OpenAI Restructures; Microsoft Posts $3.1B Charge

OpenAI completed a recapitalization that reorganized its commercial arm as OpenAI Group PBC, with a nonprofit OpenAI Foundation holding roughly a 26–27% stake in the for‑profit entity. Microsoft now owns roughly 27% of the for‑profit, and disclosed a $3.1 billion equity‑method charge to Q1 net income that reduced EPS by about $0.41; SEC disclosures and analyst read‑throughs imply OpenAI recorded roughly $11.5 billion in losses in the quarter. The new agreement formalizes ownership and IP terms — including extended Microsoft IP/model rights through 2032 — obliges OpenAI to substantial incremental Azure purchases (reported at $250 billion), and removes Microsoft’s blanket right of first refusal so OpenAI can pursue other compute partners. Governance changes replace OpenAI’s sole authority to declare achievement of AGI with independent expert verification, while the deal also allows Microsoft to pursue AGI separately. OpenAI says the Foundation will direct about $25 billion toward health research and AI‑resilience work, but critics warn the restructuring may trade regulatory guardrails for greater access to capital as OpenAI prepares for future fundraising and a potential public listing.