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The documentS–1Anthropic, PBC26 OCT 2026 · 421 PP.
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Table of Contents

We  also  incur  chargebacks  when  customers  or  card  issuers  claim  that  a  transaction  was  unauthorized  or 
otherwise  improper.  If  the  volume  of  chargebacks  were  to  become  excessive,  we  could  be  subject  to  higher 
processing fees, additional fines, fraud mitigation requirements, or the termination or suspension of our ability 
to accept certain payment methods, including credit cards, through one or more payment processors. 

In  addition,  payment  processors,  card  networks,  and  financial  institutions  periodically  revise  their  rules, 
standards,  and  practices,  including  data  protection  and  documentation  standards,  required  to  utilize  their 
services from time to time. Our compliance with these evolving requirements, and the continued compliance of 
our  third-party  payment  processing  partners,  may  require  additional  operational  resources  and  expense. 
Failure  by  us  or  our  payment  processing  partners  to  comply  with  applicable  standards  could  result  in  fines, 
increased scrutiny, disruptions to our business and our ability to process payments for our intelligence service, 
or reputational harm.

Risks Related to Tax and Accounting Matters

Changes in tax laws or regulations could be enacted, or existing tax laws or regulations could 
be  applied  to  us  or  our  customers  in  a  manner  that  could  increase  the  costs  of  our  models, 
platform, and applications and adversely affect our business.

We operate in multiple jurisdictions and are subject to tax laws and regulations of U.S. federal, state, and local 
and  non-U.S.  governments.  Income,  sales,  use,  or  other  tax  laws,  statutes,  rules,  regulations,  or  ordinances 
could  be  enacted  or  amended  at  any  time  (possibly  with  retroactive  effect)  and  could  be  applied  solely  or 
disproportionately  to  models,  platforms,  and  applications  provided  over  the  internet.  These  enactments  or 
amendments  could  reduce  our  sales  activity  due  to  the  inherent  cost  increase  the  taxes  would  represent  and 
ultimately harm our results of operations and cash flows. Further, the application of U.S. federal, state, local, 
and  non-U.S.  tax  laws  to  services  provided  electronically  is  unclear  and  continuously  evolving.  Existing  tax 
laws,  statutes,  rules,  regulations,  or  ordinances  could  be  interpreted  or  applied  adversely  to  us,  possibly  with 
retroactive  effect,  which  could  require  us  or  our  customers  to  pay  additional  tax  amounts,  as  well  as  fines  or 
penalties, and interest for past amounts. If we are unsuccessful in collecting such taxes due from our customers, 
we  would  be  held  liable  for  such  costs,  thereby  adversely  affecting  our  results  of  operations  and  harming  our 
business.

