00:13:39 · Jordi Hays, John Coogan, Christa Pitts
[00:13:39] S0: It's a sort of... Yeah. It's an... It's kind of a nod to [00:13:42] S1: Yeah. Santa. Yeah. Yeah. Yeah. You know, that that does make perfect sense. What is the opposite of an ant? Like the animal. Opposite of an ant. Like If you had to think of the animal the ant and then the opposite. Because this is the whole Elon Musk philosophy is like you're destined to become the opposite of whatever you are branded as. So the biological opposite of an ant is an anteater. Yeah. So maybe they're destined to become an anteater. I don't know. Size opposite would be an elephant. It is an elephant of a stock. I mean, going out of 2,000,000,000,000 is going be the biggest IPO ever and so maybe that's the destination. I was thinking whale. Whale? Yeah. I mean, it's good for all there. Can be a lot of whales moving into the stock. Right? Fun time. [00:14:33] S0: Fun time. Hoffman. Yeah. It says seven people... So basically, she's pulling out the founder voting structure in the s one which is... Which spells out, we believe that our seven co founders [00:14:45] S4: Mhmm. [00:14:45] S0: As a group are distinctly equipped to be stewards of our mission. Immediately prior to the completion of this offering, we will issue a single share. They're calling it the golden share of Class F common They're [00:14:57] S1: not actually calling it the golden share but it is the golden tick. Class
00:14:57 · John Coogan, Jordi Hays
[00:14:57] S1: not actually calling it the golden share but it is the golden tick. Class [00:15:00] S0: very F common stock, a special class of our common stock to a limited liability company of which our seven co founders will initially be the sole members of the Founder LLC, our Class F common stock will be entitled to an aggregate number of votes that equals 50.1% of the total voting power of our outstanding shares of capital stock with respect to matters submitted to stockholders generally, including the election of our directors other than the class t directors. So missed opportunity to call it my precious LLC but I think that Founder LLC The ring? If they actually have Founder LLC, that's very cool because it obviously, means like like somebody over the years would have sniped that LLC and then they could either sort of grant the of grant the name to someone else, they can sign off on it. It might just be a placeholder name. Yeah. But it seems like they might actually have it, which is very cool. And yeah, it's kind of funny that we have like, okay, have this public benefit corporation and that's super important [00:16:04] S1: for... For economic redistribution is [00:16:07] S0: the... Yeah. And then you have like just a good old fashioned like LLC that can offer one vote. [00:16:15] S1: Yeah.
00:16:15 · John Coogan, Jordi Hays
[00:16:15] S1: Yeah. [00:16:15] S0: The thing that would have been interesting is like if they if this would have been seven votes and that they would have been public like where the line was but this allows them to effectively have their own disagreements internally not have there any be any visibility Interesting. [00:16:28] S1: Okay. So that's the benefit. [00:16:29] S0: So you could have like you could have like... It'd be like a four three vote. Yeah. People are like, you know, massively infighting. But all all we see [00:16:37] S1: Is the is [00:16:38] S0: is single vote. Yeah. [00:16:39] S1: Got it. Okay. Interesting. I thought it was more about like like passing down. Because if you have seven votes, seven shares, then would your l... Like if you die and you... In your will, you're like, oh, I wanna like pass this LLC down to my five children. Then do they become voting members? Do they have a voting a separate... I mean, LLC probably has its own voting structure. Right? [00:17:06] S0: Yeah. So agreement. [00:17:07] S1: So it could be it could... Within that LLC, there could be one per... One member of the LLC that has 90% of the shares in that LLC. So they could have one one person control. Potentially, like, have no idea the structure of that LLC, which is interesting. Right? [00:17:23] S0: Yeah. We just know that it... We know it's... They're precious.
00:17:23 · Jordi Hays, John Coogan
[00:17:23] S0: Yeah. We just know that it... We know it's... They're precious. [00:17:27] S1: What's also interesting is like I don't understand how the board works now because there's the there's the board that's independent with like Ben Bernanke on it and they appoint the executives, I think. But they were supposed to have control, but now it seems like this has control that supersedes that. So there's a lot of interesting [00:17:49] S0: there's a lot of... Interesting complexity. Yeah. [00:17:52] S1: It's really it's really full employment for Cory Weinberg. I understand why the New York Times is like, we gotta get this guy from the information. Because like, he's gonna have full time employment. Because every time he writes a breakdown or a scoop or something, Anthropic's like, here's another twist. Here's another plot twist. Let's... Good luck figuring this one out. It's a very very interesting very very interesting setup. I wonder if if this will become more common, you know? Like with AI... [00:18:23] S0: Well, So Zac is in this position where later on, like he's had like total control of meta. Now he's like, okay, need to raise equity. Yep. And so he's creating this new class so that he doesn't dilute himself so much. But in the fullness of time, he could be diluted down. This structure enables them could to never... [00:18:42] S1: Sell everything. [00:18:43] S0: They could all own basically nothing and be happy because they still have... Controversy. They want the golden vote. The golden vote. The golden...
00:18:43 · Jordi Hays, John Coogan
[00:18:43] S0: They could all own basically nothing and be happy because they still have... Controversy. They want the golden vote. The golden vote. The golden... [00:18:52] S1: Interesting. I'm so I'm so interested to understand how this how this LLC votes because I mean even if it's just even if it's just seven equal founder votes, which is cool, like, you got seven co founders, everyone's on the same page. That's awesome. Also, it's just nice to have seven because you you'll never have a three three v three. But, like, what happens in succession planning? Like, what happens if someone has multiple kids? What if somebody gets divorced? What if somebody dies? Like there are these weird things that like the perfect structure probably doesn't hold up under. Like if if one of the Yeah. Co founders dies with no children and they're just like, I don't... Then it's just six to six and it's six people then you're back to three v three. Is that a problem? I don't know. Like there's just so many different dynamics of what of what could happen. [00:19:38] S0: We need to study the dynamics of ant colonies.
00:19:38 · Jordi Hays, John Coogan
[00:19:38] S0: We need to study the dynamics of ant colonies. [00:19:43] S1: Maybe. I don't know. Maybe that's maybe that's what it is. Or maybe it's maybe it's elephants. I don't know. Yeah. Our class f's common stock will not have any economic rights. Interesting. Class f common stock entitled to 50.1% of total voting power. I wonder how that's treated for tax purposes. Like, they say it doesn't have any economic rates, but, like, if it has if it has incredible power over something valuable, like, can it have a fair market valuation? Like, certainly, there are plenty of people that would pay a lot for that one share. Right? Like, you were to market to market and you just ran an auction, like, you know, like Google and Nvidia and Microsoft would all be like, well, yeah, I'll pay like a billion dollars for that share or 10,000,000,000 or a $100,000,000,000 for that share because I would get control over this amazing asset. So like it has value, but you just never market to market. [00:20:39] S0: I mean, could be written into the operating agreement that that none of... They they can't be transferred or sold or or... [00:20:46] S1: But you could do a forward contract against it. So like if you're one of those co founders, I think you got to do a forward contract or you could take out a loan against it. Right? Take out huge huge debt line just to load up on debt so you can buy a private island. I don't know. It's possible. It's possible. [00:21:04] S0: Think it's Let