's Discussion and Analysis (Convertible Notes: Outstanding Notes)
    Principal amount outstanding ($M)Class N shares issuable on conversion
    Total
    6,2031,840,444,962
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  372. Page 164Management's Discussion and Analysis
    unless Amazon elects in its sole discretion to waive the limitation, no portion of a note converts to the extent that, immediately following the conversion, Amazon would hold more than 12% of our capitalization
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  373. Page 164Management's Discussion and Analysis
    unless Amazon elects in its sole discretion to waive the limitation, no portion of a note converts to the extent that, immediately following the conversion, Amazon would hold more than 12% of our capitalization
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  374. Page 164Management's Discussion and Analysis
    The principal amount of any notes that cannot convert without exceeding the applicable ownership cap will be re-issued as a non-interest-bearing "rollover note" with substantially identical terms
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  375. Page 168Management's Discussion and Analysis
    which limits issuances of shares under the Google 2026 NPA to the extent such issuances would cause Google's ownership of us to exceed 14.99% of our outstanding capitalization on a post-money, as-converted basis
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  376. Page 168Management's Discussion and Analysis
    In connection with the Google 2026 NPA, we granted Google an option to purchase up to $10.0 billion of our Class N common stock in a private placement concurrent with this offering at the public offering price
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  377. Page 168Management's Discussion and Analysis
    In connection with the Google 2026 NPA, we granted Google an option to purchase up to $10.0 billion of our Class N common stock in a private placement concurrent with this offering at the public offering price
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  378. Page 255Management
    Ms. Razavi has served as a member of our board of directors since March 2023.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  379. Page 255Management
    Ms. Razavi joined Spark Capital, a venture capital firm, in July 2017 and has served as a General Partner since March 2020.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  380. Page 282Certain Relationships and Related Person Transactions (Series G-1 purchases by related persons)
    Series G-1 sharesTotal purchase price ($)
    Spark Capital
    96,47424,999,925
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  381. Page 282Certain Relationships and Related Person Transactions (Series H-1 purchases by related persons)
    Series H-1 sharesTotal purchase price ($)
    Spark Capital
    747,016439,999,521
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  382. Page 235Business
    As part of these initiatives, we contributed 846,840,960 shares of our Class N common stock, representing 5% of our fully diluted shares as of June 30, 2026
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  383. Page 235Business
    As part of these initiatives, we contributed 846,840,960 shares of our Class N common stock, representing 5% of our fully diluted shares as of June 30, 2026
    View page 235 on EDGAR ↗See the full citation in the Kepler app ↗
  384. Page 235Business
    to the Anthropic Public Benefit Fund, our wholly owned subsidiary dedicated to the Company Purpose
    View page 235 on EDGAR ↗See the full citation in the Kepler app ↗
  385. Page 235Business
    Following this offering, our board of directors, in its discretion, may issue shares of our Class N common stock to the Anthropic Public Benefit Fund (or other designee) representing up to an additional 2% of our then-outstanding shares
    View page 235 on EDGAR ↗See the full citation in the Kepler app ↗
  386. Page 235Business
    each time our share price appreciates 50% above the prior share price milestone, beginning with our initial public offering price
    View page 235 on EDGAR ↗See the full citation in the Kepler app ↗
  387. Our calculation

    Minimum spend or lease rent: Broadcom lease rent + Google, Amazon, and Microsoft minimum spend commitments

