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OpenAI and Anthropic Crack Down on Unauthorized SPV Share Sales

May 12, 2026 | Source: openai | Anthropic, OpenAI | 204 views 0 comments

Two AI giants worth nearly $2 trillion combined are cleaning up their cap tables ahead of IPOs.

OpenAI today published a formal policy stating that any share transfer without written consent is invalid — including direct sales, SPV (special purpose vehicle) stakes, tokenized interests, and forward contracts. Both buyers and sellers get nothing and may violate securities laws. OpenAI had warned about unauthorized SPV scams as early as August 2025; this makes it official.

Anthropic tightened its policy too, using the word "void" rather than "voidable" in its share transfer rules. Crypto lawyer Gabriel Shapiro notes this is the most aggressive stance under Delaware corporate law: voidable transactions can be saved, but void ones never legally happened. Sellers can keep both shares and payment, leaving buyers to chase upstream remedies. Anthropic also named platforms like Open Door Partners, Unicorns Exchange, Forge Global, and Hiive, saying shares bought through them carry no shareholder rights.

The crackdown comes against a feverish secondary market. Anthropic raised at a $380 billion valuation in February, but secondary trades are pricing it at roughly $1 trillion. OpenAI is valued at $852 billion. Both plan Q4 IPOs, and clearing uncontrolled "wild shareholders" from the cap table is both a compliance necessity and a power play over pricing.

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