OpenAI looks to shift away from nonprofit roots and convert itself to for-profit company

OpenAI's history as a nonprofit research institute that also sells commercial products like ChatGPT may be coming to an end as the San Francisco company looks to more fully convert itself into a for-profit corporation accountable to shareholders.

The company’s board is considering a decision that would change the company into a public benefit corporation, according to a source familiar with the discussions who wasn’t authorized to speak publicly about them.

While OpenAI already has a for-profit division, where most of its staff works, it is controlled by a nonprofit board of directors whose mission is to help humanity. That would change if the company converts the core of its structure to a public benefit corporation, which is a type of corporate entity that is supposed to help society as well as turn a profit.

No final decision has been made by the board and the timing of the shift hasn’t been determined, the source said.

OpenAI’s CEO Sam Altman acknowledged in public remarks Thursday that the company is thinking about restructuring but said the departures of key executives the day before weren’t related.

Speaking at a tech conference in Italy, Sam Altman mentioned that OpenAI has been considering an overhaul to get to the "next stage." But he said it was not connected to the Wednesday resignations of Chief Technology Officer Mira Murati and two other top leaders.

“OpenAI will be stronger for it as we are for all of our transitions,” Altman told the Italian Tech Week event in Turin. “I saw some stuff that this was, like, related to a restructure. That’s totally not true. Most of the stuff I saw was also just totally wrong,” he said without any more specificity.

“But we have been thinking about (a restructuring),” he added. OpenAI's board has been considering a revamp for a year as it tries to figure out what's needed to “get to our next stage."

OpenAI said Thursday that it will still retain a nonprofit arm.

“We remain focused on building AI that benefits everyone and as we’ve previously shared we’re working with our board to ensure that we’re best positioned to succeed in our mission,” it said in a written statement. “The nonprofit is core to our mission and will continue to exist.”

The resignations of Murati, Chief Research Officer Bob McGrew and another research leader, Barret Zoph, were “just about people being ready for new chapters of their lives and a new generation of leadership,” Altman said.

The exits were the latest in a string of recent high-profile departures that also include the resignations of OpenAI co-founder Ilya Sutskever and safety team leader Jan Leike in May. In a statement, Leike had leveled criticism at OpenAI for letting safety “take a backseat to shiny products.”

Much of the conflict at OpenAI has been rooted in its unusual governance structure. Founded as a nonprofit with a mission to safely build futuristic AI to help humanity, it is now a fast-growing big business still controlled by a nonprofit board bound to its original mission.

This unique structure made it possible for four OpenAI board members — Sutskever, two outside tech entrepreneurs and an academic — to briefly oust Altman last November in what was later described as a dispute over a “significant breakdown in trust” between the board and top executives. But with help from a powerful backer, Microsoft, Altman was brought back to the CEO role days later and a new board replaced the old one. OpenAI also put Altman back on the board of directors in May.