Elon Musk says OpenAI betrayed him, clashes with company's attorney over questioning during trial

Elon Musk returned to the witness stand Wednesday in Oakland federal court for a second day of testimony in his case against OpenAI, detailing his shift from being an enthusiastic supporter of the nonprofit to feeling betrayed. He also clashed repeatedly with OpenAI's attorney over questions that Musk believed were unfair.

He said his feelings towards OpenAI CEO Sam Altman and President Greg Brockman shifted from a "phase one" of support, "phase two" of doubts, and finally "phase three, where I'm sure they're looting the nonprofit. We're currently in phase three," Musk said with a chuckle.

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Read more: OpenAI trial begins with Elon Musk claiming company leaders ‘stole a charity'

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Also: Elon Musk vs. OpenAI trial attracts media and anti-AI protests to Oakland

Musk said he was a "fool" for giving OpenAI "$38 million of essentially free funding to create what would become an $800 billion company," of which he has no equity stake.

In his 2024 lawsuit, Musk alleged breach of charitable trust and unjust enrichment, arguing OpenAI abandoned its original nonprofit mission to benefit humanity to pursue financial gain. OpenAI's lawyer William Savitt argued Tuesday during his opening statement that the nonprofit entity remains in control of the for-profit public benefit corporation and is now one of the most well-funded nonprofits in the world.

Musk is seeking to oust Altman from OpenAI's board and upwards of $134 billion in damages, which he said would be used to fund OpenAI's nonprofit mission.

During cross-examination, Savitt clashed with Musk over questioning. Savitt asked whether Musk had contributed $38 million to OpenAI, rather than the $100 million that he later claimed to have invested on X. Musk said he also contributed his reputation to the company and came up with the idea for the name, leading Savitt to ask Musk to respond yes or no to "simple" questions.

"Your questions are not simple. They're designed to trick me, essentially," Musk said, adding that he had to elaborate or it would mislead the jury.

He compared Savitt's questions to asking, "have you stopped beating your wife?"

Judge Yvonne Gonzalez Rogers intervened, leading Musk to answer yes to the $38 million investment amount.

The world's richest man said his doubts grew and by late 2022, he thought "wait a second, these guys are betraying their promise. They're breaking the deal."

"I started to lose confidence that they were telling me the truth," Musk said.

A turning point was co-defendent Microsoft's investment of billions of dollars into OpenAI, Musk said. On October 23, 2022, Musk texted Altman that he was "disturbed" to see OpenAI's valuation of $20 billion in the wake of the Microsoft deal.

Musk called the deal a "bait and switch," since a nonprofit doesn't have a valuation. OpenAI had "for all intents and purposes" become primarily a for-profit company, Musk argued.

Altman responded to Musk by text that "I agree this feels bad," saying that OpenAI had previously offered equity in the company but Musk hadn't wanted it at the time. Altman said the company was happy to offer equity in the future.

Musk said it "didn't seem to make sense to me" to hold equity in what should be a nonprofit.

Musk also testified about his relationship with Shivon Zilis, who was a member of OpenAI's board between 2020 and 2023 and a potential witness in the case.

On Tuesday, he called Zilis his "chief of staff" at Musk's startup Neuralink. On Wednesday, Musk said, "We live together and she's the mother of four of my children," and said her title at Neuralink was more accurately described as "senior advisor."

Musk said he wasn't aware of Zilis sharing any sensitive information to him about OpenAI.

Later Wednesday, Savitt cited a 2018 text from Zilis to Musk, asking him whether she should "stay close and friendly" to OpenAI to "keep info flowing" to him as Musk, which he agreed to. He added that "we are going to actively try to move three or four people from OpenAI to Tesla" with more joining later without Tesla actively recruiting them. (There are no reports that such job changes occurred in 2018, and OpenAI hired a Tesla software executive last year.)

In a separate email exchange with a Neuralink employee while he was still a board member at OpenAI, Musk authorized his startup to approach OpenAI workers about switching jobs to Neuralink. Savitt asked whether Musk had a responsibility as an OpenAI board member to have its best interests in mind. Musk said California labor laws meant that he could not restrict OpenAI employees from changing jobs, and Neuralink had the right to try to hire them. "It's a free country," Musk said.

He said he left OpenAI's board in 2018 because his obligations to SpaceX and Tesla were too much. "I had to make sure, essentially, that Tesla survived," Musk said.

Amid intense public interest in the case, multiple attendees have been caught recording and taking pictures inside the courthouse, which is prohibited. A person on Monday was found recording the broadcast in the overflow room, and another woman was admonished by Judge Gonzalez Rogers on Wednesday morning for recording the previous day. The woman said she was dyslexic and hadn't seen the multiple signs that state recording is banned. Gonzalez Rogers also said someone tried to get footage of Musk outside the courtroom during a break on Wednesday.

For the second day in a row, Gonzalez Rogers threatened to shut down the overflow room if another recording incident occurred. A court staff member also warned the roughly 100 people in the room not to record, saying there were U.S. Marshals present who would confiscate phones and eject those who did so.

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