Buyers of Anthropic's $2 trillion IPO won't get a vote that matters

Anthropic's Long-Term Benefit Trust, currently just three people (Neil Buddy Shah, Richard Fontaine and Ben Bernanke after a fourth trustee left to join management), controls four of the company's seven board seats despite holding a share class with zero economic value, according to the Wall Street Journal's reporting on the structure. Public shareholders in the prospective listing, reportedly valued as high as $2 trillion, would get ordinary Class A stock while founders keep super-voting shares and the trust keeps board control. Removing the trust requires 85% of shareholder voting power, a threshold no activist campaign clears easily. OpenAI built something similar with its foundation; Anthropic's version lets trustees get advance notice of model launches and sit in on board meetings before a line of code ships. Institutional investors writing nine-figure cheques into this IPO are buying economic upside in a company they cannot discipline.