The first round of Elon Musk vs Sam Altman has come to a close, with the jury deciding that thanks to the statute of limitations Musk’s case was invalid. Musk has already announced his intention to appeal, with neither the judge or jury having made any findings about the substance of his allegations against Altman: the main thrust being that Musk was deceived into backing OpenAI as a not-for-profit company, before Altman and co. turned around several years later and made it very much for-profit.
The trial saw a whole bunch of documents released, and I’ve read them all (OK, I might have skimmed some of the business registration ones: have you seen the length of those things?) And I hate to say it, because Musk is such a douchebag that this whole article could just be a list of reasons why he’s a douchebag, but he really does seem to have a point.
The Mission
By December they’re throwing around drafts of OpenAI’s mission statement, which in the version Musk sends to Altman says OpenAI has “the goal of advancing digital intelligence in the way that is most likely to benefit humanity as a whole, unencumbered by an obligation to generate financial returns.”
Altman replies and adds this line to the proposed mission statement: “Because we don’t have any financial obligations, we can focus on the maximal positive human impact and disseminating AI technology as broadly as possible.”
There are a bunch more exchanges that essentially go over similar ground: the point being that Musk is dead-set on the not-for-profit status and Altman is absolutely saying that this is what the company will be.
OpenAI was incorporated in Delaware explicitly as “a nonprofit corporation organized exclusively for charitable and/or educational purposes.” Later in that document comes the line: “The corporation is not organized for the private gain of any person.”
Fast-forward to 2017 and things suddenly aren’t looking so rosy. Shivon Zilis, who seems to have acted as something of an envoy between OpenAI and Musk, sends him an email summary of a meeting with OpenAI president Greg Brockman and chief scientist Ilya [Sutskever], during which she says the big sticking point for them is Musk ending up in “absolute control” and adding “the non-negotiable seems to be an ironclad agreement to not have any person have absolute control of AGI.”
This is the one area where OpenAI’s leadership do seem to have a strong case: Musk may well have been putting up the lion’s share of the cash, but surely the whole point of the company’s approach was to avoid one party taking total control, as Musk was allegedly trying to do before walking away. Indeed, almost everyone involved in OpenAI is obsessed with Google’s Demis Hassabis, because they think he might be the guy that ends up in such a position.
Musk? He throws his toys out of the pram, telling Zilis: “This is very annoying. Please encourage them to go start a company. I’ve had enough.”
On 20 September 2017, Sutskever writes to Musk and sets out what he believes is necessary to stop him having control over any AGI created, as well as various failings on the part of himself, Altman and Brockman. Musk’s response is incandescent:
“Guys, I’ve had enough. This is the final straw.
“Either go do something on your own or continue with OpenAI as a nonprofit. I will no longer fund OpenAI until you have made a firm commitment to stay or I’m just being a fool who is essentially providing free funding for you to create a startup.
“Discussions are over.”
“Cannot say that we are committed to the non-profit… If three months later we’re doing b-corp then it was a lie.”
Greg Brockman, 2017
The prima facie argument for OpenAI creating a for-profit arm is the amount of money that the leadership believes is required to build AGI, which they of course estimate in the billions. There are various schemes they come up with in order to keep Musk interested and involved, but he seems uninterested and slowed down his donations massively in 2017.
On February 11 2018, Zilis writes to Musk, saying that “[OpenAI leadership] still not sure whether they’ll stay a non-profit and focus on donations, figure out a structure for an equity fundraise, or do a private version of the token offering you guys had discussed before.” Musk seems to have been a bit of a naughty boy at around this time, and is looking to poach OpenAI staff to work on AI at Tesla.
But maybe Musk was right. Despite what Zilis was saying (and perhaps believed) about where OpenAI’s leadership was in February 2018, a Greg Brockman memo from November 2017 paints a very different picture.
