Sam Altman testifies in Musk lawsuit

Altman is answering questions about the tumultuous few days when he was briefly ousted as CEO of OpenAI in 2023.

He said he was “completely caught off guard” and “quite shocked” by the board’s decision to remove him, and that he did not get much of an explanation as to why, other than that he had not been consistently candid in his communications.

Altman said he was very angry and hurt as these events unfolded. He said he had poured years of his life into OpenAI, and he was “watching it about to be destroyed.”

“I was not trying to deceive the board,” Altman testified.

—Ashley Capoot

The courtroom is packed for Altman’s testimony. I am seated on the left side of the room on a wooden bench with other members of the media.

The witness stand, where Altman is perched, is right next to Judge Gonzalez Rogers’ seat. He has been calm and collected while answering questions so far.

Musk’s lawyers are gathered around a table in front of the witness stand, which is covered in laptops, binders, cables and water bottles. Lawyers representing OpenAI, Altman and Brockman are sitting at a similar table on the right side of the room.

Brockman arrived in the courtroom shortly after Altman took the stand, and he has been watching the proceedings. I saw him carrying a small pillow to sit on. The benches can get quite uncomfortable.

—Ashley Capoot

The court just broke for a recess after a sweet moment in the courtroom. Judge Gonzalez Rogers pointed out that it happens to be Juror Appreciation Week in California, which was met with smiles and laughter from the room.

Gonzalez Rogers thanked the jurors for their contributions, and then everyone filed out for a break. Proceedings will be back underway in a few minutes.

–Ashley Capoot

Altman said he became less comfortable with having Shivon Zilis sit on the nonprofit’s board when he learned that Musk was establishing a company that would compete with OpenAI.

Zilis was an advisor to OpenAI between 2016 and 2019, and she held a board seat from 2020 to early 2023, according to her Linkedin profile. Beginning in 2017, she held roles at Tesla and Musk’s brain-machine interface company Neuralink.

Altman testified that when Zilis came to the board, he thought Zilis “just had a professional relationship” with Musk.

In 2021 he found out Zilis had children, but it wasn’t until 2022 that he learned Musk was the father, Altman said.

In 2022, Business Insider reported on documents showing that Musk was the father of twins with Zilis.

Zilis had conveyed to Altman that she didn’t have a personal relationship with Musk.

“I trusted her on that,” Altman said. It was a close call for OpenAI’s board, but Altman said he wanted to keep Zilis close because of her proximity to Musk, and board members ultimately decided to let her stay.

Then board members learned that Musk was developing a new AI lab, xAI, and at that time, Zilis was still working with Musk, Altman said.

The arrangement seemed “untenable,” Altman said.

— Jordan Novet

OpenAI lead counsel William Savitt asked Altman to discuss the various proposals that Musk and his employees had made concerning the company’s fate, fundraising needs and future structure.

Altman testified that after Musk failed to convince OpenAI to give him a controlling stake in a for-profit subsidiary, the Tesla and SpaceX CEO began to “push” more for the possibility that the company would become a division of his automaker.

Savitt showed Altman and the jury messages from November 2017 in which Musk’s employee, Sam Teller, wrote that Musk, “remains very open to the idea of you joining the Tesla board as part of this, which i think would be great.”

Teller added that Musk was “committed” to building a strong team within Tesla for AI hardware and software and he hoped Altman, along with Brockman and Ilya Sutskever would be involved.

Altman said he read this message as Musk telling him he would compete within Tesla with or without OpenAI’s participation, but he had concerns about “the Tesla path” for OpenAI.

“Tesla is a car company, and it does not have the mission of OpenAI,” Altman said, adding that joining it would destroy the company’s ability to follow its mission, and a merger would have also “maybe destroyed” the nonprofit.

— Lora Kolodny

Altman said that Musk’s departure from OpenAI’s board in 2018 sparked both concern and some relief internally.

He testified that people had questions about how OpenAI would be funded, and whether he would seek “vengeance” against the company. But Altman said that Musk’s departure was also a “morale boost” for some researchers, who had been “demotivated” by his management tactics.

At one point, Altman said Musk instructed Brockman and Ilya Sutskever, another OpenAI co-founder, to rank researchers and fire many of them. Altman said this did damage to the company.

“I don’t think Mr. Musk understood how to run a good research lab,” he testified.

Altman said Musk’s management style may have worked better in his factories.

–Ashley Capoot

After OpenAI’s nonprofit board briefly ousted Altman in 2023, Taylor said in a text message that he would only join OpenAI’s board if Altman was reinstated and would be on the board as well.

A lawyer representing Musk showed the text message to Taylor on the witness stand and asked if, when Taylor set forth that requirement, he had determined at that point that Altman was a liar or hadn’t always been transparent with the board.

“That’s correct,” Taylor replied. “I did not know all the facts at the time.”

Taylor said he had known Altman for about a decade by then.

— Jordan Novet

Defense lead counsel William Savitt asked Altman about his discussions with Musk over his stake in a possible for-profit affiliate of OpenAI.

“He only trusted himself to make non-obvious decisions,” Altman said.

“Elon had long since decided for the rest of his career he was only gonna work on companies that he totally controlled,” he said.

Altman said the idea of giving Musk a controlling stake in OpenAI long-term made him “extremely uncomfortable,” adding that his cofounders shared many of his concerns.

