Anthropic’s initial public offering will generate billions for venture capital firms, but Amazon is positioned to gain significantly more from the deal.
Investors from Menlo Ventures, Sequoia, Sound Ventures, and Spark Capital stand to see their stakes return billions. However, the S-1 filing reveals none of these firms owns 5% of the company. That threshold is required to appear in the principal stockholders table. In a standard technology IPO, lead investors typically hold double-digit percentages. Anthropic’s size distorts this norm. At a private valuation of $965 billion, a 1% stake is worth nearly $10 billion. Menlo Ventures holds roughly $14 billion in value, which represents only about 1.5% of the company, according to Bloomberg figures.
Amazon’s financial position
While venture firms lack large percentage stakes, Anthropic sold substantial shares to strategic partners. Amazon is likely the single largest financial beneficiary. The company first backed Anthropic in 2023 with a commitment to invest up to $4 billion. Subsequent funding rounds saw Amazon pour billions more in. Instead of taking stock immediately, Amazon structured much of its investment as convertible notes. This is debt that converts into shares upon an IPO or sale.
The S-1 states Amazon holds convertible notes with $6.2 billion in principal outstanding as of June 30. That figure represents Anthropic’s entire debt load. As the company’s valuation rose across funding rounds, the shares those notes would convert into became far more valuable. Amazon’s own filings valued its note holdings at $97.9 billion as of June 30.
Anthropic recorded these adjustments on its income statement under “change in fair value of convertible notes, derivative liabilities, and SAFEs.” The line item totaled $72.4 billion for the first half of 2026. The charge is non-cash, meaning no money left the company.
Amazon’s notes could convert into as many as 1.84 billion shares, according to the S-1. A cap limits Amazon to 12% of Anthropic’s “partially diluted” share count. This figure includes shares not yet issued, such as stock options. Amazon can waive the cap. Notes that cannot convert will remain outstanding and convert in later quarters, subject to the same limit.
The notes represent only part of Amazon’s holdings. The company invested $10 billion in nonvoting preferred stock during the second quarter, according to Amazon’s quarterly report for the period ended June 30. Amazon made this by investing $5 billion in each of Anthropic’s last two funding rounds. Combined with the $8 billion invested in notes from 2023 through 2025, Amazon’s total investment reaches about $18 billion.
Beyond stock gains, Amazon will continue to earn significant revenue from Anthropic. The company has committed to spend at least $110 billion on AWS over the next 10 years.
Google’s stake
Google is set for a major windfall from both the listing and its cloud computing deals. The search giant held about 14% of Anthropic as of early last year, according to court filings reported by The New York Times. Google has invested more since, including $10 billion in April. Harrison Rolfes, a PitchBook analyst, told TechCrunch he estimates Google’s current stake at closer to 5.6% after subsequent massive funding rounds diluted the position. Google has also secured at least $114 billion in cloud commitments from Anthropic through 2033.
What it means
The S-1 makes clear that the biggest winners of Anthropic’s IPO are tech giants like Amazon. These entities backed a would-be rival early on and now sell much of the computing power Anthropic uses to run its operations. The filing itself warns that some cloud providers also build rival AI models and may not always want the same things Anthropic does.