“Ilya and me… conclusion is we truly want the b-corp. Honestly we also want to get
back to work. But it’s not super clear how we get there—one realization is that we always have the option to quit […] one sad outcome here would be to ‘wind down’ the non-profit on those. Hopefully not going to be so needed; would only really be needed because Elon blocks us going b-corp.”
Brockman goes on to say that they “cannot say that we are committed to the non-profit. Don’t wanna say that we’re committed. If three months later we’re doing b-corp then it was a lie.” Talk about saying the quiet part out loud.
Finally, Brockman “can’t see us turning this into a for-profit without a very nasty fight. I’m just thinking about the office and we’re in the office and [Musk’s] story will correctly be that we weren’t honest with him in the end about still wanting to do the for-profit just without him.”
Another exchange shows them raising the B-corp issue with Musk that December, though not with anything like the forcefulness expressed above: they’re clearly trying to convince him that an alternative structure may be needed, without saying that they’re determined to do it with or without him.
And they’re not even really being honest with each other. An unattributed document from August 2017, which seems to be from Brockman to an unknown recipient, says: “Such upside. This is the only chance we have to get out from Elon. Is he the ‘glorious leader’ that I would pick? We truly have a chance to make this happen. What will take me to $1B? […] Some chance that rejecting Elon will actually lose us Sam […] I built this team from nothing. Elon helped get it started. But we’ve really figured out what we’re trying to do now.”
In August 2018, Altman emails Musk about the for-profit subsidiary of OpenAI, saying that “my current thought is that I won’t take any equity. I’m not doing this for the money anyway, and I like the idea of being completely unconflicted and just focused on the best outcome for the world. If it appeared at some point we weren’t going to build AGI but were going to build something valuable, then maybe I’d want equity then.”
In 2020, in response to a news article about Microsoft obtaining an exclusive license for OpenAI’s GPT-3 language model, Musk tweets that “this does seem like the opposite of open. OpenAI is essentially captured by Microsoft.”
Altman contacts Musk about this, says this was the best way to secure billions, but Musk tells him the Microsoft deal is “hypocritical”, adding “at least change the name.”
In October 2022 Musk and Altman have a testy exchange on text:
Musk: “I was disturbed to see OpenAI with a $20B valuation. De facto. I provided almost all of the seed, A and most of B round funding. This is a bait and switch.”
Altman: “I agree this feels bad: we offered you equity when we established the cap profit, which you didn’t want at the time but we are still very happy to do any time you’d like.
“We saw no alternative, given the amount of capital we needed and needing still to preserve a way to ‘give the AGI to humanity’, other than the capped profit structure.”
Altman was fired as OpenAI CEO in November 2023, before behind-the-scenes manoeuvring by Microsoft saw most of the board sacked and Altman reinstated. This exchange between Bret Taylor, Stya Nadella, and Altman shows the trio plotting how to execute this, and planning how they’re going to replace OpenAI if they don’t get what they want (as well as co-ordinating public statements from the likes of Nadella). Indeed, they had a new subsidiary ready to go.
Finally, this document was filed on 6 January 2026, but unfortunately is not otherwise dated. Based on what Altman’s saying though, I would guesstimate it is in the region of 2018.
“It is better for us to become increasingly kings of this industry. The choice defines us.
“You say we should have been more ok with giving it to Elon. While it’s true, it’s also the case he’s now given it to us. The grand upside is I want it. Need to stop letting distractors get to me/us. Being the Kings of AI is not so bad.”
Musk’s argument is that he was deceived into, as he himself says, essentially providing money for a start-up, under the illusion he was funding a not-for-profit entity dedicated to making AI that would benefit humanity. There is an awful lot to criticise about the man—and his current AI project, Grok, doesn’t exactly scream ‘I care about humanity’—and I will reiterate that he lost this case on a technicality. But based on the exchanges that have been released to the public… what can I say, other than to re-iterate—Heartbreaking: The Worst Person You Know Just Made A Great Point.
AI,Software#read #document #Musk #Altman #case #takeaway #is039Heartbreaking #Worst #Person #Great #Point0391779330095
