Investors have spent the last two years trying to buy any piece of Anthropic they could find. Now some are discovering that exposure to one of Silicon Valley’s hottest private companies may come with far less control, transparency, or enforceable ownership than they assumed.
Anthropic’s decision Monday to crack down on secondary-market transactions rattled private investors, hit publicly-traded funds tied to the company, and raised an uncomfortable question: do some investors actually own what they thought they owned?
It also highlighted a bigger issue as Anthropic moves toward an anticipated IPO: the company increasingly operates less like a conventional business and more like a mission-driven institution exercising unusual control over ownership, market access, and deployment of its technology.
People who work for start-ups receive most of their compensation in the form of stock, and are in essence buying the equivalent of a lottery ticket in their choice of employer. For those who are working for Anthropic, it’s become clear that their ticket has paid off, and many of those would like to cash in at least a portion of their holdings: Besides wanting to enjoy some of their newfound gains, they would like to diversify their wealth in case Anthropic’s vertiginous increase in valuation were to reverse. The company was valued at roughly $380 billion in February and is pursuing additional financing that could push its valuation north of $900 billion.
However, Anthropic has severely constrained the ability of their workers to sell any of their holdings, as it could reduce the price the firm gets from its next round of financing. To that end, it recently moved to restrict secondary-market share transactions tied to the company, warning that some offerings being marketed through investment vehicles and brokers could be considered unauthorized.
The move spooked investors who had purchased exposure through special-purpose vehicles, or SPVs, and triggered sharp declines in publicly-traded funds touting indirect Anthropic ownership. Investors were suddenly forced to confront a basic but uncomfortable question: what exactly did they own?
Some of the vehicles offering Anthropic exposure were, in fact, merely well-disguised bets on the company’s valuation increasing rather than bona fide ownership of transferable shares themselves. At least some investors on secondary platforms may have purchased interests with little enforceable connection to Anthropic at all.
Public investors usually expect to know what they own and what rights come with it. Anthropic’s model is murkier: Its Long-Term Benefit Trust gives management unusually broad control, while the company has signaled its strong desire to exercise substantial control over how exposure to its shares is structured and recognized.
Anthropic’s posture toward the Pentagon is another example of the company asserting mission-based control even when that may complicate major commercial relationships.
Last week, Anthropic and the Pentagon faced off in a federal appeals court after the Defense Department designated the company a supply-chain risk. The dispute emerged after Anthropic resisted granting the government unrestricted access to its Claude models for military applications, raising concerns within the Defense Department that the company could constrain operational deployment decisions. The dispute introduced some uncertainty as to the firm’s long-term relationship with what would be its deepest-pocketed customer by far.
Anthropic increasingly presents itself as a quasi-regulatory actor in artificial intelligence, seeking influence over how the technology is deployed and governed. In some respects, that positioning has strengthened the company’s reputation among policymakers, regulators, and parts of the technology sector. But it also creates tension with the expectations public investors generally impose on firms.
Anthropic may be able to control secondary sales, limit deployment, and preserve its mission while it remains private, but public markets are less forgiving. Investors buying into a trillion-dollar story will eventually demand the rights, transparency, and accountability that normally come with such a valuable asset.