Microsoft and OpenAI sign new definitive agreement; OpenAI becomes PBC; Microsoft holds ~27% stake; $250B Azure commitment
October 28, 2025000
- OpenAI restructures for-profit arm into OpenAI Group PBC under oversight of nonprofit OpenAI Foundation
- Microsoft investment valued at ~$135B for ~27% as-converted diluted stake (down from prior ~32.5% as cited by Microsoft)
- Agreement extends Microsoft commercial rights to OpenAI products/models through 2032; preserves R&D access with specified timelines/conditions
- OpenAI commits to purchase an incremental $250 billion of Azure services over a multi-year period
- Microsoft’s prior right of first refusal to be OpenAI’s compute provider removed; OpenAI can work with other clouds, including for U.S. national security customers
- Deal introduces independent expert panel process to validate any AGI milestone that could alter agreement terms