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Who Owns ChatGPT and OpenAI? Microsoft's Stake Explained (2026)

Verified ·7 min read

ChatGPT is owned by OpenAI. Since a recapitalization that closed on October 28, 2025, the business has been OpenAI Group PBC, a public benefit corporation controlled by the nonprofit OpenAI Foundation. When the deal closed, the Foundation held about 26%, Microsoft about 27%, and current and former employees and other investors about 47%.

OpenAI is still private. Later funding rounds have diluted those percentages: Microsoft's own annual report puts its stake at about 25% as of June 30, 2026. OpenAI said on June 8, 2026 that it had confidentially submitted a draft S-1 to the SEC, but no listing has been announced.

OpenAI ownership at a glance

HolderStake at the October 2025 recapitalizationLater disclosures
OpenAI Foundation (nonprofit)About 26% (valued at about $130B then), plus a warrant for more shares if the share price rises more than tenfold over 15 yearsControls OpenAI Group PBC. No updated percentage published
MicrosoftAbout 27% as-converted diluted (about $135B then), down from about 32.5% of the old for-profitAbout 25% on an as-converted basis as of June 30, 2026, per Microsoft's fiscal 2026 Form 10-K
Employees and other investorsAbout 47%Includes investors in the March 2026 round, such as Amazon, Nvidia and SoftBank. No updated split published

These percentages are snapshots. OpenAI hasn't published an updated cap table. Exact holdings will only be public if OpenAI files a public S-1, which must list owners of 5% or more.

How OpenAI's structure works now

  • OpenAI Foundation: the nonprofit at the top. It controls the for-profit company and appoints its board. It holds equity in OpenAI Group PBC, which makes it one of the best-funded philanthropies, and it said it would direct an initial $25 billion toward health research and AI resilience.
  • OpenAI Group PBC: the for-profit public benefit corporation that builds and sells ChatGPT, Codex and the OpenAI API. Unlike the old capped-profit setup, it has ordinary equity, so investors and employees hold normal shares.
  • Public benefit corporation: like Anthropic, the PBC must weigh its stated mission alongside shareholders' financial interests.

How the structure evolved

YearChange
2015OpenAI founded as a nonprofit research lab. Commonly listed co-founders include Sam Altman, Greg Brockman, Ilya Sutskever and Elon Musk, among others
2019A capped-profit subsidiary is created so OpenAI can raise outside money. Microsoft's partnership begins the same year
2023Microsoft expands its investment. Microsoft's filings show $13B in total funding commitments
October 28, 2025Recapitalization: the nonprofit becomes the OpenAI Foundation and the for-profit becomes OpenAI Group PBC. The process followed close to a year of review by the California and Delaware Attorneys General
March 31, 2026OpenAI closes a $122B round at an $852B post-money valuation
April 27, 2026Microsoft and OpenAI amend their partnership again
May 18, 2026A federal jury rejects Elon Musk's lawsuit against OpenAI as filed too late (reporting)
June 8, 2026OpenAI announces it has confidentially submitted a draft S-1

Before and after the 2025 recapitalization

Before October 2025After October 28, 2025
Top entityOpenAI nonprofitOpenAI Foundation (the same nonprofit, renamed)
Commercial companyCapped-profit subsidiaryOpenAI Group PBC, a public benefit corporation
Investor returnsCapped at a multiple of the amount investedOrdinary equity with no cap
Nonprofit's economic interestControl, plus residual value above the capsControl, plus about 26% of the equity and a warrant
Microsoft's positionAbout 32.5% of the for-profitAbout 27%, later diluted to about 25%

The practical effect is that OpenAI can now raise money like a normal company, which made the $122B round and a possible IPO feasible, while the nonprofit keeps formal control.

How much of OpenAI does Microsoft own?

When the recapitalization closed, Microsoft and OpenAI both said Microsoft held about 27% of OpenAI Group PBC on an as-converted diluted basis, worth about $135 billion at the time. Before the deal it held about 32.5% of the old for-profit entity.

Microsoft's fiscal 2026 annual report (Form 10-K, year ended June 30, 2026) is the most recent official figure. It says Microsoft has an equity-method investment that “represents an approximate 25% interest on an as-converted basis,” and that its proportionate ownership decreased because of the recapitalization “and other funding activity.”

