Anthropic S-1: $2.2B Stock Comp and a $126M Charitable Charge

Anthropic S-1: $2.2 Billion of Stock Comp and a $126 Million Charitable Charge

Anthropic recorded $2,185 million of stock-based compensation in the first half of 2026, none of it from its RSUs. Those vest only on a listing or a change in control, so Anthropic has booked nothing for them yet; the S-1 puts their unrecognized cost at $26.6 billion. The separate $126 million "non-cash charitable" charge is the remeasurement of Anthropic's obligation to match employee donations in stock.

Key takeaways

• By elimination, we read the $2.2 billion as stock options and restricted stock awards; the S-1 gives no split by award type.
• Had the offering closed on June 30, 2026, Anthropic says it would have booked a $2.9 billion RSU catch-up that day, with $23.7 billion more over about 2.1 years.
• Anthropic remeasured a $541 million donation-matching liability up by $126 million, then settled it with 30.6 million Class N shares.

What Anthropic filed

Anthropic, PBC publicly filed its registration statement on Form S-1 on October 26, 2026. Both items appear in its reconciliation to Adjusted Operating Income (in millions; H1 figures unaudited):

Stock comp sits inside Personnel expense, which rose from $538 million to $3,152 million. Anthropic attributes the rise to "a $1.9 billion increase in stock-based compensation expense and a $510 million increase in cash compensation, both as a result of headcount growth."

What sits inside the $2.2 billion

Anthropic grants stock options, RSUs and restricted stock awards (RSAs). Three sources drop out for the half year: no RSU expense, no share repurchases, and no charge for the April 2026 tender, where third-party buyers paid $25.9136 a share, which Anthropic says was fair value.

That leaves options, valued with Black-Scholes and expensed straight-line, and RSAs, including 10.4 million granted in acquisitions. Grant values climbed: the common stock fair value behind option grants ran from $3.45 to $16.69 a share in 2025 and from $21.56 to $57.14 in the first half of 2026.

The RSUs that wait for the IPO

Each RSU has a service condition, generally four years, and a performance condition: a qualifying change in control or a listing within seven years of grant. ASC 718-10-25-20 says compensation cost "shall not be accrued if it is not probable that the performance condition will be achieved." Management judged the condition not probable at June 30, 2026.

Had the offering completed that day, Anthropic would have recorded $2.9 billion of cumulative expense for service already rendered, then $23.7 billion over a weighted-average 2.1 years. It will use accelerated attribution, which expenses each vesting tranche over its own period and loads cost into early quarters. Grants in the half year carried a weighted-average grant-date fair value of $46.48 per RSU, against $9.42 in 2025. After June 30, the board approved about 91 million more RSUs worth $5.8 billion at grant.

Anthropic left the offering-date catch-up blank. Options and RSAs add about $3.1 billion of unrecognized cost. Our piece on double-trigger RSU accounting at IPO covers the mechanics.

All these values rest on the board's estimate of common stock fair value. The board set enterprise value "primarily ... by reference to the closest round of equity financing," allocated it across share classes and applied a discount for lack of marketability. Once a price range appears, you can test it against the grant-date values with our cheap stock guide.

What the $126 million charitable charge is

Under a Donation Matching Plan adopted in November 2021, employees pledge "a meaningful portion of their equity awards or equivalent cash proceeds to a donor-advised fund or other nonprofit organization." Anthropic matches in non-voting Class N common stock or, at its election, in cash.

1. Accrual. At December 31, 2025, Anthropic carried a $541 million matching liability at fair value, "specifically considering the price of the Company's common stock," classified in Level 3. It booked all of it in Q4 2025.
2. Remeasurement. Anthropic settled in February 2026 by issuing 30.6 million Class N shares and remeasured the liability to fair value through that date, adding $126 million of other operating and administrative expense.
3. Settlement. The shares went out at $667 million, the accrual plus the remeasurement, leaving no liability at June 30, 2026.

Anthropic doesn't name the Codification topic it applies. We read the match as a contribution made, outside ASC 718, which covers share-based payments through which an entity "acquires goods or services." A charity receiving matched shares supplies neither. ASC 720-25-25-1 records contributions made "as expenses in the period made and as decreases of assets or increases of liabilities depending on the form of the benefits given," which fits Anthropic's accrual and share settlement.

See Fina's cited analysis of Anthropic's stock comp and donation match.

Why both sit outside Adjusted Operating Income

The adjustments turn a $693 million operating loss into $1,618 million of Adjusted Operating Income, a 10% margin against a GAAP operating margin of (4)%. Stock comp and the donation match make up the whole $2,311 million gap. Adjusted Net Income of $2.7 billion also removes the $72.4 billion convertible note charge. Regulation S-K Item 10(e) governs these measures; our 2026 non-GAAP guide covers the rules.

What the next filings will show

• An S-1/A with a price range, filling the blanks for the RSU catch-up and the expense on RSUs granted at the IPO price.
• The 10-Q for the IPO quarter, which carries the catch-up, since RSU expense starts in the quarter the offering completes.

Read the full analysis

Fina's cited analysis of Anthropic's stock comp and donation match sets out both items with citations to the S-1.