    $161.2 billion + $114.5 billion + $110.0 billion + $44.9 billion = 431 billion

    • approximately $161.2 billionManagement's Discussion and Analysis (Infrastructure Equipment Leases) · page 171
    • approximately $114.5 billionManagement's Discussion and Analysis (Infrastructure Service Arrangements) · page 170
    • $110.0 billionManagement's Discussion and Analysis (Infrastructure Service Arrangements) · page 171
    • $44.9 billionManagement's Discussion and Analysis (Infrastructure Service Arrangements) · page 170
    See the full citation in the Kepler app ↗
  388. Page 141Management's Discussion and Analysis (Key Factors Affecting Our Performance)
    Our compute commitments are substantial and generally must be satisfied regardless of our revenue or utilization
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  389. Page 141Management's Discussion and Analysis (Key Factors Affecting Our Performance)
    a portion of our compute and infrastructure build-out has been funded or supported by capital or credit support provided or facilitated by certain of our CSPs and chip partners
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  390. Page 73Risk Factors
    We rely on a limited number of CSPs—Amazon.com, Inc. (together with its affiliates, "Amazon"), Google, and Microsoft Corporation ("Microsoft")—and suppliers, such as Broadcom, for compute and critical components of our compute infrastructure.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  391. Page 73Risk Factors
    Amazon, Google, and Microsoft, through their respective affiliates, have made significant equity investments in our company.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  392. Page 73Risk Factors
    We make certain of our models available through these cloud platforms, and our distribution relationships with Amazon, Google, and Microsoft generate revenue for us
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  393. Page 73Risk Factors
    Amazon, Google, and Microsoft each offer AI services and develop and deploy competing AI models through their respective cloud platforms.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  394. Page 74Risk Factors
    whether with these CSPs, who simultaneously serve as our investors, customers, distribution partners, and competitors, or with Broadcom, which simultaneously serves as a supplier and lessor—create potential conflicts of interest that are difficult to fully anticipate or mitigate
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  395. Page 162Management's Discussion and Analysis (Liquidity and Capital Resources)
    These relationships could give rise to conflicts of interest that affect our access to compute, its cost, the prioritization of our workloads, or the terms on which such capital or credit support is provided.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  396. Page 56Risk Factors
    During the years ended December 31, 2023, 2024, and 2025 and the six months ended June 30, 2026, revenue generated from sales to customers through CSP marketplaces represented approximately 11%, 32%, 47%, and 48%, respectively, of total revenue.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  397. Page 56Risk Factors
    As of December 31, 2024 and 2025 and June 30, 2026, net accounts receivable from sales through CSP marketplaces to customers represented 42%, 60%, and 58%, respectively, of our net accounts receivable.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  398. Page 56Risk Factors
    Many of our top customers are not subject to long-term contracts with us or have contracts with near-term expiration dates and are able to reduce or in some cases cease spending at any time and for any reason.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  399. Page 56Risk Factors
    Many of our top customers are not subject to long-term contracts with us or have contracts with near-term expiration dates and are able to reduce or in some cases cease spending at any time and for any reason.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  400. Page 145Management's Discussion and Analysis (Components of Results of Operations: Revenue)
    to decline in future periods as we have enhanced our detection and enforcement efforts, in particular in August and September 2026
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  401. Page 145Management's Discussion and Analysis (Components of Results of Operations: Revenue)
    We expect the percentage of revenue from customers using our models, platform, and applications in violation of our usage policy or commercial terms to decline in future periods
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  402. Page 133Management's Discussion and Analysis (Overview)
    As significant incremental compute is brought online in future periods, the associated expense will be recognized in advance of the full revenue that the compute will ultimately support
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  403. Page 134Management's Discussion and Analysis (Overview)
    When customer demand or research needs exceed this long-term capacity, we procure short-term compute, which typically carries a higher cost per unit of compute.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  404. Page 133Management's Discussion and Analysis (Overview)
