# Ilya Sutskever Deposition Transcript

Below is the a transcript of the recent [deposition](https://storage.courtlistener.com/recap/gov.uscourts.cand.433688/gov.uscourts.cand.433688.340.1.pdf) of Ilya Sutskever on his time at OpenAI and the firing of Sam Altman. I'm posting it here in plain text so that it is easier to read and discuss. 

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Note that in this case, Elon Musk and other plaintiffs are represented by Mololamken LLP, with attorneys Steven F. Molo, Jennifer Schubert, and Sara Tofighbakhsh. On the defense side, OpenAI is represented by Wachtell, Lipton, Rosen & Katz (attorneys Sarah K. Eddy, Kelsey Borenzweig, and William Savitt), while Microsoft Corporation is represented by Dechert LLP (Russell P. Cohen and Yosef Weitzman). Ilya Sutskever, the witness being deposed, is represented by Cooley LLP (Simona Agnolucci, Eduardo Santacana, Anika Holland, and Remy Carreiro).

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UNITED STATES DISTRICT COURT  
NORTHERN DISTRICT OF CALIFORNIA  
OAKLAND DIVISION

ELON MUSK, et al.,  
Plaintiffs,

v.

SAMUEL ALTMAN, et al.,  
Defendants.

Case No. 4:24-cv-04722-YGR

VIDEOTAPED DEPOSITION OF ILYA SUTSKEVER

San Francisco, California  
Wednesday, October 1, 2025

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ATTORNEY MOLO: Well, you put -- you put these two screenshots in your memo; correct?

WITNESS SUTSKEVER: Yes.

ATTORNEY MOLO: All right. And then you sent your 52-page memo, Exhibit 19, to the independent directors of the board; correct?

WITNESS SUTSKEVER: Correct.

ATTORNEY MOLO: All right. Why didn't you send it to the entire board?

WITNESS SUTSKEVER: Because we were having the discussions with the independent directors only.

ATTORNEY MOLO: Okay. And what -- why didn't you send it to Sam Altman?

WITNESS SUTSKEVER: Because I felt that, had he become aware of these discussions, he would just find a way to make them disappear.

ATTORNEY MOLO: Okay. Were you careful about what you included in this document?

ATTORNEY AGNOLUCCI: Object to form.

WITNESS SUTSKEVER: So the way I wrote this document was to -- the context for this document is that the independent board members asked me to prepare it. And I did. And I was pretty careful. Most of the screenshots that I have that I -- most or all, I don't remember. I get them from Mira Murati. It made sense to include them in order to paint a picture from a large number of small pieces of evidence or items.

ATTORNEY MOLO: Okay. And which independent directors asked you to prepare your memo Exhibit 19?

WITNESS SUTSKEVER: It was most likely Adam D'Angelo.

ATTORNEY MOLO: Okay. And did you recall when he asked you to do that?

WITNESS SUTSKEVER: No.

ATTORNEY MOLO: Okay. Do you recall what it was that he said to you that caused you to prepare this memo?

WITNESS SUTSKEVER: I don't remember what he said exactly.

ATTORNEY MOLO: What's your best recollection of what he said?

WITNESS SUTSKEVER: He said something like -- he ask me if I have screenshots.

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ATTORNEY MOLO: Well, before he asked you if you had screenshots, I mean, what caused him -- to your knowledge, you know, to ask you to prepare this?

WITNESS SUTSKEVER: I had discussions with the independent board members discussing the subject matter of these documents. And after having some discussions, either Adam or the three of them together, I don't remember, have asked me to collect supporting screenshots.

ATTORNEY MOLO: Okay. And the three of them together were Adam D'Angelo, Helen Toner, and Tasha McCauley?

WITNESS SUTSKEVER: Correct.

ATTORNEY MOLO: All right. And the document that you prepared, the very first page says: \[As Read\] "Sam exhibits a consistent pattern of lying, undermining his execs, and pitting his execs against one another." That was clearly your view at the time?

WITNESS SUTSKEVER: Correct.

