Anthropic IPO: Venture Capitalists Win Big, But Amazon Stands to Gain Even More
Many investors are poised to reap substantial rewards as Anthropic prepares to go public. Venture capital firms such as Menlo Ventures, Sequoia, Sound Ventures, and Spark Capital hold stakes expected to return billions. However, Anthropic’s S-1 filing reveals an unusual ownership structure where no single venture capital firm owns more than 5% of the company, the threshold for inclusion in the principal stockholders’ table. This contrasts with typical tech IPOs, where lead investors often hold double-digit percentage stakes.
This atypical distribution largely stems from Anthropic’s massive private valuation, estimated at $965 billion. With such a valuation, even a 1% stake equates to nearly $10 billion. For example, Menlo Ventures’ reported stake, valued at around $14 billion according to recent Bloomberg figures, represents approximately 1.5% of the company. This dilution means that while VC firms may achieve impressive returns in absolute terms, their relative ownership stakes remain comparatively small.
Amazon’s Strategic Investment and Convertible Notes
While venture capital firms hold smaller percentage stakes, Anthropic has sold significant shares to strategic partners, notably Amazon, which is poised to be the largest financial beneficiary of the IPO. Amazon first committed to investing up to $4 billion in Anthropic in 2023 and has since funneled billions more into the company. Unlike traditional equity investments, much of Amazon’s funding came in the form of convertible notes—debt instruments that convert into equity upon an IPO or sale.
According to Anthropic’s S-1 filing, as of June 30, Amazon held convertible notes with $6.2 billion in principal outstanding, representing the entirety of Anthropic’s debt. However, due to Anthropic’s soaring valuation through successive funding rounds, the value of these notes skyrocketed. Amazon’s own filings valued these convertible note holdings at an astounding $97.9 billion as of the same date.
The company recorded this surge in value as a non-cash charge on its income statement, under the line item “change in fair value of convertible notes, derivative liabilities, and SAFEs,” totaling $72.4 billion for the first half of 2026. This accounting treatment reflects the marked-to-market increase in what Anthropic owes without any actual cash outflow.
Limits on Amazon’s Conversion and Additional Equity Stakes
The S-1 reveals that Amazon’s convertible notes could convert into as many as 1.84 billion Anthropic shares. However, a cap limits Amazon’s ownership to 12% of the company’s “partially diluted” share count, which includes stock options and other shares not yet issued. Amazon retains the option to waive this cap, and any notes that do not convert immediately will remain outstanding and convert in subsequent quarters, subject to the same ownership limit.
Beyond convertible notes, Amazon has invested an additional $10 billion in nonvoting preferred stock during the second quarter of 2026, made through two $5 billion purchases in Anthropic’s latest funding rounds. Combined with roughly $8 billion invested in convertible notes from 2023 through 2025, Amazon’s total investment in Anthropic reaches approximately $18 billion.
Moreover, Amazon is set to benefit beyond equity appreciation. Anthropic has committed to spending at least $110 billion on Amazon Web Services (AWS) over the next decade, ensuring a steady revenue stream for the e-commerce giant’s cloud computing division.
Google’s Stake and Cloud Commitments
Google is another major beneficiary of Anthropic’s upcoming public offering and its cloud computing contracts. According to court filings reported by The New York Times, Google held about 14% of Anthropic as of early 2025. Since then, Google has invested further—most notably, a $10 billion infusion in April 2026. However, PitchBook analyst Harrison Rolfes estimates Google’s current stake is closer to 5.6%, likely due to dilution from subsequent funding rounds.
In addition to equity, Google secured at least $114 billion in cloud computing commitments from Anthropic through 2033, underscoring the symbiotic relationship between Anthropic and its cloud providers.
Who Really Wins from Anthropic’s IPO?
Despite the prospect of massive paydays for venture capital investors, the S-1 filing makes clear that the largest winners of Anthropic’s IPO may be tech giants like Amazon. By backing a potential competitor early and simultaneously providing the computing infrastructure Anthropic relies on, Amazon stands to capitalize on multiple fronts—equity appreciation and cloud service revenue.
However, the filing also cautions that some cloud providers, including Amazon and Google, are developing rival AI models. This competitive tension may influence future collaborations and strategic decisions, highlighting the complexity of Anthropic’s relationships with its largest financial and business partners.
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