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Base Salary 

Our  board  of  directors  generally  reviews  the  base  salaries  of  our  NEOs  twice  a  year.  The  factors  used  to 
determine base salary for our executives include market data for the role, level, and location, as well as internal 
parity (which, for our co-founder NEOs, includes considerations related to parity with our technical leadership). 

From  January  1,  2025  to  June  15,  2025,  the  annual  base  salary  for  each  of  Dr.  Amodei  and  Ms.  Amodei  was 
$600,000.  Effective  June  16,  2025,  the  annual  base  salary  for  each  of  Dr.  Amodei  and  Ms.  Amodei  was 
increased to $700,000. The increase in the executives’ cash compensation was intended to ensure competitive 
and  equitable  compensation  for  our  leaders.  In  particular,  the  salary  increases  recognized  their  ongoing 
leadership roles, while considering relative parity across executives, including our technical leadership. 

From  January  1,  2025  to  December  15,  2025,  the  annual  base  salary  for  Mr.  Rao  was  $700,000,  which  was 
increased  to  $850,000  effective  December  16,  2025.  The  salary  increase  was  based  on  market  data  for  Mr. 
Rao’s role and level, as well as internal parity for non-co-founder senior leaders who are not executive officers.

Long-Term Equity Incentive Program

Each year, our NEOs are eligible to receive equity awards under our 2021 Plan. By structuring the majority of 
our NEOs’ target total direct compensation payable in the form of equity that vests over a number of years, we 
create  incentives  for  our  NEOs  to  remain  employed  with  Anthropic  and  pursue  actions  that  will  benefit  our 
company and stockholders over the long term. 

On June 12, 2025, our board of directors granted 992,500 options (“2025 Options”) and 1,717,000 RSUs (“2025 
RSUs”)  to  each  of  Dr.  Amodei  and  Ms.  Amodei,  after  carefully  considering  several  factors,  including  each 
executive’s  experience,  skills,  responsibilities,  and  impact  to  the  company;  individual  and  company 
performance; and internal parity. 

The 2025 Options vested in equal monthly installments over a one-year period beginning on January 1, 2025, 
subject to the executive’s continuous service with the company through each vest date. The 2025 Options were 
granted with an exercise price equal to $2.38 per share. The 2025 RSUs vest on the first date upon which both a 
service-based  condition  and  a  performance-based  condition  are  satisfied.  The  service-based  condition  is 
satisfied as to 1/12th of the total 2025 RSUs on February 20, 2026, and on each quarterly anniversary thereafter, 
subject to the executive’s continuous service with the company through each vest date. The performance-based 
vesting  condition  of  the  2025  RSUs  will  be  satisfied  upon  the  effectiveness  of  the  registration  statement  of 
which this prospectus forms a part. 

Perquisites and Other Executive Benefits

We  generally  provide  the  same  benefits  to  all  of  our  employees,  including  our  NEOs,  and  generally  do  not 
maintain  benefit  plans  that  cover  only  executive  officers  or  provide  perquisites  or  personal  benefits  to  our 
NEOs.  However,  we  do  provide  certain  travel  and  security  benefits  to  some  of  our  NEOs.  These  benefits  are 
described in more detail below. Our board of directors believes these benefits are reasonable and necessary, and 
for  the  benefit  of  our  company.  These  benefits  are  intended  to  promote  the  productivity  of  our  executives,  in 
addition  to  ensuring  their  personal  health,  safety,  and  security.  The  aggregate  incremental  cost  of  providing 
these benefits to our NEOs is disclosed in the “All Other Compensation” column of the Summary Compensation 
Table. 

Travel 

We  maintain  a  Travel  and  Expense  Policy  (the  “Travel  Policy”),  which  outlines  guidelines  and  allowances  for 
executive  travel  and  expenses,  recognizing  the  needs  and  responsibilities  of  our  senior  leadership  team.  The 
Travel Policy governs all business-related travel and expenses for our executives, except to the extent benefits 
are  provided  through  a  security  program  authorized  and/or  approved  by  our  board  of  directors.  Dr.  Amodei 
and Ms. Amodei are entitled to certain enhanced travel benefits recommended by the security studies on which 
their security program is based (discussed in the section below titled “Security Services”). The Travel Policy is 
reviewed  annually  by  our  management  team  to  ensure  it  remains  appropriate  and  aligned  with  company 
objectives and industry standards. To the extent required by the relevant tax laws, the value of any personal use, 
including any personal elements of business trips, will be treated as taxable compensation to the executive, and 

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