ATTORNEY MOLO: All right. And the -- you had expressed that view to the independent directors before sending them this memo?

WITNESS SUTSKEVER: Correct.

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ATTORNEY MOLO: All right. Did they express concern over that to you?

WITNESS SUTSKEVER: Correct.

ATTORNEY MOLO: And did you want them to take action over what you wrote?

ATTORNEY AGNOLUCCI: Object to form.

WITNESS SUTSKEVER: I wanted them to become aware of it. But my opinion was that action was appropriate.

ATTORNEY MOLO: Okay. And what action did you think was appropriate?

WITNESS SUTSKEVER: Termination.

ATTORNEY MOLO: Okay. And you sent it using a form of a disappearing email; is that right?

WITNESS SUTSKEVER: Yes.

ATTORNEY MOLO: Why?

WITNESS SUTSKEVER: Because I was worried that those memos will somehow leak.

ATTORNEY MOLO: Okay. What would happen if they leaked?

ATTORNEY AGNOLUCCI: Object to form.

ATTORNEY MOLO: I mean, excuse me, what was your concern about them leaking?

WITNESS SUTSKEVER: It was a generalized concern.

ATTORNEY MOLO: Okay. You drafted a similar memo that was acritical of Greg Brockman; correct?

WITNESS SUTSKEVER: Yes.

ATTORNEY MOLO: You sent that to the board too?

WITNESS SUTSKEVER: Yes.

ATTORNEY MOLO: Does a version of your memo about Greg Brockman exist anywhere in any form?

ATTORNEY AGNOLUCCI: Object to form.

ATTORNEY AGNOLUCCI: I believe various lawyers have a copy.

ATTORNEY MOLO: Who has a copy?

WITNESS SUTSKEVER: Various lawyers.

ATTORNEY MOLO: Which lawyers would those be?

ATTORNEY AGNOLUCCI: Object to form. And, obviously, I'm instructing the witness not to answer with respect to any documents that he may have provided to his own counsel. So if you know --

ATTORNEY MOLO: Well, that doesn't make them privileged.

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ATTORNEY AGNOLUCCI: -- if you know -- and I'm happy to meet and confer about this off the record. But for the time being, if you know whether other lawyers and which lawyers have the documents, you can testify.

WITNESS SUTSKEVER: I know that my lawyers have a copy.

ATTORNEY MOLO: Okay.

ATTORNEY AGNOLUCCI: And I'm not -- and I'm instructing you not to answer with respect to any information that you learned from your lawyers about who else might have a copy of the document.

WITNESS SUTSKEVER: Yeah. Okay.

ATTORNEY MOLO: Well, why are you instructing him not to answer?

ATTORNEY AGNOLUCCI: Because it reveals the content of his communications with counsel. It reveals his counsel's strategy. It reveals, potentially, other privileged information and we can -- we can have a discussion with this off the record. And, you know, if we're all convinced that it's appropriate, we can come back and ask questions about it.

ATTORNEY AGNOLUCCI: Same objections and instructions.

WITNESS SUTSKEVER: And I'm not sure I should answer.

ATTORNEY MOLO: Okay. Did you provide your lawyers with a copy of the Brockman memo?

WITNESS SUTSKEVER: I don't remember exactly how -- the manner through which I gave it to them.

ATTORNEY MOLO: Okay. Do you know of any other copies that exist anywhere?

ATTORNEY MOLO: I'm sorry. You're not sure you should answer or --

ATTORNEY AGNOLUCCI: I'm instructing you not to.

ATTORNEY MOLO: Let him.

ATTORNEY MOLO: Are you saying you -- you're saying you're not sure you should answer?

WITNESS SUTSKEVER: Yes.

ATTORNEY MOLO: Okay. And your lawyer's instructing you not to answer?

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WITNESS SUTSKEVER: That's what I'm hearing.

ATTORNEY MOLO: Okay.

ATTORNEY AGNOLUCCI: And I think there's some ambiguity about -- in his mind what's privileged and so.

ATTORNEY MOLO: He knows what's in his mind.