  • Money committed and funded: Microsoft has made total funding commitments of $13.0B, of which $11.9B had been funded as of June 30, 2026.
  • Gains: Microsoft recorded $6.5B of net gains from its OpenAI investments in fiscal 2026, mainly a dilution gain from the recapitalization.
  • Revenue from OpenAI: Microsoft reported $24.1B of fiscal 2026 revenue from commercial arrangements with OpenAI, including revenue-sharing payments, and $6.0B of receivables from OpenAI at June 30, 2026.
  • Accounting: OpenAI is a related party for Microsoft, and Microsoft uses the hypothetical liquidation at book value method because OpenAI's liquidation rights differ from the ownership percentages.

The partnership terms that matter

Under the October 2025 agreement, Microsoft's rights to OpenAI's models and products run through 2032 and cover post-AGI models, an independent expert panel must verify any AGI declaration, OpenAI committed to buy an additional $250B of Azure services, and Microsoft gave up its right of first refusal to be OpenAI's compute provider.

Microsoft's 10-K says the partnership was extended again in April 2026. OpenAI announced the amendment on April 27, 2026. According to coverage of the amendment, Azure stays OpenAI's primary cloud but OpenAI can serve its products through any cloud provider, Microsoft's license to OpenAI's IP through 2032 becomes non-exclusive, and OpenAI's revenue share to Microsoft continues until 2030 with a cap. Microsoft remains a major shareholder either way.

Other major investors

On March 31, 2026, OpenAI closed a $122 billion round at an $852 billion post-money valuation, above its original $110B target. The largest commitments were:

InvestorWhat has been disclosed or reported
AmazonOfficial: $50B, with $15B first and $35B to follow once certain conditions are met. Part of a multi-year partnership that brings OpenAI models to Amazon Bedrock and gives OpenAI access to Trainium chips
NvidiaReporting: $30B commitment in the March 2026 round
SoftBankReporting: $30B commitment; described as a co-lead
OthersReporting: Andreessen Horowitz, D. E. Shaw Ventures, MGX, TPG and accounts advised by T. Rowe Price, among others. More than $3B came from individual investors through bank channels, a first for OpenAI

OpenAI hasn't published each investor's resulting percentage. Reporting on Amazon's later filings suggests Amazon funded the full $50B during 2026, but Amazon hasn't stated its ownership percentage, so treat any figure you see as an estimate.

Amazon is now an investor in both OpenAI and Anthropic, and Microsoft and Nvidia have also invested in both. Big cloud and chip companies tend to back several model makers at once. See who owns Anthropic for the other side.

Who runs OpenAI?

PersonRole (as of October 2026)
Sam AltmanCEO and co-founder
Greg BrockmanPresident and co-founder. Oversaw product strategy during Fidji Simo's medical leave
Sarah FriarCFO
Fidji SimoFormer CEO of Applications. Moved to a part-time advisory role in July 2026 after a longer medical leave than expected (TechCrunch)

OpenAI announced several leadership changes in 2026, and TechCrunch reported in July that no successor to Simo had been named. Check OpenAI's own pages before relying on any title above. The OpenAI Foundation's board, which controls the company, is separate from the executive team; Sam Altman sits on it.

Does Elon Musk own part of OpenAI?

No. Musk was an early co-founder and donor to the nonprofit, but he left its board in 2018 and holds no reported equity in OpenAI Group PBC. He sued OpenAI in 2024 over its move toward a for-profit structure. On May 18, 2026, a federal jury in Oakland found that his claims were filed too late, according to Reuters and Al Jazeera reporting. His lawyers said they would appeal.

Is OpenAI a public company?

No. You can't buy OpenAI shares on a stock exchange. On June 8, 2026, OpenAI said it had recently submitted a confidential draft S-1, about a week after Anthropic did the same. It said no timing had been decided. Neither company had a public S-1 or a listing date as of October 17, 2026.

  • Microsoft (MSFT) is the most direct public-market exposure to OpenAI, but OpenAI is a small part of Microsoft's overall value.
  • Amazon, Nvidia and SoftBank also hold stakes from the 2026 round.
  • Be careful with “pre-IPO OpenAI shares” sold through unofficial channels. OpenAI's IPO announcement states it is not an offer to sell securities.