    we expect operating margin and Adjusted Operating Margin may compress in those periods
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  405. Page 159Management's Discussion and Analysis (Quarterly Results of Operations)
    In the three months ended September 30, 2025, we recorded a $1.5 billion charge to settle the Bartz litigation.
    View page 159 on EDGAR ↗See the full citation in the Kepler app ↗
  406. Page 159Management's Discussion and Analysis (Quarterly Results of Operations)
    In the three months ended September 30, 2025, we recorded a $1.5 billion charge to settle the Bartz litigation.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  407. Page 92Risk Factors
    in September 2025, we reached an agreement to settle a copyright infringement class action, captioned Bartz, et al. v. Anthropic PBC ("Bartz"), for $1.5 billion, which was approved by the district court in July 2026.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  408. Page 92Risk Factors
    in September 2025, we reached an agreement to settle a copyright infringement class action, captioned Bartz, et al. v. Anthropic PBC ("Bartz"), for $1.5 billion, which was approved by the district court in July 2026.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  409. Page F-59Note 13. Commitments and Contingencies (Legal Matters)
    several complaints were filed against the Company in the U.S. District Court for the Northern District of California by various music publishers and their affiliated entities, including Concord Music Group, Universal Music Publishing Group, ABKCO Music, BMG Rights Management (US) LLC, Round Hill Music LP, Sony Music Publishing (US) LLC
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  410. Page F-59Note 13. Commitments and Contingencies (Legal Matters)
    several complaints were filed against the Company in the U.S. District Court for the Northern District of California by various music publishers and their affiliated entities, including Concord Music Group, Universal Music Publishing Group, ABKCO Music, BMG Rights Management (US) LLC, Round Hill Music LP, Sony Music Publishing (US) LLC
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  411. Page F-59Note 13. Commitments and Contingencies (Legal Matters)
    several complaints were filed against the Company in the U.S. District Court for the Northern District of California by various music publishers and their affiliated entities, including Concord Music Group, Universal Music Publishing Group, ABKCO Music, BMG Rights Management (US) LLC, Round Hill Music LP, Sony Music Publishing (US) LLC
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  412. Page F-59Note 13. Commitments and Contingencies (Legal Matters)
    several complaints were filed against the Company in the U.S. District Court for the Northern District of California by various music publishers and their affiliated entities, including Concord Music Group, Universal Music Publishing Group, ABKCO Music, BMG Rights Management (US) LLC, Round Hill Music LP, Sony Music Publishing (US) LLC
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  413. Page F-59Note 13. Commitments and Contingencies (Legal Matters)
    several complaints were filed against the Company in the U.S. District Court for the Northern District of California by various music publishers and their affiliated entities, including Concord Music Group, Universal Music Publishing Group, ABKCO Music, BMG Rights Management (US) LLC, Round Hill Music LP, Sony Music Publishing (US) LLC
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  414. Page F-59Note 13. Commitments and Contingencies (Legal Matters)
    In June 2025, Reddit, Inc. filed suit against the Company in California state court alleging various claims, including breach of contract and trespass to chattels, stemming from allegations about the Company's use of Reddit data in building and operating its models.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  415. Page F-59Note 13. Commitments and Contingencies (Legal Matters)
    In September 2026, the state court narrowed the case to Reddit's breach of contract, interference with contract, and unfair competition claims.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  416. Page F-59Note 13. Commitments and Contingencies (Legal Matters)
    In September 2026, the state court narrowed the case to Reddit's breach of contract, interference with contract, and unfair competition claims.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  417. Page 92Risk Factors
    The possibility of statutory damages under some intellectual property legal frameworks creates additional risk for us.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  418. Page 92Risk Factors
    We are vigorously defending ourselves in these pending lawsuits and believe we have meritorious defenses
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  419. Page 289Principal and Selling Stockholders
    As a result, the voting power of the holders of Class A common stock is limited to an aggregate of 49.9% of the total outstanding voting power as of the applicable record date.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  420. Page 256Management (Board of Directors)
