Exclusive / company governance

Anthropic Seeks Palantir-Style Voting Control for Seven Co-Founders Ahead of IPO

Cory Weinberg, Valida Pau and Julia Hornstein: Anthropic is asking shareholders to approve a new structure awarding CEO Dario Amodei and six co-founders a special share class with collective 50.1% voting power on most corporate matters, provided at least three of the seven retain a minimum shareholding—emulating Palantir’s Founder Voting Trust (Thiel/Karp/Cohen, up to ~49.999999%). Exception: board elections stay with the Long-Term Benefit Trust (incl. Ben Bernanke), which still appoints a majority of the seven-seat board; founder-appointed seats rise from two to three. Employees would get a special class usable as tie-breaker votes on some issues. Founder shares add voting power only (no extra economics), held via an LLC—compatible with the founders’ pledge to give away 80% of wealth despite small stakes (Amodei ~2%; Daniela Amodei and co-founders Tom Brown, Jack Clark, Jared Kaplan, Sam McCandlish, Chris Olah similarly sized). Context: valued $965B (May round); TI previously reported ≥$1.5T IPO ask, now more likely late Oct/Nov than this month; public benefit corp. Shareholder vote sought in coming days. Caveats: people-familiar; plan not yet approved; exact minimum-share thresholds and LLC terms undisclosed.

Why it matters

Top Anthropic governance/IPO map for Dealroom: Palantir-style collective founder voting at 50.1%, LTBT board majority intact, employee tie-breaker stock, tiny founder economics (~2%) vs control, and timing/valuation comps ($965B → ≥$1.5T)—feeds Anthropic, Amodei siblings, co-founders, LTBT/Bernanke, Palantir/Thiel/Karp profiles ahead of listing.

Executive takeaways

Ask: special founder class → collective 50.1% vote if ≥3 of 7 keep minimum shares; vote sought in coming days (not done). • Board: LTBT still elects majority; founder seats 2→3; employee special stock as tie-breakers. • Economics: voting-only shares via LLC; Amodei ~2% (tiny for founder-CEO IPO); 80% wealth-giveaway pledge preserved. • Comp: Palantir Founder Voting Trust (Thiel/Karp/Cohen ~49.999999%). • IPO: May $965B round; ≥$1.5T seek; calendar slipped toward late Oct/Nov; PBC structure.

What The Information may be missing

Named minimum-share thresholds, LLC ownership splits among the seven, and how employee tie-breaker stock interacts with LTBT/founder blocs are unspecified. Whether existing preferred/investor consent rights survive the vote is unclear. No breakout of who currently holds the vacant board seat or how IPO lockups interact with the minimum-share trigger. Soft-circle IPO banker/pricing path beyond the ≥$1.5T figure is underexplored.

Read the full article: The Information

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