Nine California jurors began deliberating today in Elon Musk's lawsuit against OpenAI, Sam Altman, Greg Brockman, and Microsoft, weighing whether the lab's pivot to a for-profit structure violated a charitable trust tied to Musk's early donations. The jury must decide three counts: breach of charitable trust, unjust enrichment, and Microsoft's alleged aiding and abetting. A verdict for Musk could force the unwinding of OpenAI's for-profit arm, which the defense says has generated nearly $200 billion in equity value.
The trial has ranged from the 2018 founders' breakup to Altman's firing and reinstatement in 2023, but the legal questions in front of the jury are narrower. On charitable trust, the plaintiffs must show that Altman and Brockman agreed Musk's donations would fund a specific non-profit purpose and then diverted that mission. On unjust enrichment, they must show the defendants personally benefited from those donations. On the Microsoft count, they must show the company knew of those conditions and played a meaningful role in causing harm.
Musk's attorneys point to Microsoft's $10 billion investment into OpenAI's for-profit affiliate in 2023 as the trigger event. That deal, they argue, was structurally different from earlier rounds and enriched OpenAI insiders and Microsoft at the expense of the safety-focused mission Musk says he funded. The 2023 investment also falls after each of the statute-of-limitations cutoffs the defense is leaning on — August 5, 2021 for the first count, November 14, 2021 for the third, and August 5, 2022 for the second.
Key facts
- 01Nine California jurors are deliberating three counts against OpenAI, Sam Altman, Greg Brockman, and Microsoft.
- 02Musk filed the suit in mid-2024, six years after his formal role at OpenAI ended in 2018 and four years after his last donation in 2020.
- 03OpenAI's for-profit affiliate has generated nearly $200 billion in equity value, which the defense says supports the non-profit's mission.
- 04Statute-of-limitations cutoffs are August 5, 2021, November 14, 2021, and August 5, 2022 for the three counts.
- 05Microsoft's $10 billion investment in 2023 is the event Musk's attorneys point to as crossing the line into self-dealing.
OpenAI's defense has been methodical about the absence of paperwork. Lead attorney Bill Savitt and his team asked every Musk-side witness — including financial adviser Jared Birchall, chief of staff Sam Teller, and special adviser Shivon Zilis — to identify specific written restrictions on Musk's donations. None did. A forensic accountant retained by OpenAI testified that all of Musk's contributions had been spent by the foundation well before August 5, 2021, which the defense argues moots the charitable-trust claim entirely.
“OpenAI says its for-profit affiliate has generated nearly $200 billion in equity value while continuing to fund the foundation's mission, with ChatGPT available free to the public.”— Jaeden Schafer
On unjust enrichment, Musk's team cites the multibillion-dollar stakes held by Brockman, Ilya Sutskever, and Microsoft as proof his donations underwrote private wealth rather than a charitable mission. They argue the non-profit foundation was left effectively dormant while the for-profit ran the business. OpenAI counters that all Musk contributions were exhausted by 2020, that equity distributions came after his 2018 departure, and that compensating researchers with stock was understood internally as essential to recruiting talent capable of building AGI.
Altman testified that offering ChatGPT for free helps fulfill the original mission of sharing AI's benefits broadly. OpenAI's executives also argued that the non-profit board still controls the for-profit, with new governance controls installed after the 2023 board crisis when Altman was briefly fired for lack of candor and reinstated days later.
The Microsoft count centers on that same 2023 episode. Musk's attorneys focused on CEO Satya Nadella's personal involvement in restoring Altman and shaping the new board, and on a clause in Microsoft's commercial agreement giving it veto rights over major OpenAI corporate decisions. Microsoft witnesses said the company conducted extensive due diligence, never identified specific conditions on Musk's donations, and never exercised that veto.
OpenAI's three defenses run in parallel to the substantive counts. The statute-of-limitations argument leans on years of public posts and disclosures — including tweets in which Musk himself criticized OpenAI's direction — to show he could have sued earlier. Zilis, his adviser, voted as an OpenAI board member to approve some of the transactions now at issue. Musk's formal role ended in 2018 and his last donations were in 2020, the defense notes; the lawsuit did not arrive until mid-2024.
The unreasonable-delay theory is blunter: OpenAI has operated under essentially its current structure since Microsoft's first investment in 2018, and forcing a restructuring eight years later would upend a business that did not exist at the scale it does today when Musk left. The unclean-hands argument leans on evidence that Musk recruited OpenAI staff to work on AI at Tesla while still chair, that Zilis did not disclose her personal relationship with Musk to fellow board members for years, and that Musk withheld donations in 2017 during a dispute over control of a planned for-profit affiliate. "Mr. Musk abandoned OpenAI for dead in 2018," Savitt told the jury.
If Musk prevails, the consequences are not yet defined. The trial judge will hold a separate set of hearings next week in which both sides will argue what remedies should follow a plaintiff verdict — a process that becomes moot if the jury rules for OpenAI. Possible outcomes range from monetary damages to structural changes at the company, though no specific remedy has been formally proposed in front of the jury.
The case sits at an awkward intersection for the AI industry. Musk now runs a competing lab, xAI, whose Grok product competes directly with ChatGPT, and a verdict that constrains OpenAI's corporate structure would land on the largest commercial AI company at a moment when Microsoft, Google, Anthropic, and xAI itself are racing to lock in enterprise and consumer distribution. A defense verdict effectively ratifies the non-profit-to-capped-profit model that has become the template for frontier AI labs. Either way, the next ruling on what OpenAI looks like will come from nine people in a California jury room rather than from a board or a regulator — which is a novel governance moment for an industry that has spent years arguing it is too technical for outside oversight.
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