Key Takeaways
- • New York City Comptroller Mark Levine, whose office oversees NYC pension funds with more than $325 billion in assets, says Anthropic's planned IPO governance structure diminishes shareholder rights and shifts power toward management.
- • Anthropic's registration statement, filed with the SEC on Oct. 26, lists a single share of Class F stock held by a founders' entity that carries 50.1% of total voting power.
- • The Long-Term Benefit Trust will elect a majority of the board through a special class of stock, and Anthropic will be a controlled company under Nasdaq rules.
- • Anthropic intends to list Class A common stock on the Nasdaq Global Select Market under the symbol "ANT"; share count and price range have not been set, and marketing to investors could begin the week of Nov. 9.
- • Levine urged Anthropic to pause the IPO in an Oct. 14 letter to CEO Dario Amodei, citing AI safety, governance and development-pace concerns.
Summary
New York City Comptroller Mark Levine told Bloomberg that Anthropic's governance approach for its planned initial public offering has weakened shareholder rights and concentrated power in management. Levine, who is investment adviser to and a trustee of the New York City pension funds, said details in Anthropic's registration statement, filed with the Securities and Exchange Commission on Oct. 26, raised new concerns. "We're seeing a very worrisome trend of disempowerment to shareholders and all the balance of power tipping towards management," he said. In an Oct. 14 letter to CEO Dario Amodei, Levine had urged Anthropic to pause the IPO until it addresses AI safety, governance and development-pace concerns.
According to Bloomberg, Anthropic's seven co-founders, together with an independent trust, will remain in charge after the listing. The company's board will decide for itself how to measure whether its public benefit mission is succeeding, and Anthropic said it can offer no guarantee of fulfilling its stated corporate purpose. The filing lists a single share of Class F stock issued to a founders' entity that carries 50.1% of total voting power, and the Long-Term Benefit Trust will elect a majority of the board through a special class of stock. Anthropic will be a controlled company under Nasdaq rules.
Levine compared the structure with SpaceX, whose June listing gave Elon Musk upward of 80% of voting power, according to Bloomberg. "What we saw in SpaceX, and now what we're seeing in Anthropic, really, it's at a whole new level," he said. He argued that safety matters more to Amodei and his team than to Musk, describing it as part of the company's "DNA," but said Anthropic has accelerated competition among AI developers with possible safety costs and "has to be held accountable." He also said that, despite his reservations, index investing will leave the city pension funds holding a stake in Anthropic.
Other investors offered mixed views. Miranda Beacham, head of U.K. responsible investment at Aegon Asset Management, cited the risk of "significant shareholder dilution" given the company's "huge capital requirements." Anders Schelde, chief investment officer of AkademikerPension, said majority founder control is not ideal but understandable, and that he is flexible on it.
Anthropic intends to list Class A common stock on the Nasdaq Global Select Market under the symbol "ANT." The company said the number of shares and price range have not been determined, and it plans to begin pitching the offering to investors as soon as the week beginning Nov. 9. Spokespeople for Anthropic and SpaceX did not respond to requests for comment, according to Bloomberg.
According to Bloomberg, Anthropic's seven co-founders, together with an independent trust, will remain in charge after the listing. The company's board will decide for itself how to measure whether its public benefit mission is succeeding, and Anthropic said it can offer no guarantee of fulfilling its stated corporate purpose. The filing lists a single share of Class F stock issued to a founders' entity that carries 50.1% of total voting power, and the Long-Term Benefit Trust will elect a majority of the board through a special class of stock. Anthropic will be a controlled company under Nasdaq rules.
Levine compared the structure with SpaceX, whose June listing gave Elon Musk upward of 80% of voting power, according to Bloomberg. "What we saw in SpaceX, and now what we're seeing in Anthropic, really, it's at a whole new level," he said. He argued that safety matters more to Amodei and his team than to Musk, describing it as part of the company's "DNA," but said Anthropic has accelerated competition among AI developers with possible safety costs and "has to be held accountable." He also said that, despite his reservations, index investing will leave the city pension funds holding a stake in Anthropic.
Other investors offered mixed views. Miranda Beacham, head of U.K. responsible investment at Aegon Asset Management, cited the risk of "significant shareholder dilution" given the company's "huge capital requirements." Anders Schelde, chief investment officer of AkademikerPension, said majority founder control is not ideal but understandable, and that he is flexible on it.
Anthropic intends to list Class A common stock on the Nasdaq Global Select Market under the symbol "ANT." The company said the number of shares and price range have not been determined, and it plans to begin pitching the offering to investors as soon as the week beginning Nov. 9. Spokespeople for Anthropic and SpaceX did not respond to requests for comment, according to Bloomberg.
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