OpenAI made it harder to fire Sam Altman

"Bylaws adopted by OpenAI in October 2025 allow the CEO to remain at the helm so long as he or she has at least one-third support from the for-profit entity's board, according to an analysis of the bylaws by Musk's expert witness conducted in November 2025, the documents said. "Under the new Bylaws, a supermajority of the PBC's nonemployee directors is now needed to fire the CEO," said an excerpt of the analysis by Columbia law professor David M. Schizer, who took the witness stand last week."

"Under OpenAI's previous structure, the nonprofit board required a simple majority, or over 50%, to agree to remove the CEO, Schizer said in the report. OpenAI didn't respond to a request for comment. The new structure emerges as Altman prepares to take the stand to defend against Elon Musk's allegation that he and other OpenAI cofounders improperly converted OpenAI to a for-profit entity."

"The trial has unearthed testimony from a range of executives and directors who were involved in Altman's surprise 2023 firing, a period employees now refer to as "the blip" because he was quickly reinstated within days. Former board members told jurors last week they fired Altman in part because they were concerned he was pushing products out without their knowledge and bypassing the nonprofit's AI safety protocols."

"Musk claims he donated $38 million to the original nonprofit entity because of false promises that it would remain an organization dedicated to developing AI for the benefit of humanity, not for personal gain. Back in 2023, four out of six board members agreed to the leadership change, citing his lack of candor in his comm"

OpenAI’s 2025 transition to a for-profit structure changed governance rules governing CEO removal. New bylaws adopted in October 2025 allow the CEO to remain in place if at least one-third of the for-profit entity’s board supports the CEO. Musk’s expert witness analyzed the bylaws and stated that a supermajority of the PBC’s nonemployee directors is now required to fire the CEO. Under the prior structure, the nonprofit board needed a simple majority, over 50%, to remove the CEO. The change is tied to ongoing legal proceedings involving Sam Altman and allegations about converting OpenAI to a for-profit entity, including testimony about the 2023 firing and reinstatement.

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