Elon Musk Loses Lawsuit Against OpenAI; Judge Rules Suit Barred by Statute of Limitations
Key Takeaways
- ▸A federal jury unanimously ruled that Musk's lawsuit was filed too late under applicable statutes of limitations, without ruling on whether his allegations have merit
- ▸The judge immediately accepted the advisory verdict, effectively dismissing the case before trial on the substantive claims of breach of charitable trust and unjust enrichment
- ▸Musk plans to appeal, characterizing the decision as based on procedural timing rather than the core dispute over OpenAI's conversion from nonprofit to for-profit structure
Summary
A federal jury delivered a unanimous advisory verdict on Monday that Elon Musk's lawsuit against OpenAI was filed too late and is barred by applicable statutes of limitations. U.S. District Judge Yvonne Gonzalez Rogers immediately accepted the verdict. Musk had sued OpenAI in 2024, claiming that CEO Sam Altman and President Greg Brockman breached their charitable trust obligations by converting the company from a nonprofit to a for-profit structure—allegedly breaking promises they made when Musk donated $38 million to the company in its early years.
Musk brought two specific claims: breach of charitable trust (with a 3-year statute of limitations) and unjust enrichment (with a 2-year statute of limitations). The court determined that even if Musk discovered the alleged breach in 2022 as he claimed, both statutes of limitations had already expired. OpenAI argued that Musk should have had reason to discover the breach no later than 2017 when the for-profit subsidiary was first proposed, or 2019 when it was created with capped-profit terms and Microsoft's $1 billion investment.
Musk announced on X that he will appeal the decision, arguing that the ruling was based on a 'calendar technicality' rather than the merits of his case. The lawsuit had sought to unwind OpenAI's 2025 restructuring that converted its for-profit subsidiary into a public benefit corporation and to remove Altman and Brockman from their positions.
- Timeline was central to the case: Musk proposed the for-profit subsidiary in 2017, OpenAI created one in 2019 with Microsoft funding, but Musk testified he didn't discover the alleged breach until 2022