ATTORNEY AGNOLUCCI: I'm happy to meet and confer further, but I think we need to move on.

ATTORNEY MOLO: I'm going to show you Exhibit 20.

(Exhibit 20 was marked for identification.)

ATTORNEY MOLO: This is an article from "The Wall Street Journal" dated March 28th of 2025; byline by Keith -- excuse me -- Hagey; headline "The Secrets of Misdirection Behind Sam Altman's Firing From OpenAI." You're familiar with this article?

WITNESS SUTSKEVER: No.

ATTORNEY MOLO: Okay. At page 440, at the bottom of the article, if you look at the third line, there's a sentence...

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ATTORNEY MOLO: I'm asking about at that time in November --

WITNESS SUTSKEVER: Yeah.

ATTORNEY MOLO: -- on the Saturday after Altman was fired --

WITNESS SUTSKEVER: Yeah. I'm talking about that time --

(Court reporter clarification.)

ATTORNEY MOLO: And I'm directing your attention specifically to the Saturday after Altman's firing?

WITNESS SUTSKEVER: Yeah, I'm talking about the Saturday as well.

ATTORNEY MOLO: Okay. Were you concerned about losing your equity in OpenAI at the time?

ATTORNEY AGNOLUCCI: Object to form.

WITNESS SUTSKEVER: I was not concerned.

ATTORNEY MOLO: What -- what was your equity at OpenAI worth at the time? What did you think it was worth?

ATTORNEY AGNOLUCCI: Object to form. Relevance. Can we meet and confer about why this is relevant.

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ATTORNEY MOLO: What was --

ATTORNEY AGNOLUCCI: I'm --

ATTORNEY MOLO: Look, it doesn't have to be directly relevant. So it's certainly relevant.

ATTORNEY MOLO: In any event, do you recall --

ATTORNEY AGNOLUCCI: Well --

ATTORNEY MOLO: Let me ask a question.

ATTORNEY AGNOLUCCI: Well, you've interrupted me in the middle of making an objection. So let me finish.

ATTORNEY MOLO: That's all you've done the entire deposition is object.

ATTORNEY AGNOLUCCI: That's my job. So --

ATTORNEY MOLO: Actually, it's not.

ATTORNEY AGNOLUCCI: -- if he has a privacy interest in his financial information --

ATTORNEY MOLO: You've -- you've designated this highly confidential from the outset.

ATTORNEY AGNOLUCCI: That doesn't mean that he has to answer your question. Why is it relevant?

ATTORNEY MOLO: It's relevant whether or not he was losing value of his -- of his equity or whether he thought he was at the time.

ATTORNEY AGNOLUCCI: Well, then you can ask him that question but not how much.

ATTORNEY MOLO: It certainly does matter how much. What did you think the value of your equity at OpenAI was at the time Sam Altman was fired?

ATTORNEY AGNOLUCCI: And I have the same objection, and I'm instructing him not to put a number on it.

ATTORNEY MOLO: What did you think the value was?

ATTORNEY AGNOLUCCI: You can answer the question that he has saying is relevant here, which is whether you thought you were going to lose value.

ATTORNEY MOLO: It isn't my question. I have a right to ask a question. You can object to the question.

ATTORNEY MOLO: My question is what did you think the value of your equity in OpenAI was at the time of Sam Altman's firing?

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ATTORNEY AGNOLUCCI: And I'm instructing the witness not to answer as to the money value.

ATTORNEY MOLO: Are you going to not answer?

WITNESS SUTSKEVER: I mean, I have to obey my attorney.

ATTORNEY MOLO: Okay. So you're not going to answer?

WITNESS SUTSKEVER: I'll do what my attorney tells me to.

ATTORNEY MOLO: Okay. Were you concerned about possibly losing your equity at the time that -- I withdraw the question.

ATTORNEY MOLO: Eventually, the board agreed to resign and restore Sam Altman, didn't it?

WITNESS SUTSKEVER: Yes.

ATTORNEY MOLO: When was that?

