Anthropic and OpenAI this week told investors that shares of the AI startups sold through special purpose vehicle (SPV) schemes are likely invalid — and could be worthless. Both companies publicly declared the structures unauthorized, with Anthropic explicitly naming the trading platform Forge Global in connection with the invalid offerings.
Why the shares are void
The companies said the SPV-based share schemes were set up without their approval. Such vehicles often bundle stakes in private companies and sell them to outside buyers, but Anthropic and OpenAI argue those shares were never properly issued. As a result, anyone who bought in may hold paper with no legal claim to the underlying equity.
Anthropic singles out Forge Global
Anthropic went a step further than OpenAI by calling out Forge Global by name. The platform, which facilitates secondary trading of private company shares, was tied to the disputed SPV structures. Anthropic said the shares offered through Forge were not authorized and warned that prospective buyers should treat them as potentially worthless. OpenAI did not name any specific platform but issued a broader alert about similar schemes.
The warnings land as demand for AI startup shares has surged among retail and institutional investors hunting for early-stage exposure. But the fine print matters: if the companies behind the SPVs never consented to the sale, the shares have no standing. Buyers who acquired stakes through these vehicles now face the possibility that their investments are void — and that they have no recourse against Anthropic or OpenAI.
The companies' stance
Both Anthropic and OpenAI have taken a hard line. By publicly declaring the schemes invalid, they are effectively telling the market that they will not honor any claims from those shares. It's a move that could deter future attempts to sell unauthorized stakes in fast-growing AI startups. For now, the burden falls on buyers to verify whether their purchases came from a legitimate source — or risk holding nothing at all.
