Shivon Zilis, a former OpenAI board member, provided extensive testimony in a federal courtroom in Oakland, California, on Wednesday as part of Elon Musk’s legal battle to reverse OpenAI’s transition to a for-profit corporation. Her appearance centered on her direct involvement in early discussions with Musk regarding the firm’s corporate restructuring, as well as her professional history with Musk’s various enterprises.

Zilis, a Silicon Valley venture capitalist with over 15 years of experience who held executive positions at Tesla and Neuralink, joined OpenAI as an advisor in 2016, shortly after its founding. It was through this role that she first met Musk. She later became a director at OpenAI from 2020 to 2023, making her a crucial witness in the ongoing trial.

During her testimony, Zilis explained the unconventional personal relationship she developed with Musk, which resulted in four children. She noted that Musk offered to donate sperm in 2020, and she accepted. “He was encouraging everyone around him at that time to have kids and he’d noticed I did not. He offered to generate a donation,” she stated. Zilis clarified that she was not romantically involved with Musk at the time of the offer, having had only a “one-off” romance with him about a decade prior.

Zilis’s initial plan for Musk’s role in the lives of their first two children was not necessarily as an active father, and the two had agreed to keep his paternity “strictly confidential.” However, Musk is now an active participant in the lives of their four children, spending a few hours a week together as a family. This confidentiality agreement is why Zilis did not disclose to OpenAI’s chief executive Sam Altman that twins she gave birth to in 2021 were fathered by Musk. She only informed Altman the following year when a Business Insider report on the paternity was imminent.

OpenAI lawyers have suggested that Zilis funneled information about OpenAI to Musk after he left the AI corporation in 2018. Despite this, Altman and OpenAI’s president Greg Brockman wanted to continue with Zilis on the board. Brockman stated earlier this week: “We trusted her to keep the Elon conflict under control.” Zilis left the board in March 2023 as Musk was launching xAI, a direct competitor to OpenAI’s ChatGPT.

The trial has revealed years of history, including emails and text messages, showing discussions around changing OpenAI’s corporate structure. Moving away from a pure non-profit was seen as necessary as early as 2017 for OpenAI to grow and raise billions from investors. Zilis’s written exchanges showed Musk wanted more control of OpenAI, even suggesting the AI organization become part of Tesla. Ultimately, Altman, Brockman, and co-founder Ilya Sutskever could not agree on terms with Musk because they were adamant that Musk “not have control” of OpenAI’s work.