    The holder of our Class T common stock, the LTBT, will generally have the authority to elect and remove the four Class T directors
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  421. Page 107Risk Factors
    As a PBC, we are required to balance the pecuniary interests of our stockholders, the best interests of those materially affected by our conduct, and the Company Purpose identified in our amended and restated certificate of incorporation.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  422. Page 64Risk Factors
    In the quarter in which this offering is completed, we will begin recording stock-based compensation expense based on the grant-date fair value of the RSUs using the accelerated attribution method.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  423. Page 64Risk Factors
    If this offering had been completed on June 30, 2026, we would have recorded $2.9 billion of cumulative stock-based compensation expense related to the RSUs on that date
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  424. Page 46Risk Factors
    Concerns have been raised both within our organization and by other researchers, regulators, policymakers, and industry participants that sufficiently advanced AI systems could
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  425. Page 46Risk Factors
    Concerns have been raised both within our organization and by other researchers, regulators, policymakers, and industry participants that sufficiently advanced AI systems could, if not developed, deployed, and operated with appropriate safeguards, oversight, and security measures, pose catastrophic or existential risks to humanity
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  426. Page 28Risk Factors
    In the past these measures have included delaying the release of models and limiting their initial availability, such as with Mythos through Project Glasswing
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  427. Page 28Risk Factors
    In the past these measures have included delaying the release of models and limiting their initial availability, such as with Mythos through Project Glasswing
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  428. Page 142Management's Discussion and Analysis (Key Factors Affecting Our Performance)
    such as our initial release of Mythos through Project Glasswing and our later release of Fable 5 as a generally-available model with safety restrictions
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  429. Page 142Management's Discussion and Analysis (Key Factors Affecting Our Performance)
    These measures, and any laws, regulations, or standards governing frontier AI development that may be adopted, could cause new use cases to emerge more slowly and slow the enterprise adoption and expansion on which our revenue growth depends.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  430. Cover pageRegistration Statement Cover Page
    Anthropic, PBC (Exact name of registrant as specified in its charter)
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  431. Cover pageRegistration Statement Cover Page
    FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  432. Cover pageProspectus Cover Page
    We have applied to list our Class A common stock on the Nasdaq Global Select Market under the symbol "ANT."
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  433. Cover pageProspectus Cover Page
    We have applied to list our Class A common stock on the Nasdaq Global Select Market under the symbol "ANT."
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  434. Page 316Underwriting
    Goldman Sachs & Co. LLC and Morgan Stanley & Co. LLC are the representatives of the underwriters ("representatives").
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  435. Page F-43Note 9. Convertible Notes, Revolving Credit Agreement and SAFEs: Fair Value Option
    The Company elected to account for the SAFEs and the convertible notes using the fair value option pursuant to ASC 825 and changes in fair value related to the SAFEs and convertible notes are recorded in change in fair value of convertible notes, derivative liabilities, and SAFEs in the Company's consolidated statements of operations
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  436. Page F-43Note 9. Convertible Notes, Revolving Credit Agreement and SAFEs: Fair Value Option
    The Company elected to account for the SAFEs and the convertible notes using the fair value option pursuant to ASC 825 and changes in fair value related to the SAFEs and convertible notes are recorded in change in fair value of convertible notes, derivative liabilities, and SAFEs in the Company's consolidated statements of operations
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  437. Page F-12Consolidated Statements of Cash Flows: adjustments to reconcile net loss (in millions)
    202320242025H1 2025H1 2026
    Recognition and change in fair value of other financial instruments
    ————8,720
    View page F-12 on EDGAR ↗See the full citation in the Kepler app ↗
  438. Our calculation

