Brockman Testifies on Heated 2017 Dispute with Musk Over OpenAI's For-Profit Shift in Federal Trial

OpenAI President Greg Brockman testified in federal court on Tuesday that he feared Elon Musk might physically attack him during a heated August 2017 meeting at Musk's 47-acre, $23 million estate in Hillsborough, south of San Francisco. Brockman recounted how Musk stood up, stormed around the table, grabbed a painting of a Tesla presented by Ilya Sutskever, and declared he would cut off funding to the nonprofit until Brockman and Sutskever quit.

'I actually thought he was going to hit me, physically attack me,' Brockman said of Musk's actions.

The meeting focused on establishing a for-profit arm for OpenAI to attract billions in investor funding for compute, with Musk demanding control while Brockman and Sutskever proposed shared control to avoid a 'dictatorship' over AI development. Musk rejected the proposal after several minutes of deliberation, claiming he needed $80 billion to create a city on Mars and citing past experiences of lacking control.

Actor Amber Heard, Musk's then-girlfriend, served whiskey to the group before leaving with a friend.

The gathering occurred during an extremely intense two-month period in 2017, following an earlier meeting at Musk's self-described haunted mansion near San Francisco, where whiskey was also served and discussions about a for-profit entity felt celebratory.

Brockman said the team had 'an actual line of sight to achieving the mission' at that time. That night after the August confrontation, Shivon Zilis, Musk's chief of staff, called Brockman and Sutskever to say 'it’s not over' and that discussions of futures including them were possible.

Zilis, whom Brockman first met in 2012 or 2013, joined OpenAI’s board in 2020 and gave birth to Musk’s twins in 2021 via IVF, which she described to Brockman as entirely platonic with Musk. Brockman learned Musk was the father later through news articles; Zilis now shares four children with Musk.

Several board members wanted to remove Zilis, but Brockman and Sutskever convinced them to let her stay because she helped manage Musk’s frustrations with OpenAI, leading to a board vote.

Zilis left the board in 2023 after Musk launched xAI. Brockman also supported removing or partially recusing Quora CEO Adam D’Angelo from the board after he launched a competing chatbot in February 2023, following OpenAI's recent release of ChatGPT; D’Angelo remains on the board today.

Brockman supported removing AI safety researcher Helen Toner from the board; she resigned in 2023 after helping fire Sam Altman, which led to his reinstatement.

In early 2018, Musk left OpenAI after deeming it on a path of certain failure, according to an email he wrote. Musk donated roughly $38 million to OpenAI, which later created an $852 billion for-profit venture known for services such as ChatGPT and Codex. During the trial, Musk’s lawyers asked Brockman why he is worth $30 billion, implying he was driven by greed rather than building safe AI.

' referring to converting OpenAI to a for-profit entity. The trial, Musk v. Altman, is in its second week in Oakland federal court. Musk’s lawsuit alleges Brockman, Altman, and OpenAI violated the company’s charitable mission, seeking $150 billion in damages, removal of Altman from the board, and unraveling the for-profit structure adopted last year.

The jury could begin deliberating on an advisory ruling as soon as next week. Brockman wrapped his testimony on Tuesday, revealing the fiery meeting and subsequent efforts to remove several board members.

U.S. District Judge Yvonne Gonzalez Rogers ruled there was no specific compelling concern to cut off livestreaming of her testimony.