Background: Musk vs. Ultraman OpenAI's three locks, originally intended to constrain itself, have all been removed

According to Dynamic Beating monitoring, when OpenAI transitioned from a pure non-profit to a "limited-profit" structure in 2019, it set up three layers of protection: profit cap, AGI-triggered termination clause, and Microsoft exclusivity. By the day of the Musk trial, all three had been rewritten or canceled. This is at the core of Musk's lawsuit: OpenAI systematically dismantled the non-profit commitments it had made to its donors.

Profit Cap: In 2019, it was stipulated that investor returns should not exceed 100 times the amount invested, with any excess going back to non-profit use. This was canceled in May 2025 when transitioning to a PBC, replaced with common stock and unlimited returns. An employee memo from Altman stated that the "limited-profit" structure was reasonable when there was only one AGI company, but "no longer applicable" in a multi-competitive environment. The previous $6.6 billion funding round was predicated on removing the cap.

AGI Trigger: The 2019 agreement stated that upon OpenAI's board determining the achievement of AGI, the Microsoft commercial license would automatically terminate. The October 2025 PBC transition agreement revised this: AGI determination would now be verified by an independent expert group, Microsoft's IP license extended until 2032, explicitly covering post-AGI models, and Microsoft was granted independent pursuit of AGI. The original "achievement equals termination" was changed to "continue after achievement."

Exclusivity and Revenue Share: Previously, Microsoft had exclusive OpenAI IP licensing, with revenue sharing continuing until AGI was recognized. A revision on April 27 removed the exclusivity, fixed revenue sharing until 2030, decoupled from "OpenAI technical progress," and no longer linked any commercial term changes to AGI achievement.

The three revisions were completed in May and October 2025 and on April 27, 2026. The final revision was conveniently announced on the day of jury selection. Musk's side will argue that this was a deliberate dismantling of protection mechanisms, while OpenAI's side will argue that these were necessary adjustments in a competitive landscape.