    H1 2026 fair-value charges ($72,388M + $8,720M) in excess of the $80,748M net loss ($M)

    72,388 + 8,720 + (80,748) = 360

    • 72,388Change in fair value of convertible notes, derivative liabilities, and SAFEs, H1 2026 · page F-12
    • 8,720Recognition and change in fair value of other financial instruments, H1 2026 · page F-12
    • (80,748)Net loss, H1 2026 · page F-7
    See the full citation in the Kepler app ↗
  439. Page 138Management's Discussion and Analysis: How We Generate Revenue
    Under this model, customers pay for usage, which is metered in tokens and priced according to the model selected.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  440. Page 138Management's Discussion and Analysis: How We Generate Revenue
    Consumption-based revenue increased from $288 million, or 75% of total revenue, for the year ended December 31, 2024, to $3.8 billion, or 83% of total revenue, for the year ended December 31, 2025, to $13.1 billion, or 80% of total revenue, for the six months ended June 30, 2026.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  441. Page 138Management's Discussion and Analysis: How We Generate Revenue
    Consumption-based revenue increased from $288 million, or 75% of total revenue, for the year ended December 31, 2024, to $3.8 billion, or 83% of total revenue, for the year ended December 31, 2025, to $13.1 billion, or 80% of total revenue, for the six months ended June 30, 2026.
    View page 138 on EDGAR ↗See the full citation in the Kepler app ↗
  442. Page 138Management's Discussion and Analysis: How We Generate Revenue
    Subscription-based revenue increased from $98 million, or 25% of total revenue, to $789 million, or 17% of total revenue, to $3.2 billion, or 20% of total revenue, over the same periods.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  443. Page 138Management's Discussion and Analysis: How We Generate Revenue
    Subscription-based revenue increased from $98 million, or 25% of total revenue, to $789 million, or 17% of total revenue, to $3.2 billion, or 20% of total revenue, over the same periods.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  444. Page 138Management's Discussion and Analysis: How We Generate Revenue
    We establish a direct contractual relationship with the customer and offer customers the flexibility to purchase directly from us or through CSP marketplaces, and many customers utilize both channels.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  445. Page 9Prospectus Summary
    For example, Claude is accessible on all three major cloud platforms—Amazon Web Services ("AWS"), Google Cloud Platform ("GCP"), and Microsoft Azure ("Azure").
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  446. Page F-21Note 1. Description of Business and Summary of Significant Accounting Policies: Revenue Recognition
    In these arrangements, the Company is the principal and recognizes revenue on a gross basis because the Company has a direct contractual relationship with customers
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  447. Page F-21Note 1. Description of Business and Summary of Significant Accounting Policies: Revenue Recognition
    In these arrangements, the Company is the principal and recognizes revenue on a gross basis because the Company has a direct contractual relationship with customers
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  448. Page 56Risk Factors
    These platforms bill end customers, collect payments on our behalf, and remit such amounts to us, net of applicable platform and other fees.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  449. Cover pageProspectus Cover Page
    Immediately prior to the completion of this offering, we will also issue a single share of Class F common stock, special class of our common stock, to a limited liability company organized by our co-founders
    View the cover page on EDGAR ↗See the full citation in the Kepler app ↗
  450. Page 247Our Governance Structure and Its Goals: Founder Voting Structure
    Our seven co-founders will initially be the sole members.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  451. Cover pageProspectus Cover Page
    Our Class F common stock, which will be held by the Founder LLC, 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
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  452. Page 108–109Risk Factors
    Our Class F common stock will remain outstanding until the earlier of (i) the completion of the Class F Transition Period (as defined below) … or upon the dissolution of the Founder LLC (the "Class F Sunset Time").
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  453. Page 305Description of Capital Stock: Founder LLC Agreement
    When there have been fewer than three Continuing Founders (not including any successor member who is a "Non-Qualifying Member" as defined in the Founder LLC Agreement) for 90 consecutive calendar days, the 450-day Class F Transition Period will commence.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  454. Page 108Risk Factors
    (ii) the time when there is no Class F common stock outstanding, including as a result of a redemption thereof agreed to by a Supermajority (as defined below) of the Continuing Founders or upon the
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  455. Page 109Risk Factors