The cofounders asked Musk about what should happen to his OpenAI controlling stake if he died. Altman said his response was unsatisfactory to him and others because Musk said perhaps his controlling shares and votes should pass to his children.

—Lora Kolodny

Dee Templeton, the Microsoft executive who joined the nonprofit’s board after Altman’s brief ouster, wasn’t involved with sensitive deliberations, Taylor said.

The statement came in response to questions from Jay Jurata, a Dechert lawyer representing Microsoft in the Musk v. Altman trial.

Templeton, today a Microsoft corporate vice president and deputy chief technology officer, attended one or two OpenAI nonprofit board meetings, Taylor said.

Taylor said he wasn’t sure why Templeton got a spot on the board, but understood why Microsoft would have some sort of representation, given that “The company had recently almost imploded.”

Jurata asked Taylor if Templeton, as a board observer, had voting rights, and Taylor said she did not.

Then Jurata asked if the board observer had been part of “competitively sensitive discussions” that involved OpenAI or Microsoft, and again, Taylor said no.

— Jordan Novet

Altman is up at the witness stand, and his testimony is underway. He is wearing a blue suit with a tie, and he’s answering question about his background. He said he was “always interested” in AI.

Taylor stepped down and exited the courtroom.

–Ashley Capoot

A lawyer for OpenAI, William Savitt, just finished asking Taylor questions. A lawyer for Musk is now kicking off Taylor’s cross-examination.

Savitt asked Taylor about Musk’s bid to acquire OpenAI last year, which Taylor said the board unanimously voted to reject. Taylor also answered questions about the OpenAI nonprofit’s work, including its work in life sciences and AI resilience.

Taylor said the nonprofit has not accelerated its charitable activity because of Musk’s lawsuit.

“Absolutely not,” Taylor testified.

–Ashley Capoot

Taylor is back on the witness stand, and proceedings are underway. He is wearing a charcoal grey suit with a grey tie.

Altman just walked into the courtroom, and he took a seat near his lawyers. He is resting his elbow on the arm of the wooden bench, and he looks relaxed.

–Ashley Capoot

While all eyes are on Altman, the company’s legal team has additional internal members on their witness list who are expected to take the stand on Wednesday.

According to filings, OpenAI’s remaining witnesses include Zico Kolter, an OpenAI Foundation board member and chair of the Safety and Security Committee at the ChatGPT maker, and Chief Futurist Josh Achiam.

Altman was called as a witness by OpenAI rather than Musk’s legal team. That means Musk’s legal team can cross-examine him and challenge his credibility or knowledge. But it also limits the scope of what Musk’s lawyers can ask Altman to only issues covered in his direct examination by defense counsel.

— Lora Kolodny

I just took my seat inside the courtroom. There’s a long line of reporters and members of the public that are still making their way through the doors.

Lawyers for Musk and OpenAI are also filing in. There’s no sign of any witnesses yet, including Taylor or Altman.

–Ashley Capoot

The House Oversight and Government Reform Committee sent Altman a letter on Friday seeking information about how OpenAI identifies and prevents conflicts of interest.

In the letter, Committee Chair Rep. James Comer said that Brockman holds stakes in two startups that Altman backs and holds a percentage of his family fund, which was disclosed “in litigation about the original nonprofit status of OpenAI.” Comer also mentioned OpenAI’s proposed investment in Helion, a nuclear fusion company that Altman personally invested in.

“These details further raise concerns to the Committee about potential conflicts of interest arising from your use of OpenAI to potentially bolster the value of other companies and startups which you hold a financial stake in,” the letter said.

Comer is requesting information about OpenAI’s audit committee, which handles conflicts of interest, and all relevant policies, past and present, for directors and officers at OpenAI.

Comer said he wants answers by no later than May 22.

–Ashley Capoot 

Taylor took the stand toward the end of Monday’s proceedings. He is the chairman of OpenAI’s board, a role he agreed to take on during the chaotic period where Altman was briefly ousted as CEO in 2023. Taylor said it was a rough few days for the company. 

“I would describe it as dire,” Taylor testified. “It felt like the organization might collapse if a resolution was not reached.”

Taylor also spoke about OpenAI’s corporate structure before and after its recapitalization last year. 

He said the new setup is a lot more straightforward for employees and investors, but that OpenAI’s nonprofit is still in control. Taylor added that some investors, including SoftBank and Thrive Capital, made their investments conditional on moving to the new structure.  

Taylor spoke very fast on Monday, and Judge Gonzalez Rogers repeatedly asked him to slow down to ensure the court reporter could transcribe everything he said. 

–Ashley Capoot 

Microsoft CEO Satya Nadella took the stand and testified on Monday.

The company has been one of OpenAI’s major backers since 2019, investing more than $13 billion into the startup. Musk named Microsoft as a defendant in the lawsuit, as he alleges the company aided and abetted OpenAI’s purported breach of charitable trust.

Nadella said Musk never contacted him with concerns that Microsoft’s investments in OpenAI were in violation of any special terms or commitments. 

He said on the stand that he was “very proud” that Microsoft took the risk to invest in OpenAI when “no one else was willing” to bet on the fledgling lab. 

Nadella also spoke about his recollection of the period where Altman was removed and reinstated as CEO of OpenAI in late 2023. He said his priority was maintaining continuity for Microsoft, and that he tried to seek out more information about what happened, which was largely unavailable. 

“It was sort of amateur city, as far as I’m concerned,” Nadella testified.

–Ashley Capoot