S-1 Journal
S-1 JOURNAL WEEKLY|The Standing Watch: US IPOs, checked against the S-1

Anthropic has filed its S-1. On general matters, 50.1% of the vote will sit in one share

October 26, 2026 | prices as of the October 23 close

On October 26, Anthropic, the company that makes the conversational AI "Claude", filed a prospectus on Form S-1 with the SEC for a listing in the United States. It plans to list on Nasdaq under the ticker "ANT". It filed this Monday, so it is not in "Last week's filings" below.

Revenue for the six months ended June 30, 2026 was $16.3 billion, 14 times the $1.2 billion of the same period a year earlier. In the three months ended June 30, the company posted an operating profit for the first time in the six quarters shown in the prospectus. Meanwhile, the net loss for the six months was $80.7 billion. Of that, $72.4 billion is the change in the fair value of convertible notes and similar instruments, a loss that grows as the company's valuation rises.

After the listing, on matters submitted to stockholders generally, 50.1% of the voting power will sit in one share of Class F common stock, issued immediately before the offering and held by a company whose initial members are only the seven co-founders. If a majority of the founders remaining in that company cannot agree on how to vote it, the share is generally voted in proportion to the Class A votes cast. Separately, four of the seven directors are elected by a trust whose trustees have no financial stake in the company.

We have published our read of this S-1 in ten questions. Newsletter subscribers can read this article in full for free: enter your subscribed address in the form partway through the article, and we will email you a link that opens it.

Our read of the Anthropic S-1

SpaceX's third quarter, and Tesla

In the July to September results SpaceX announced on October 20, its AI segment, which the IPO prospectus presented as a loss-making business, reported operating income of $431 million. In the previous quarter it lost $1,257 million. In the same week, it came out that SpaceX and Tesla had each formed a special committee whose remit includes a possible combination of the two companies.

In short, a company that went public with a loss-making segment turned that segment profitable in its second quarterly report, and in the same week disclosed that it is considering a combination with another company Elon Musk runs. Both the numbers and the process are still in progress.

The AI segment turns a profit

The company renamed the segment from AI to Super Intelligence, or SI, and notes that it is the same segment it previously reported as AI. The prospectus presented the segment's 2025 results as revenue of $3,201 million against an operating loss of $6,355 million.

SI revenue for the July to September quarter was $7,560 million, roughly three times the $2,561 million of the previous quarter. The company attributes the growth primarily to the activation of new cloud services agreements, the acquisition of Cursor in August, and increased Grok adoption across enterprise customers and consumers. The release does not say how much came from which agreement.

The comparison with the previous quarter needs care. The $431 million includes revenue from Cursor, added from August 14, and is after $1,217 million in share-based compensation related to the Cursor acquisition, and the previous quarter had neither. For January to September, SI still shows an operating loss of $3,295 million. SI capital expenditures were $16,444 million in this quarter alone, more than the $12,727 million the prospectus showed for the segment for all of 2025.

A possible combination with Tesla

In its quarterly report, SpaceX says its board formed a special committee to evaluate a potential combination with Tesla. Tesla says a special committee of disinterested directors is exploring ways to deepen its relationship with SpaceX, which could include a business combination. SpaceX says its special committee has made no determination, and both companies say there is no assurance that a transaction will be completed.

On SpaceX's side, a combination would require approval by the special committee, the board and the company's controlling shareholder. On Tesla's side, it would require, among other things, the affirmative recommendation of the special committee and, if agreed upon, any necessary shareholder approval. The prospectus said that immediately after the offering Mr. Musk would hold approximately 82.4% of the voting power, and it mentioned the collaborations with Tesla in a risk factor on possible conflicts of interest in transactions with entities affiliated with Mr. Musk.

Tesla received SpaceX shares in March through an investment of about $2 billion in xAI. At the time, its stake was less than 1%. Neither company says whether a combination will happen, or in what form, on what terms or when.

Our read of the SpaceX S-1

Freenome launches its lung cancer blood test

On October 20, Freenome, a US company developing blood-based cancer tests, announced the launch of SimpleScreen Lung, a blood test for lung cancer.

Freenome's August prospectus said it planned to introduce the lung cancer test as a laboratory developed test, or LDT, in the second half of 2026. It said Abbott would commercialize the FDA-approved colorectal blood test, SimpleScreen CRC, exclusively in the US, while Freenome would commercialize SimpleScreen CRC together with lung cancer screening and retain the rights to it when ordered in combination with other cancer screening tests, naming lung first among them.

According to the press release, SimpleScreen Lung launched as an LDT, and for average-risk patients who are also eligible for blood-based colorectal screening, a provider can add SimpleScreen CRC to the same order. It also says Abbott holds the exclusive US commercial rights to SimpleScreen CRC when it is ordered as a standalone test, and that the lung test has not been reviewed or cleared/approved by the FDA. It does not say which company sells the colorectal test when it is added to a lung order, or anything about the price or insurance coverage of the lung test.

Our read of the Freenome S-1

How the scoreboard moved

On our scoreboard, $1,000 put into each of the eleven companies in the Recent listings group at its first-day closing price comes to $9,908 as of the October 23 close. For Freenome, we count from the day its SPAC merger closed. A week earlier, at the October 16 close, the total was $9,394. The same amount put into the S&P 500 on each of those listing days would be $11,602 as of the October 23 close.

SpaceX is one of the eleven. The table says only what the number became. It does not show which segment turned a profit.

Published last week

On October 22, we published our read of the S-1 of Nscale, a UK company, in ten questions.

Nscale builds data centers filled with GPUs used for AI computing and rents out that computing capacity under long-term contracts. It filed an S-1 on September 18 for a listing on the New York Stock Exchange. As of the end of August, its contracts with customers totaled $103.4 billion, with Microsoft and Anthropic among the names.

Its revenue for 2025 was $33 million. For the first half of 2026, revenue was $141 million and the net loss was $1.02 billion. On the contract with Anthropic signed on August 25, the prospectus says the company has not yet obtained any binding commitment for the financing needed to perform it.

Our read of the Nscale S-1

Last week's filings

The main filings made from October 19 to October 23 by the companies we follow. SpaceX's and Tesla's results and quarterly reports, and the Freenome announcement covered above, are not repeated here.

SpaceX

Oct. 22, S-8: registered Class A shares for the stock options and other awards held by Cursor employees that it assumed in the August acquisition, and included a resale prospectus for shares already issued to current and former employees and other service providers.

Meta

Oct. 21, 8-K: in the same filing as its July to September results, Meta reported that it will create a new class of non-voting Class C common stock and, contingent on the charter change taking effect, pay a dividend of one Class C share for each Class A and Class B share. Shareholder approval was obtained by written consent on October 20, and the charter change is expected to take effect on January 19, 2027. Under an agreement with the company, 80% of the Class C shares Mark Zuckerberg receives can generally be sold only if he also sells Class A or Class B shares, or converts Class B shares into Class A.

Tesla

Oct. 19, DEF 14A: the proxy statement for its annual meeting on December 3.

Pricings and listings

None among the companies we follow. Bamboo, SB Energy, Oura, Syntiant, CoVolt Power, DayOne Data Centers, The Wella Company and Nscale, which have filed but not yet priced, made no filings during the week. OPay, which we said last issue we would not write about, set a price range of $19 to $21 per American depositary share in an amended F-1 on October 23.

New S-1 and F-1 filings

There were 11 new S-1s and 4 new F-1s, and we did not take up any as an article subject. We set aside SPACs, filings by already-listed companies and small offerings from the start. We also passed on two clinical-stage drug developers whose names are not known to our Japanese readers.

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