Amazon, not venture capital firms, set to gain most from Anthropic's IPO
Anthropic's S-1 filing shows no venture capital firm owns 5% of the AI company. Amazon, which holds convertible notes and preferred stock, is likely the biggest financial beneficiary of the listing.
Anthropic, the US artificial intelligence company, is preparing to go public, and while several venture capital investors stand to earn billions, tech giant Amazon is likely to gain far more. This emerges from the S-1, the registration document filed ahead of a public share offering (IPO). It matters because it shows how ownership and gains are distributed in one of the most valuable private tech companies.
Venture firms below the 5% line
Stakes held by Menlo Ventures, Sequoia, Sound Ventures and Spark Capital are expected to return billions of dollars. Yet according to the S-1, none of these firms owns 5%, the threshold for appearing in the principal stockholders' table. That is unusual: in a typical tech IPO, lead venture investors hold double-digit percentage stakes. The explanation is Anthropic's size. At a private valuation of $965 billion, 1% is worth nearly $10 billion. Menlo's roughly $14 billion position equals about 1.5% of the company, citing Bloomberg figures.
Amazon's holdings
Amazon first backed Anthropic in 2023 with a commitment of up to $4 billion. Much of its investment took the form of convertible notes, debt that turns into shares upon an IPO or sale. According to the S-1, Amazon held notes with $6.2 billion in principal outstanding as of June 30, which is Anthropic's entire debt load. Amazon's own filings valued those notes at $97.9 billion on that date. Anthropic reported a $72.4 billion change in fair value of convertible notes, derivative liabilities and SAFEs for the first half of 2026; the charge is non-cash.
The notes could convert into as many as 1.84 billion shares, but a cap limits Amazon to 12% of Anthropic's partially diluted share count. Amazon can waive the cap, and notes that cannot convert remain outstanding and convert in later quarters.
Amazon also invested $10 billion in nonvoting preferred stock in the second quarter, putting $5 billion into each of Anthropic's last two funding rounds. Together with $8 billion in notes from 2023 to 2025, its total investment is about $18 billion. Anthropic has also committed to spend at least $110 billion on AWS, Amazon's cloud unit, over ten years.
Google held about 14% of Anthropic in early 2025, per court filings reported by The New York Times, and has invested more since, including $10 billion in April. PitchBook analyst Harrison Rolfes estimates its current stake nearer 5.6%. Google also has at least $114 billion in cloud commitments from Anthropic through 2033.
The S-1 warns that some cloud providers also build rival AI models and may not always want the same things as Anthropic.
