OpenAI CEO Sam Altman
AsianFin -- OpenAI announced it will maintain nonprofit oversight of its business operations, reversing earlier plans to convert fully into a for-profit entity.
The company’s for-profit arm, which has operated under the nonprofit umbrella since 2019, will transition into a public benefit corporation (PBC). The nonprofit will retain control and become a major shareholder of the new PBC structure.
“OpenAI was founded as a nonprofit, and is today overseen and controlled by that nonprofit,” said Board Chairman Bret Taylor in a blog post. “Going forward, it will continue to be overseen and controlled by that nonprofit.”
The decision comes after discussions with civic leaders and consultations with the attorneys general of Delaware and California. “We thank both offices and look forward to continuing these important conversations,” Taylor added.
OpenAI originally launched as a nonprofit in 2015, then adopted a “capped-profit” model in 2019 to attract private capital. It had been exploring a full conversion to a for-profit structure to raise the massive funding it says is necessary to expand its operations, particularly in healthcare, education, and science.
Critics, however, argued the move would undermine OpenAI’s founding mission to ensure artificial intelligence benefits all of humanity. Among them was early investor Elon Musk, who filed a lawsuit claiming OpenAI had strayed from its charitable purpose. While a federal judge denied Musk’s request for a preliminary injunction, the case is scheduled for a jury trial in spring 2026.
Supporters of Musk’s legal challenge include former OpenAI employees, nonprofit organizations like Encode, and labor groups such as the California Teamsters. Several Nobel laureates and legal scholars also voiced concerns, urging regulators to block the for-profit shift.
Reports had indicated that OpenAI was under pressure to complete the conversion this year or next or risk losing access to recent funding commitments. It remains unclear what the financial implications of this reversal will be.
In a separate letter to employees, CEO Sam Altman acknowledged the scale of OpenAI’s ambitions, stating the company may ultimately require “trillions of dollars” to make its technology widely accessible.
“The nonprofit will become a major shareholder in the PBC, based on guidance from independent financial advisors,” Altman wrote. “We are moving to a more conventional capital structure where everyone holds equity. We look forward to advancing these plans with our partners, including Microsoft, and our newly appointed nonprofit commissioners.”
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