WITNESS SUTSKEVER: Later in the week.

ATTORNEY MOLO: And why did they do that?

ATTORNEY AGNOLUCCI: Object to form.

WITNESS SUTSKEVER: There was a question of why the board did it?

ATTORNEY MOLO: Correct.

WITNESS SUTSKEVER: Or is the question why I supported this?

ATTORNEY MOLO: First, I'm asking you why did the board decide to resign and reinstate Sam Altman?

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WITNESS SUTSKEVER: (No response recorded at this page)

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WITNESS SUTSKEVER: Right now, my view is that, with very few exceptions, most likely a person who is going to be in charge is going to be very good with the way of power. And it will be a lot like choosing between different politicians.

ATTORNEY EDDY: The person in charge of what?

WITNESS SUTSKEVER: AGI.

ATTORNEY EDDY: And why do you say that?

ATTORNEY AGNOLUCCI: Object to form.

WITNESS SUTSKEVER: That's how the world seems to work. I think it's very -- I think it's not impossible, but I think it's very hard for someone who would be described as a saint to make it. I think it's worth trying. I just think it's -- it's like choosing between different politicians. Who is going to be the head of the state?

ATTORNEY EDDY: Looking back at the process that -- that preceded the removal of Sam and Greg from the board, what's your assessment of that process?

ATTORNEY AGNOLUCCI: Objection. Vague. Calls for speculation. Lacks foundation.

WITNESS SUTSKEVER: Can you elaborate on what you mean.

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ATTORNEY EDDY: You've had time to reflect on -- on the process that preceded the removal; right?

WITNESS SUTSKEVER: I had time.

ATTORNEY EDDY: And in reviewing the steps that preceded the removal, do you think that process was correct?

ATTORNEY AGNOLUCCI: Same objections. Lacks foundation. Calls for speculation. Vague.

WITNESS SUTSKEVER: One thing I can say is that the process was rushed.

ATTORNEY EDDY: Why was it rushed?

WITNESS SUTSKEVER: I think it was rushed because the board was inexperienced.

ATTORNEY EDDY: Inexperienced in what?

WITNESS SUTSKEVER: In board matters.

ATTORNEY EDDY: Before your conversation with Helen Toner that you've described concerning Sam's management problems, how frequently had you interacted with her in 2023?

WITNESS SUTSKEVER: Not too frequently.

ATTORNEY EDDY: And how frequently did you interact with Tasha McCauley?

(Court reporter clarification.)

WITNESS SUTSKEVER: Also not frequently.

ATTORNEY EDDY: Where did Tasha live when she was a member of the board?

WITNESS SUTSKEVER: I don't know.

ATTORNEY AGNOLUCCI: Object to form.

ATTORNEY EDDY: Did -- did you see her at OpenAI premises?

WITNESS SUTSKEVER: From time to time.

ATTORNEY EDDY: About how frequently?

WITNESS SUTSKEVER: As frequently as board meetings.

ATTORNEY EDDY: And when were those?

WITNESS SUTSKEVER: I don't actually remember exactly, but there is information. It can -- this is -- this information can be determined.

ATTORNEY EDDY: Did -- did -- did Tasha show up physically for board meetings every time?

WITNESS SUTSKEVER: From time to time. I cannot confirm if it's every time.

ATTORNEY EDDY: And what about Helen? Did she show up physically for board meetings?

WITNESS SUTSKEVER: From time to time.

ATTORNEY EDDY: Not every time?

WITNESS SUTSKEVER: I don't think every time also.

ATTORNEY EDDY: Where did Helen live, if you know, during the time she was on the board?

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WITNESS SUTSKEVER: I don't know for sure. I believe she lived in D.C. at least part of the time.

ATTORNEY EDDY: How -- how familiar did Tasha and Helen appear to you to be with OpenAI's operations?

ATTORNEY AGNOLUCCI: Object to form.

WITNESS SUTSKEVER: They seemed to have some familiarity, but it's hard for me to assess.

ATTORNEY EDDY: Did you view them as experts in AI safety?

