Anthropic’s S-1 at $2T: $331B in Awards, $199B to Founders

Anthropic’s S-1, filed on 26 October 2026, gives enough share counts to price its cap table at the $1.5 trillion to $2 trillion offer range Aswath Damodaran cites. By our arithmetic, at $2 trillion the options and RSUs outstanding on 30 June 2026 would be worth about $331 billion and the seven Founder LLC co-founders’ shares about $199 billion.

We built the figures from the S-1 itself after a 28 October thread by Andrew Benson on X asked “Who actually gets rich if Anthropic lists at $2 trillion?”. Most of his headline figures match the filing; where they rely on numbers the S-1 does not give, we say so below.

Short explainer · Anthropic’s S-1 at $2T

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The key insight: By our arithmetic from Anthropic’s S-1, at a $2 trillion valuation the options and RSUs outstanding on 30 June 2026 would be worth about $331 billion, more than the seven Founder LLC co-founders’ shares at about $199 billion, and holders who sold in April’s tender received $4.66 billion for shares that would be worth about $21.2 billion.

The Share Count Behind $118 a Share

The S-1 says Anthropic contributed 846,840,960 shares of Class N common stock to the Anthropic Public Benefit Fund, “representing 5 % of our fully diluted shares as of June 30, 2026”. By our arithmetic, that puts fully diluted shares at about 16.94 billion, so $2 trillion works out to about $118.09 a share and $1.5 trillion to about $88.56.

Damodaran’s 28 October post values the equity at $1.475 trillion, “at the lower end of the offer pricing range ($1.5 to $2 trillion)”. Anthropic has not priced its offering; the S-1 says “It is currently estimated that the initial public offering price per share will be between $ and $”, with both figures blank.

Value at a $2 trillion Anthropic valuation ($118.09 a share over 16.94 billion fully diluted shares) of the op
Value at a $2 trillion Anthropic valuation ($118.09 a share over 16.94 billion fully diluted shares) of the options and RSUs outstanding on 30 June 2026, the seven Founder LLC co-founders’ shares, the Public Benefit Fund’s 5% and the shares sold in the April 2026 tender. All values are our arithmetic from the S-1’s share counts; options are net of the $2.89 weighted-average exercise price. Source: Anthropic S-1, 26 Oct 2026; offer range as cited by Aswath Damodaran.

What Was Posted on X

Andrew Benson on X, 28 Oct: “Who actually gets rich if Anthropic lists at $2 trillion?” His post puts $331B in employee options and RSUs and $199B with the 7 controlling co-founders at $2T.

Who Holds What at $2 Trillion

The S-1 lists shares beneficially owned before the offering: Dario Amodei 240,637,980 plus 4,621,120 shares subject to voting proxies, Daniela Amodei 241,408,940, Tom Brown 244,173,040, Jack Clark 242,271,840, Jared Kaplan 242,351,170, Sam McCandlish 231,809,780 and Christopher Olah 242,882,420. By our arithmetic, their own shares total about 1.69 billion, about 10% of the fully diluted count, or about $199 billion at $2 trillion and $149 billion at $1.5 trillion.

The table places Tom Brown, Jack Clark, Jared Kaplan, Sam McCandlish and Christopher Olah under “Other Selling Stockholders”, with the number of shares each is offering left blank.

The Public Benefit Fund’s 5% would be worth about $100 billion at $2 trillion, by our arithmetic. Benson’s $28 billion for Ben Mann assumes his stake matches the others; the S-1 does not list his holdings and says Mr. Mann “is not a member of the Founder LLC”.

The Equity-Award Pool

The S-1’s option table shows 1,797,066 thousand options outstanding on 30 June 2026 at a weighted-average exercise price of $2.89, and its RSU table shows 1,049,631 thousand RSUs outstanding. By our arithmetic, at $2 trillion the options are worth about $207 billion after the exercise price and the RSUs about $124 billion, about $331 billion together, matching Benson’s figure.

The awards cover about 16.8% of the fully diluted shares, by our arithmetic. The S-1 says Anthropic granted options and RSUs to “our directors, officers, employees, consultants, and other service providers”, so the pool is not limited to current staff. Benson’s average of $62 million each divides the pool by the S-1’s figure of approximately 5,300 employees.

The option table shows 1,279,562 thousand options granted in 2024 at a weighted-average exercise price of $1.30. By our arithmetic, that year’s grants are worth about $149 billion at $2 trillion before any cancellations or exercises; Benson puts the figure at about $133 billion. The S-1 does not track later cancellations by grant year.

Benson’s split by hiring year, from $110 million to $400 million each for staff hired by 2023 down to $10 million to $20 million for 2026 hires, is his estimate. The S-1 gives headcount of approximately 940 at 31 December 2024 and approximately 5,300 at 30 September 2026; it does not give the 2023 figure he uses.

