Former OpenAI board member says Elon Musk offered her sperm donations

OAKLAND, Calif. — In a high-stakes federal trial centered on Elon Musk’s legal challenge to OpenAI’s shift to a for-profit business model, former OpenAI board member Shivon Zilis has publicly opened up for the first time about how her longstanding professional connection with Musk evolved into a personal arrangement that resulted in her welcoming four of his children. Zilis spent hours testifying Wednesday in a California federal courtroom, where her testimony addressed two core threads of the case: her early involvement in OpenAI’s corporate structure discussions, and the personal details of her relationship with Musk that have sparked conflict-of-interest questions from OpenAI’s legal team.\n\nA seasoned Silicon Valley venture capitalist with more than 15 years of industry experience, Zilis has held senior leadership roles at two of Musk’s flagship ventures: electric automaker Tesla and neurotechnology startup Neuralink. She joined OpenAI as an advisor shortly after the research lab launched in 2016, a role that first brought her into regular working contact with Musk, one of OpenAI’s original co-founders. She would later go on to serve as a member of OpenAI’s board of directors from 2020 until 2023, making her one of the most critical witnesses in Musk’s current lawsuit seeking to overturn the company’s transition away from its original non-profit structure.\n\nDuring her testimony, Zilis laid out the origin of her parenting arrangement with Musk, explaining that longstanding health challenges had altered her original plan to build a family through a traditional romantic marriage. “I still really wanted to be a mum and Elon made the offer around that time and I accepted,” she told the court, noting that Musk extended the offer to donate sperm in 2020. At the time, Zilis said, Musk was openly encouraging people in his inner circle to have more children, and had noticed she had not yet started a family. She clarified that the pair only had a brief, one-off romantic connection roughly a decade earlier, and were not involved romantically when Musk made the paternity offer in 2020.\n\nZilis told the court that the original agreement between she and Musk called for his paternity to remain strictly confidential, with Musk not initially planned to take an active parenting role. Today, however, she said Musk is a fully engaged father to their four children, and the group spends several hours together as a family each week. This confidentiality agreement, Zilis explained, is why she did not disclose to OpenAI CEO Sam Altman that the twins she gave birth to in 2021 were fathered by Musk. She only informed Altman of the paternity a year later, when she learned a Business Insider report revealing the relationship was upcoming. Despite the undisclosed connection, Zilis testified that Altman and OpenAI President Greg Brockman asked her to remain on the company’s board, and the trio remained on friendly terms until 2023. Brockman confirmed this trust in Zilis earlier this week, telling reporters \”We trusted her to keep the Elon conflict under control.\”\n\nBeyond personal revelations, Zilis’s testimony also shed new light on the years of internal negotiations that led to OpenAI’s break with Musk and its eventual shift to for-profit status. Court documents presented during the trial show that as early as 2017, OpenAI’s leadership recognized the company would need to transition away from pure non-profit status to raise the billions of dollars in capital required to scale its cutting-edge AI research. Brockman and co-founder Ilya Sutskever pushed for the company to re-incorporate as a B Corp, a mission-driven for-profit structure that balances profit with public benefit commitments.\n\nEmails entered into evidence show Musk pushed for far greater control of OpenAI during these early negotiations, demanding additional board seats and even floating a proposal to absorb the entire AI startup into Tesla as a B Corp subsidiary. Zilis wrote in one 2017 exchange that a Tesla acquisition would immediately resolve OpenAI’s funding challenges. Ultimately, however, negotiations between Musk and OpenAI’s remaining leadership collapsed. Zilis’s emails confirm the core sticking point: Altman, Brockman and Sutskever were adamant that Musk would not be allowed to take full control of OpenAI’s research and development work.\n\nZilis stepped down from OpenAI’s board in March 2023, shortly after Musk launched his own competing AI venture, xAI, which now develops a chatbot positioned as a direct rival to OpenAI’s industry-leading ChatGPT. OpenAI’s legal team has alleged that Zilis passed confidential internal information about OpenAI’s work to Musk after he stepped down from the company’s board in 2018, a claim Zilis has pushed back on during her testimony. The trial, which has already drawn global attention for its mix of high-stakes AI industry conflict and personal celebrity revelations, is expected to continue in the coming weeks.