OpenAI is giving its long-time backer Microsoft Corp. a 27% stake as part of a restructuring plan that took nearly a year to negotiate. That removes a major uncertainty for both companies and clears the path for the ChatGPT maker to become a for-profit business.
According to the revised Microsoft-OpenAI deal, Microsoft will get a stake in OpenAI worth about $135 billion. That gives Microsoft access to OpenAI’s technology until 2032, including AI models that may achieve Artificial General Intelligence (AGI) by then.
Sam Altman, OpenAI’s co-founder and chief executive officer, is not getting a stake in the newly restructured company, according to OpenAI. Microsoft shares jumped as much as 4.2% to $553.72 apiece, ascribing the company a market capitalisation of over $4 trillion.
“OpenAI has completed recapitalization, simplifying its corporate structure,” Bret Taylor, chairman of the non-profit OpenAI Foundation, said in a blog on Tuesday. “The non-profit remains in control of the for-profit, and now has a direct path to major resources before AGI arrives.”
OpenAI Foundation will receive an equity stake worth roughly $130 billion as part of its corporate restructuring.
Microsoft-OpenAI deal
OpenAI had spent much of 2025 working to restructure as a more traditional for-profit company. Microsoft, which backed OpenAI with some $13.75 billion, was the biggest holdout among the ChatGPT maker’s investors.
Many on Wall Street had cited the changing OpenAI relationship as a serious point of uncertainty for the software maker.
Microsoft keeping OpenAI’s intellectual-property rights for both products and AI models through 2032 “is the most important aspect” of the revised deal, said Anurag Rana, an analyst at Bloomberg Intelligence. “Microsoft is using either OpenAI or Anthropic in its Copilot products as it develops its own.”
A major sticking point in the months-long negotiations for the Microsoft-OpenAI deal was what happens when the ChatGPT creator achieves AGI—AI that outperforms humans at most economically useful tasks. Under the new agreement, the threshold must be verified by an “independent expert panel”. Once achieved, Microsoft will no longer get a cut of OpenAI’s revenue.
OpenAI Restructuring
Microsoft is also losing its right of first refusal on new cloud business from OpenAI. Azure had long been OpenAI’s exclusive provider, but Microsoft began allowing it to seek out services from other vendors like Oracle Corp. as long as it had an option to the business first. OpenAI will make an additional $250 billion commitment to Azure.
OpenAI’s restructuring plans had faced other complications — including regulatory scrutiny and a lawsuit filed by Elon Musk, who accused the startup of defrauding investors about its commitment to its charitable mission.
Microsoft’s access to OpenAI’s technology will not include hardware, the companies said. OpenAI will also have the ability to “jointly develop some products with third parties”.