ATTORNEY AGNOLUCCI: Object to form and relevance.

ATTORNEY AGNOLUCCI: Counsel, we have limited time left here. We're not making the witness available for more than seven hours. Why is the process the board engaged in relevant to this lawsuit?

ATTORNEY EDDY: It is relevant because the magistrate has ruled that these matters from November 2023 are relevant.

ATTORNEY AGNOLUCCI: My understanding is that the ruling was that the termination was relevant. But why is the process and where the board members lived and how engaged they were as board members relevant?

ATTORNEY EDDY: I'm asking questions that relate to the matters that are relevant to this lawsuit; so I won't have a lot more on this topic. And we're not going to keep the witness beyond time that's been allotted to us.

ATTORNEY AGNOLUCCI: Okay. So it sounds like the only basis of relevance is that they relate generally to the termination, these questions.

ATTORNEY EDDY: They relate to the termination, yes.

ATTORNEY EDDY: Helen Toner was associated with Open Philanthropy at some point. Do you recall that?

ATTORNEY AGNOLUCCI: Same objections.

WITNESS SUTSKEVER: I have vague knowledge of that.

ATTORNEY EDDY: Is Open Philanthropy, in turn, associated with Holden Karnofsky?

WITNESS SUTSKEVER: I believe that to be the case -- or at least used to be case at some point.

ATTORNEY EDDY: And Holden Karnofsky is married to Daniela Amodei?

WITNESS SUTSKEVER: Yes.

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ATTORNEY AGNOLUCCI: Same objections about relevance. Waste of time. Not within the scope of the magistrate's ruling.

ATTORNEY EDDY: Very much disagree.

ATTORNEY EDDY: The -- Daniela Amodei is married to Dario Amodei; is that right?

WITNESS SUTSKEVER: No.

ATTORNEY EDDY: Sorry, the sister. Definitely not married.

ATTORNEY EDDY: They are -- they are brother and sister; is that right?

WITNESS SUTSKEVER: Yes, that's right.

ATTORNEY EDDY: And they are both with Anthropic; is that right?

WITNESS SUTSKEVER: Yes, that's right.

ATTORNEY EDDY: Holden Karnofsky is also associated with Anthropic?

WITNESS SUTSKEVER: I don't know if that's definitely the case. I have some -- I believe it was the case at least at some point.

ATTORNEY EDDY: Okay. Do you recall in October 2023 Helen Toner publishing an article criticizing OpenAI?

WITNESS SUTSKEVER: I do recall.

ATTORNEY EDDY: What -- what do you recall about that?

WITNESS SUTSKEVER: I don't -- I don't recall the nature of the criticism, but I recall it was praising Anthropic.

ATTORNEY EDDY: And what was your reaction to that article?

WITNESS SUTSKEVER: I found it a strange article.

ATTORNEY EDDY: Why?

WITNESS SUTSKEVER: I found it a strange thing for her to do.

ATTORNEY EDDY: Did you think it was appropriate for her to do as a board member of OpenAI?

WITNESS SUTSKEVER: I thought it was not far from obviously inappropriate.

ATTORNEY EDDY: Did -- did you discuss with anyone the prospect of Helen being asked to leave the board at -- at that time?

WITNESS SUTSKEVER: Yes.

ATTORNEY EDDY: What do you remember about that?

WITNESS SUTSKEVER: I discussed it, at least, with Sam.

ATTORNEY EDDY: And what was that discussion?

WITNESS SUTSKEVER: Something to the effect of -- I don't remember the specifics.

ATTORNEY EDDY: Did you support removing Helen Toner from the board or asking her to leave?

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ATTORNEY AGNOLUCCI: Same line of objections about relevance, waste of time, scope of the magistrate's order.

WITNESS SUTSKEVER: At least at one point, I expressed support.

ATTORNEY EDDY: After Sam was removed, do you recall Helen Toner telling employees that allowing the company to be destroyed would be consistent with the mission?

WITNESS SUTSKEVER: I do recall.

ATTORNEY EDDY: And what was the context of that comment?

