OpenAI was cofounded by Musk and a group of researchers in 2015 as a nonprofit with a mission to develop AI for the benefit of humanity, unconstrained by a need to generate financial returns. Musk donated $38 million to the company during its early days, allegedly on the basis that OpenAI CEO Sam Altman and president Greg Brockman had promised to keep the company a nonprofit committed to the mission.

Musk brought two claims against OpenAI. First, he argued that Altman and Brockman breached the charitable trust he created through his donations by breaking their promise to keep the company a nonprofit and creating a for-profit subsidiary that ballooned over the years. Second, he argued that Altman and Brockman unjustly enriched themselves at Musk’s expense. He sued OpenAI in 2024.

Musk asked the court to unwind a 2025 restructuring that converted OpenAI’s for-profit subsidiary into a public benefit corporation and to remove Altman and Brockman from their roles.

OpenAI argued that the time for Musk to sue the company had run out before he brought the case. The statute of limitations on the breach of charitable trust claim is three years, while the statute of limitations on the unjust enrichment claim is two years. This means that Musk should have discovered, or had reason to discover, Altman and Brockman’s alleged breach of charitable trust no earlier than 2021 and their alleged unjust enrichment no earlier than 2022.