Anthropic, PBC filed a free writing prospectus on November 11, 2026, relating to an amendment to its Japanese securities registration statement in connection with the initial public offering of its Class A common stock on the Nasdaq Global Select Market.

Key Highlights

  • Offering size range: The aggregate amount of securities to be offered is stated as US$3,000,000,000 (¥473,910,000,000) to US$3,500,000,000 (¥552,895,000,000), according to the filing.
  • Security type: The offering covers registered par value Class A common stock of Anthropic, PBC, to be listed on the Nasdaq Global Select Market.
  • Japan filings: Anthropic filed a securities registration statement with the Kanto Regional Finance Bureau on November 2, 2026, with amendments on November 5, 2026, and November 11, 2026.
  • U.S. registration: Anthropic filed Amendment No. 2 to its Registration Statement on Form S-1 (File No. 333-299633) with the SEC on November 10, 2026.
  • Lead underwriters: Goldman Sachs and Morgan Stanley are named as contacts for prospectus distribution, with Japanese firms including Mizuho Securities, Mitsubishi UFJ Morgan Stanley Securities, Rakuten Securities, and SBI Securities also named.
  • CEO and representative: Dario Amodei is identified as Chief Executive Officer, Co-Founder, and Director, with the company's principal office at 548 Market Street, PMB 90375, San Francisco, CA 94104.

Anthropic's Japan Offering Amendment and IPO Registration Details

According to the filing, Anthropic, PBC submitted this free writing prospectus pursuant to Rule 433, relating to its preliminary prospectus dated November 10, 2026. The document is described as an English translation of a Japanese-language prospectus filed with the Kanto Regional Finance Bureau in connection with a public offering of Class A common stock in Japan. The filing states that the Japanese securities registration statement had not yet become effective as of the filing date, and that the issue price and other terms of the offering "will be amended in the future."

The filing discloses that pricing terms, including the offering price in the Japanese primary offering, the number of shares offered, the aggregate issue price, estimated issuance expenses, estimated net proceeds, and the underwriting price per share, will be publicly announced on Anthropic's IPO website (ipo.anthropic.com) and the websites of designated Japanese financial firms once determined on the Pricing Date. The filing also notes that transactions and dividend payments on the shares will be made in a foreign currency, and that "if proceeds from the sale of the Shares, dividends and other amounts are received in Japanese yen, the yen-equivalent amount thereof may be affected by fluctuations in foreign exchange rates."

The filing identifies the company's legal counsel in Japan as Mori Hamada and Matsumoto, located at Marunouchi Park Building, 2-6-1 Marunouchi, Chiyoda-ku, Tokyo. The registered U.S. office address is listed as 251 Little Falls Drive, Wilmington, New Castle County, Delaware 19808. The filing states that it "shall not constitute an offer to sell or the solicitation of an offer to buy any securities outside Japan."

What Was Disclosed

Anthropic, PBC filed a Japan-focused free writing prospectus on November 11, 2026, disclosing an amendment to its Japanese securities registration statement related to its Class A common stock IPO, with an aggregate offering range of US$3,000,000,000 to US$3,500,000,000, targeting a listing on the Nasdaq Global Select Market.