As we expand the scale of our non-U.S. business activities, any changes in the U.S. or non-U.S. taxation of such 
activities may increase our worldwide effective tax rate and harm our business, financial condition, and results 
of  operations.  We  may  be  subject  to  taxation  in  several  jurisdictions  around  the  world  with  increasingly 
complex  tax  laws,  the  application  of  which  can  be  uncertain.  In  addition,  our  hiring  of  personnel  and 
engagement  of  third-party  employer-of-record  providers  in  non-U.S.  jurisdictions,  as  well  as  our  data  center 
and  other  infrastructure  activities  outside  the  United  States,  have  created,  and  may  in  the  future  create, 
permanent establishments or other taxable presence in those jurisdictions, which could subject us to additional 
income, withholding, and indirect taxes, as well as interest, penalties, and additional compliance obligations. In 
advance  of  forming  and  obtaining  approvals  for  local  operating  entities,  we  have  entered  into,  and  expect  to 
enter into additional letters of intent, leases, and other agreements relating to our international compute and 
infrastructure activities through interim contracting arrangements with existing entities, and we may be unable 
to  transfer  these  arrangements  to  local  entities  on  a  timely  basis  or  at  all.  Any  prolonged  reliance  on  these 
interim  arrangements,  or  any  failure  to  migrate  them  to  local  entities,  could  increase  our  exposure  to 
permanent establishment or other taxable-presence determinations and could result in non-recoverable value-
added  or  similar  indirect  taxes,  which  could  be  material  in  certain  jurisdictions. Although  we  have  not  been 
required to pay income taxes, other than in immaterial amounts in certain jurisdictions to date, the amount of 
taxes  we  pay  in  these  jurisdictions  could  increase  substantially  as  a  result  of  changes  in  the  applicable  tax 
principles,  including  increased  tax  rates,  new  tax  laws,  or  revised  interpretations  of  existing  tax  laws  and 
precedents,  which  could  adversely  affect  our  liquidity  and  results  of  operations.  For  example,  a  number  of 
countries and organizations, such as the Organisation for Economic Co-operation and Development (“OECD”), 
have  proposed  changes  to  existing  tax  laws  or  new  laws  that  could  impact  our  tax  obligations,  including  a 
framework  that  imposes  a  15%  global  minimum  tax,  which  has  been  implemented  into  the  domestic  laws  of 
some jurisdictions in the EU, among other jurisdictions, and is being considered for implementation by other 
countries. On January 5, 2026, the OECD announced a “side-by-side” elective safe harbor that exempts electing 
U.S.-parented  multinational  entities  from  certain  provisions  of  the  global  minimum  tax  for  fiscal  years 

104

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  1. Founders’ letterp. 3SEC
  2. Defined termsp. 12SEC
  3. Prospectus summaryp. 16SEC
  4. Risk factorsp. 38SEC
  5. Management’s discussion & analysisp. 144SEC
  6. Businessp. 190SEC
  7. Governancep. 254SEC
  8. Executive compensationp. 275SEC
  9. Related-person transactionsp. 293SEC
  10. Principal & selling stockholdersp. 299SEC
  11. Capital-stock rightsp. 303SEC
  12. Shares eligible for future salep. 318SEC
  13. Underwritingp. 327SEC
  14. Auditor change & expertsp. 345SEC
  15. Financial statements & notesp. 347SEC
  16. Part II & exhibit indexp. 413SEC

How this was made

Read in full.
Kept in context.

A snapshot of the filing dated , rather than a live record of later events.

3primary reviewers
421pages reviewed
43image instances checked

The review

Three primary reviewers read non-overlapping ranges of the complete main filing. All 43 embedded image instances were transcribed and visually reviewed, including the founders’ letter, charts, and customer case studies. Financial tables were also checked visually for dates, units, and column alignment.

A separate reviewer checked the draft’s calculations, accounting interpretations, and customer qualifications. An additional check covered the later merged findings. The result is 62 findings and 21 customer examples.

The boundary

Companion contracts and other exhibits named in the filing’s index are separate documents and were not independently reviewed. Customer outcomes, technical benchmarks, forecasts, and scientific priority claims remain attributed company or customer disclosures.

The numbers

Dollar figures are U.S. dollars. H1 means the six months ended June 30; Q2 means the three months ended June 30. The 2026 interim financial statements are unaudited. Our calculations show their inputs and are labeled separately from reported values.

Blank fields stay undisclosed. Figures with different periods, conditions, or potentially overlapping scopes are kept separate. An earlier tender price is not an IPO price.

What the evidence labels mean
Reported in filing
A company disclosure, with the period and accounting basis retained.
Company estimate / company claim
An estimate or assertion attributed to the company, with its uncertainty preserved.
Our calculation
A derived figure using cited inputs. It is not a separately reported company metric.
Customer example
A selected case study, with its measurement limits. It is not representative ROI.
Proposed / conditional
A status qualifier for an arrangement that is not yet effective or depends on stated conditions.

About updates. This edition is tied to the October 26, 2026 filing. Any later revision should identify its new source date and preserve the basis of earlier claims.

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A closer look at the filing

Anthropic · Form S-1PDF 1

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Filed October 26, 2026. PDF is approximately 46 MB and opens only when requested. Section links may precede the exact cited paragraph.