What to watch next

  • A public S-1 on SEC EDGAR. It would show the first official ownership table since the recapitalization, including the Foundation's, Microsoft's and Amazon's exact stakes.
  • Microsoft's quarterly filings. Each 10-Q restates Microsoft's approximate interest, so it is the easiest official way to track dilution.
  • The Musk appeal. His lawyers said they would appeal the May 2026 verdict.

Common misconceptions

  • “Microsoft owns OpenAI.” No. Microsoft is the largest disclosed outside shareholder at about 25%, but the nonprofit Foundation controls the company.
  • “OpenAI is still a nonprofit.” Partly. The parent is a nonprofit foundation, but ChatGPT is sold by a for-profit PBC with ordinary shares.
  • “OpenAI is a capped-profit company.” Not any more. The capped-profit structure was replaced in October 2025.
  • “ChatGPT and OpenAI are different companies.” ChatGPT is a product. OpenAI Group PBC makes and sells it.

Does ownership affect ChatGPT prices or your data?

Not directly. ChatGPT prices and data policies are set by OpenAI's plans and terms. If you use OpenAI models through Microsoft's Azure or Amazon Bedrock, those providers' terms apply to that channel instead.

Using ChatGPT and Codex for less

See ChatGPT pricing, OpenAI API pricing and Codex pricing. For free routes, read Is Codex free?. For credits, see the ChatGPT Plus student offer, Codex credits for students and OpenAI for Startups.

Frequently asked questions

›Who owns ChatGPT?

OpenAI owns it. Its business is OpenAI Group PBC, which the nonprofit OpenAI Foundation controls. At the October 2025 recapitalization the Foundation held about 26%, Microsoft about 27%, and employees and investors about 47%.

›Does Microsoft own OpenAI?

No. Microsoft is a large minority shareholder, with about 27% at the October 2025 recapitalization and about 25% as of June 30, 2026, according to its annual report. The nonprofit OpenAI Foundation controls the company.

›How much of OpenAI does Microsoft own in 2026?

About 25% on an as-converted basis as of June 30, 2026, according to Microsoft's fiscal 2026 Form 10-K. It was about 27% when the recapitalization closed in October 2025.

›Who controls OpenAI?

The nonprofit OpenAI Foundation. It controls OpenAI Group PBC and appoints its board, even though outside investors and employees hold most of the shares.

›Is Amazon an investor in OpenAI?

Yes. Amazon announced a $50 billion investment in February 2026, with $15 billion first and $35 billion to follow once certain conditions were met. It is also a major investor in Anthropic.

›Who is the CEO of OpenAI?

Sam Altman, a co-founder, is CEO. Greg Brockman is President and Sarah Friar is CFO.

›What is OpenAI worth?

Its last private round, the $122 billion raise that closed on March 31, 2026, valued OpenAI at $852 billion post-money. There is no public market value because OpenAI is not listed.

›Does Elon Musk own part of OpenAI?

No. He co-founded and funded the original nonprofit but left in 2018 and holds no reported equity. A jury rejected his lawsuit against OpenAI in May 2026, and his lawyers said they would appeal.

›Can I buy OpenAI stock?

Not on a public exchange as of October 17, 2026. OpenAI said in June 2026 that it had confidentially submitted a draft S-1, but it hasn't announced a listing date or ticker.

Sources

Checked against these pages on Oct 17, 2026. Providers change offers often: always confirm on the official page before you rely on it.

  1. Official: OpenAI - Our structure(openai.com)
  2. Official: OpenAI - Built to benefit everyone (updated structure)(openai.com)
  3. Official: Microsoft - The next chapter of the Microsoft-OpenAI partnership(blogs.microsoft.com)
  4. Official: Microsoft Form 10-K, fiscal 2026 (SEC)(www.sec.gov)
  5. Official: OpenAI - The next phase of the Microsoft partnership(openai.com)
  6. Official: OpenAI submits confidential S-1(openai.com)
  7. Official: Amazon - OpenAI and Amazon partnership explained(aboutamazon.com)
  8. Reporting: Bloomberg - OpenAI gives Microsoft 27% stake(www.bloomberg.com)
  9. Reporting: Bloomberg Law - OpenAI valued at $852B after $122B round(news.bloomberglaw.com)
  10. Reporting: TechCrunch - Fidji Simo steps down from OpenAI's No. 2 role(techcrunch.com)
  11. Reporting: Al Jazeera - Elon Musk loses US lawsuit against OpenAI(www.aljazeera.com)