Shivon Zilis Testifies in Musk Lawsuit Against OpenAI

Shivon Zilis testified on Wednesday in the federal trial of Elon Musk's lawsuit against OpenAI, detailing her central role as a liaison between Musk and the company's leaders during critical discussions about its future structure between 2017 and 2018.

Zilis, who served on OpenAI's board from 2020 to 2023 after first advising the organization in 2016, described extensive talks among Musk, Sam Altman, Greg Brockman and Ilya Sutskever about for-profit options to address funding needs. She said the group discussed possibilities including developing a for-profit corporation, Tesla absorbing OpenAI, or granting Musk a majority stake, but testified that they never discussed replacing the nonprofit entirely with a for-profit entity.

Musk, who co-founded OpenAI in 2015 and left its board in 2018, alleges the company breached its charitable mission by shifting to a profit-oriented model, unjustly enriching its leaders. He seeks to force OpenAI to revert to a nonprofit structure, remove Altman and Brockman from their positions, and secure $134 billion in damages for the nonprofit arm.

OpenAI has denied the claims, stating Musk at times pushed for a for-profit subsidiary and later sued after failing to gain full control.

Evidence presented in court showed Zilis continued acting as a conduit for Musk even after he departed OpenAI's board and halted funding. In a February 2018 text message to Musk, she asked whether she should remain close with the OpenAI team or begin to disassociate as recruitment plans emerged.

Musk replied that she should stay "close and friendly" while the pair actively tried to move three or four people from OpenAI to Tesla, with more expected to join over time without active recruitment. " OpenAI has alleged that Zilis, while on its board, knew Musk planned to launch a rival before it was public.

At one point Musk wanted OpenAI to join Tesla and offered Altman a board seat at the electric vehicle maker. She said Musk considered creating an AI lab within Tesla that would compete directly with OpenAI and potentially Google's DeepMind, though that lab never materialized.

Instead Musk founded xAI in 2023, later merging it with SpaceX and referring to it as SpacexAI. " Musk responded by directing her to remain engaged while planning recruitment. She testified their initial contact was a "one-off" romantic encounter that developed into friendship and later professional collaboration across Tesla, Neuralink and xAI.

In late 2020 Musk offered to father her children, telling her he was encouraging those around him to have kids. Their twins were born via IVF in 2021 under a confidentiality agreement that kept his role secret even from Zilis's father. The pair later had two more children together and live together when traveling, with Musk visiting them in Austin, Texas.

Greg Brockman testified earlier in the trial that Zilis had described her relationship with Musk as "platonic," allowing her to remain on the board. Brockman said he was unaware of their personal relationship until later. Zilis voted in favor of OpenAI's $10 billion investment from Microsoft, a move Musk heavily criticized.

Zilis said her views on OpenAI shifted after Musk's criticism of that deal and Microsoft CEO Satya Nadella's role in restoring Altman as CEO following his brief ouster in 2023. " The trial, which could reshape the AI industry if Musk prevails, is expected to continue with potential testimony from Altman, Nadella and others.