    dissolution of the Founder LLC (the "Class F Sunset Time").
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  456. Page 256Management: Board of Directors
    The holder of our Class T common stock, the LTBT, will generally have the authority to elect and remove the four Class T directors
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  457. Page 256Management: Board of Directors
    Upon the completion of this offering, our board of directors will consist of seven authorized directors, elected as follows:
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  458. Cover pageProspectus Cover Page
    Each share of Class A common stock is entitled to one vote per share and shares of Class N common stock have no voting rights, except as otherwise required by law.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  459. Cover pageProspectus Cover Page
    The holders of our Class N common stock are primarily strategic business partners, and shares of Class N common stock will generally convert to Class A common stock upon a sale or transfer to an unaffiliated third party.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  460. Cover pageProspectus Cover Page
    Each share of Class A common stock is entitled to one vote per share and shares of Class N common stock have no voting rights, except as otherwise required by law.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  461. Cover pageProspectus Cover Page
    It is currently estimated that the initial public offering price per share will be between $ and $ .
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  462. Cover pageProspectus Cover Page
    We are selling shares of Class A common stock and the selling stockholders identified in this prospectus are selling an additional shares of Class A common stock.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  463. Cover pageProspectus Cover Page
    The underwriters expect to deliver the shares against payment in New York, New York, on or about .
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  464. Cover pageProspectus Cover Page
    The information in this preliminary prospectus is not complete and may be changed.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  465. Page F-12Consolidated Statements of Cash Flows: adjustments to reconcile net loss (in millions)
    202320242025H1 2025H1 2026
    Change in fair value of convertible notes, derivative liabilities, and SAFEs
    1,0455,43434,30810,94272,388
    View page F-12 on EDGAR ↗See the full citation in the Kepler app ↗
  466. Page 171Management's Discussion and Analysis: Infrastructure Equipment Leases (Broadcom)
    Our rent payments over the life of these leases are equal to an aggregate of approximately $161.2 billion excluding interest, with rent payable in quarterly installments
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  467. Page 171Management's Discussion and Analysis: Infrastructure Service Arrangements
    Under the SpaceXAI Arrangements, we agreed to spend an aggregate of up to $120.5 billion over terms extending into 2029
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  468. Page 63Risk Factors
    our revenue increased from $197 million for the three months ended December 31, 2024
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  469. Page F-26Note 2. Revenue: revenue by geographical region (in millions)
    FY2023FY2024FY2025H1 2025H1 2026
    Total
    413864,5851,16316,286
    View page F-26 on EDGAR ↗See the full citation in the Kepler app ↗
  470. Page F-5Consolidated Balance Sheets (in millions)
    Dec 31, 2024Dec 31, 2025Jun 30, 2026
    Cash and cash equivalents
    3,14117,388112,389
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  471. Page F-5Consolidated Balance Sheets (in millions)
    Dec 31, 2024Dec 31, 2025Jun 30, 2026
    Short-term investments
    —2,88919,262
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  472. Page 171Management's Discussion and Analysis (Infrastructure Equipment Leases)
    Our rent payments over the life of these leases are equal to an aggregate of approximately $161.2 billion excluding interest
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  473. Page 170Management's Discussion and Analysis (Infrastructure Service Arrangements)
    pursuant to which we committed to spend at least approximately $114.5 billion between April 2026 and July 2033, regardless of actual usage
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  474. Page 171Management's Discussion and Analysis (Infrastructure Service Arrangements)
    pursuant to which we committed to spend an aggregate of at least $110.0 billion between May 2026 and April 2036, regardless of actual usage
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  475. Page 170Management's Discussion and Analysis (Infrastructure Service Arrangements)
    pursuant to which we committed to spend an aggregate of at least $44.9 billion between November 2026 and May 2033, regardless of actual usage
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗
  476. Page 10Prospectus Summary
    This enables us to expand quickly with customers, as demonstrated by our Net Revenue Retention of approximately 900% as of September 30, 2026.
    View the passage on EDGAR ↗See the full citation in the Kepler app ↗