Anthropic per-share prices: April 2026 tender $25.91, Series H-1 about $58.90 per common share, implied $88.56 at $1.5 trillion and $118.09 at $2 trillion
The April 2026 tender price ($25.9136) against Series H-1 per common share (about $58.90 at the S-1’s 10:1 ratio) and the prices implied by $1.5 trillion and $2 trillion over 16.94 billion fully diluted shares. Per-common round prices and implied prices are our arithmetic. Source: Anthropic S-1, 26 Oct 2026.

The Tender Price and the Rounds

The S-1 says that in April 2026 a syndicate of stockholders bought shares at $25.9136 each and that “An aggregate of 179,883,540 shares of our Class A common stock were tendered in total pursuant to the tender offer for an aggregate purchase price of $4,661,437,298”. Dario Amodei, Daniela Amodei, Krishna Rao and Holden Karnofsky sold shares in it. Benson’s figure of $6 billion lined up does not appear in the S-1.

Series G-1 preferred sold in January and February 2026 at $259.1364 a share and Series H-1 in May and June at $589.0095, and the S-1 says that as of 30 June 2026 “the conversion ratio for all series of redeemable convertible preferred stock was 10 : 1” except the three Series D series. By our arithmetic at that 10:1 ratio, the tender price equals the Series G-1 price per common share, and Series H-1 works out to about $58.90 per common share, 2.27 times the tender price.

By our arithmetic, the 179.9 million tendered shares would be worth about $21.2 billion at $2 trillion and $15.9 billion at $1.5 trillion, against the $4.66 billion the sellers received.

The Structural Read

As we read the option table, most of the award value sits in grants made at low exercise prices: 1,279,562 thousand options granted in 2024 at a weighted-average $1.30, against $22.14 for grants in the first half of 2026.

As we read the tender disclosure, the April price of $25.9136 is the Series G-1 price per common share at the 10:1 ratio, set before Series H-1 sold at about $58.90 per common share in May and June.

By our arithmetic, the award pool covers about 16.8% of the fully diluted shares, against about 10% for the seven Founder LLC co-founders’ own shares and 5% for the Public Benefit Fund.

Anthropic S-1, 26 October 2026

“An aggregate of 179,883,540 shares of our Class A common stock were tendered in total pursuant to the tender offer for an aggregate purchase price of $4,661,437,298”

Three Implications

FOR AWARD HOLDERS The S-1 says options and RSUs went to directors, officers, employees, consultants and other service providers, so the pool’s value is spread beyond current staff; the S-1 does not split it.

FOR TENDER SELLERS The S-1 names Dario Amodei, Daniela Amodei, Krishna Rao and Holden Karnofsky among the sellers in April’s tender at $25.9136 a share.

FOR THE CO-FOUNDERS’ PLEDGES The S-1 calls their pledges to give 80% of their equity to philanthropy voluntary and revocable, and says they do not constitute legally binding obligations.

The Business Engineer Lens

This story maps onto the Business Engineer framework The AI Capex Map.

The framework sets out to trace “How the money flows, where it cracks, what it buys, who can absorb it, and what happens when revenue can’t catch up.”

As we read it, an S-1 cap table is one place where the money raised in AI rounds shows up as paper value for founders, staff and early sellers. The framework does not discuss Anthropic’s S-1 or its tender offer.

Related coverage of the filing: Who Owns Anthropic? The Founders, the Trust, Amazon and Google in the S-1, Anthropic’s Benefit Fund Holds 3.5x Any Co-Founder’s Shares and North Carolina’s $250M Anthropic Stake Was Marked at $560M.

What Is Not Established

Anthropic has not set an offering price, and the $1.5 trillion to $2 trillion range is the one Damodaran cites, not a figure in the S-1. Our values assume no new shares beyond the 30 June fully diluted count and ignore taxes and lock-ups. The S-1 does not split the award pool between employees and other service providers. The co-founders’ pledges to give 80% of their equity to philanthropy are, in the S-1’s words, “voluntary, revocable expressions of each co-founder’s philanthropic intent and do not constitute legally binding obligations”.

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The Bottom Line

At the $2 trillion end of the range Damodaran cites, by our arithmetic from the S-1, Anthropic’s outstanding options and RSUs would be worth about $331 billion, the seven Founder LLC co-founders’ shares about $199 billion, and the Public Benefit Fund about $100 billion. Holders who sold 179.9 million shares in the April tender received $4.66 billion, at a price equal to the Series G-1 price per common share.

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A note on sourcing. Share counts, prices and holdings come from Anthropic’s Form S-1 filed with the SEC on 26 October 2026, read in our saved copy of the filing. The $1.5 trillion to $2 trillion range is the offer pricing range Aswath Damodaran cites in his 28 October post. Andrew Benson’s figures are from his 28 October post on X and are attributed to him. We did not contact Anthropic or Mr. Benson. All dollar values at a given valuation are our arithmetic.

Sources: Anthropic, PBC Form S-1, 26 Oct 2026 · Andrew Benson on X, 28 Oct 2026 · Aswath Damodaran, Musings on Markets, 28 Oct 2026

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