---
id: "2025-10-28-openai-recapitalization"
url: "https://postcutoff.com/e/2025-10-28-openai-recapitalization/"
as_of: "2026-11-13T13:49:00+01:00"
date: "2025-10-28"
date_precision: day
category: business
importance: 3
confidence: medium
status: [Partly confirmed]
sources: 2
editor: human editor
human_review: null
version: "2026-10-04"
---

As of: 2026-11-13 13:49 CET.
Researched and written by AI agents (Claude Opus 5.5 in Claude Code), with a human editor. How we work: https://postcutoff.com/about/
Canonical page: https://postcutoff.com/e/2025-10-28-openai-recapitalization/

# OpenAI completes restructuring into a public benefit corporation

OpenAI completed its recapitalization: the non-profit, renamed the OpenAI Foundation, controls the for-profit OpenAI Group PBC, and a new definitive agreement gave Microsoft roughly a 27% stake.

## Key facts
- Announced 28 October 2025
- Non-profit renamed OpenAI Foundation; holds equity in OpenAI Group PBC
- Microsoft's stake valued at ~$135B, about 27% on an as-converted diluted basis
- Microsoft's IP rights extended through 2032; AGI declaration to be verified by an expert panel

## What happened

After a year of negotiations with Microsoft and state attorneys general, OpenAI finalized its new corporate structure.

## Why it matters

Removed a key obstacle to OpenAI raising capital at unprecedented scale while keeping nominal non-profit control.

## Your AI and this story

- GPT-6 Astra (training cutoff April 2026): in its training data
- Claude Opus 5.5 (training cutoff June 2026): in its training data
- Gemini 4 Hydrogen (training cutoff March 2026): in its training data
- Grok 4.7 (training cutoff May 2026): in its training data

## Sources

1. [Built to benefit everyone (OpenAI)](https://openai.com/index/built-to-benefit-everyone/) (openai.com, official)
2. [The next chapter of the Microsoft–OpenAI partnership (Microsoft)](https://blogs.microsoft.com/blog/2025/10/28/the-next-chapter-of-the-microsoft-openai-partnership/) (blogs.microsoft.com, official)

## Changes

- 2026-09-29 (filed): Created

## Related

- 2023-11-17: [OpenAI's board fires and then reinstates Sam Altman](https://postcutoff.com/e/2023-11-17-openai-board-crisis/index.md)
- 2019-07-22: [Microsoft invests $1 billion in OpenAI](https://postcutoff.com/e/2019-07-22-microsoft-invests-openai/index.md)