How we built this

Anthropic's S-1 was accepted on EDGAR at 9:00 am ET on October 26. We had it indexed in Kepler within two minutes and asked Kepler the questions an analyst would ask on day one: how the revenue builds by quarter, where the costs sit, what is actually behind the net loss, what the company has committed to spend on compute, and who controls it after the offering.

What came back is the note above and the workbook below: the income statement, balance sheet, and cash flows for every period presented, the quarterly build, the non-GAAP bridges, and a schedule of the compute agreements the S-1 puts a price on. In Kepler, each figure links to its source in the filing or, if calculated, to its formula and inputs. We cited this page the same way: click any figure in the note to see where it comes from. Here is how that happened.

01

Ingest the filing as it lands

An S-1 is one of the least structured documents a company files: long tables that break across pages, and the metrics that matter most (customers above $100,000, net revenue retention, the terms of each compute agreement) written into prose.

We ingest all of it and turn it into structured facts, each with an address in the filing, so the S-1 can be queried shortly after it posts. Nothing is copy-pasted and nothing is re-keyed by hand.

02

Code pulls the numbers, the model writes

The model reads each question and decides what to look for. It does not produce the numbers. Code retrieves each figure from the indexed filing, runs the arithmetic (growth rates, margins, free cash flow, the total of the compute agreements), and hands the results back. The model writes the prose around them.

That split matters more than usual on this filing. Anthropic's S-1 leaves several headline numbers blank until a later amendment, including the dollar figure for September-quarter revenue, its latest total for compute commitments, and the offering terms. When a figure is not in the filing, you are told that instead of getting a plausible guess. When the filing states it another way (September-quarter revenue as 86 times the $197M of the December 2024 quarter), code does the arithmetic and shows it.

03

Trace everything to the source

In Kepler, every figure in the run carries a citation: reported figures to the line of the S-1 they came from, calculated ones to the formula and its cited inputs. On this run that was more than 300 cited figures and zero uncited ones.

Click a reported figure in Kepler and you land on the sentence or table cell in the filing; click a calculated one and you see its formula and cited inputs, so you can check a number before it goes in front of a client.

Get the full Anthropic model

  • Income statement, balance sheet, and cash flows from the S-1, in Excel
  • Built in Kepler, where every number links to its source in the filing
  • Quarterly build, non-GAAP bridges, and a compute commitments schedule
Get the Excel model →

Frequently asked questions

When did Anthropic file its S-1?

Anthropic, PBC filed its Form S-1 registration statement with the SEC on October 26, 2026. It has applied to list its Class A common stock on the Nasdaq Global Select Market under the ticker ANT, with Goldman Sachs and Morgan Stanley leading the underwriting group.

Is Anthropic profitable?

Not on a net basis in any period the S-1 reports. Anthropic earned $974M of operating income on $11.6B of revenue in the quarter ended June 30, 2026, its first operating profit in any period the S-1 reports, but still had an operating loss of $693M and a net loss of $80.7B for the first half of 2026. Operating cash flow for the half was positive at $3.9B.

Why did Anthropic report an $80.7 billion net loss?

Almost all of it is non-cash. Anthropic carries its convertible notes and certain other financing instruments at fair value, and changes in that value run through the income statement. In the first half of 2026 those charges were $72.4B on convertible notes, derivative liabilities, and SAFEs, which the filing ties to its rising valuation, plus $8.7B on other financial instruments, mostly from recognizing and remeasuring its 2026 note purchase agreements. Together they are more than the entire net loss.

How does Anthropic make money?

Mostly from usage. Consumption-based revenue, metered in tokens and priced by model, was $13.1B, or 80% of revenue, in the first half of 2026. Subscriptions to Claude plans made up the other $3.2B, or 20%. Customers buy directly or through the AWS, Google Cloud, and Microsoft Azure marketplaces. Either way Anthropic holds the customer contract and books the full sale as revenue; the marketplaces, which handled 48% of first-half 2026 revenue, collect payment and pass it on net of their fees.

Who controls Anthropic after the IPO?

Control is split by design. A single share of Class F stock, to be issued at the IPO to an LLC of the seven co-founders, will carry 50.1% of the vote on general stockholder matters until the “Class F Sunset Time”: 450 days after fewer than three co-founders (or their successors) have remained in the LLC for 90 days, or sooner if the share is redeemed or the LLC dissolves. The Long-Term Benefit Trust, through Class T stock, generally elects four of the seven board seats. Class A shares carry one vote each, and strategic partners hold non-voting Class N shares.

When is the Anthropic IPO?

The S-1 does not set a price range, share count, or offering date. Those will be filled in by a later amendment before the offering is priced.