WITNESS SUTSKEVER: The executives -- it was a meeting with the board members and the executive team. The executives told the board that, if Sam does not return, then OpenAI will be destroyed, and that's inconsistent with OpenAI's mission. And Helen Toner said something to the effect of that it is consistent, but I think she said it even more directly than that.

ATTORNEY EDDY: More directly than you've related here?

WITNESS SUTSKEVER: Yes.

ATTORNEY EDDY: Okay. And what was your reaction to that?

WITNESS SUTSKEVER: I don't remember my reaction at the time.

ATTORNEY EDDY: Did you think that would be consistent with the mission?

ATTORNEY AGNOLUCCI: Object to form.

WITNESS SUTSKEVER: I could imagine hypothetical extreme circumstances that answer would be "Yes"; but at that point in time, the answer was definitely "No" for me.

ATTORNEY EDDY: I wanted to just ask a few questions about this document that --

WITNESS SUTSKEVER: Yes, please.

ATTORNEY EDDY: -- you prepared --

WITNESS SUTSKEVER: Yes.

ATTORNEY EDDY: -- Exhibit 19.

WITNESS SUTSKEVER: Yes.

ATTORNEY EDDY: Did -- did you show the final document that -- this document here, Exhibit 19, to Mira Murati?

WITNESS SUTSKEVER: I think it is possible and likely, but I don't have a definite recollection.

ATTORNEY EDDY: Okay. And did you show it to anybody else at OpenAI before conveying it to the board with the disappearing link?

WITNESS SUTSKEVER: No.

ATTORNEY EDDY: I want to just look at page 529, the second page in.

WITNESS SUTSKEVER: Yes.

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ATTORNEY EDDY: And you say here there's reason to believe that Sam was removed from YC in the past for a reason similar to the one that you identify in this document?

WITNESS SUTSKEVER: Yes.

ATTORNEY EDDY: And you say: \[As Read\] "Sam was pushed out from YC for similar behaviors. He was creating chaos, starting lots of new projects, pitting people against each other, and thus was not managing YC well." Am I right the basis for this is a conversation that Mira had with Brad Lightcap?

ATTORNEY AGNOLUCCI: Object to form.

WITNESS SUTSKEVER: The basis of this is a conversation that I had with Mira.

ATTORNEY EDDY: I see. And did -- did -- was Mira relating to you a conversation she had had with Brad Lightcap? That's what it -- that's what this text says.

WITNESS SUTSKEVER: Yes.

ATTORNEY EDDY: Did you speak to Brad Lightcap?

WITNESS SUTSKEVER: No.

ATTORNEY EDDY: Okay. So this information came only from Mira?

WITNESS SUTSKEVER: Yes.

ATTORNEY EDDY: Did you -- did you seek to verify the information with Brad?

WITNESS SUTSKEVER: No.

ATTORNEY EDDY: You also write here at the bottom: \[As Read\] "Interestingly, it is my understanding that Greg has -- was essentially fired from Stripe as well." What was the basis for that allegation?

WITNESS SUTSKEVER: Mira told me.

ATTORNEY EDDY: Did you seek to verify it with Greg?

WITNESS SUTSKEVER: No.

ATTORNEY EDDY: Why not?

WITNESS SUTSKEVER: It didn't occur to me.

ATTORNEY EDDY: Why didn't it occur to you?

ATTORNEY AGNOLUCCI: Object to form.

WITNESS SUTSKEVER: I -- it just didn't.

ATTORNEY EDDY: Okay.

WITNESS SUTSKEVER: I thought that -- I fully believed the information that Mira was giving me.

ATTORNEY EDDY: If you go to page 531, this is the -- a page you reviewed with Mr. Molo earlier.

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WITNESS SUTSKEVER: Yes.

ATTORNEY EDDY: It's the section entitled lying -- "Lying to Mira About Jason's Opinion About the DSB."

WITNESS SUTSKEVER: Yes.

ATTORNEY EDDY: The screenshot -- am I right? The screenshots in this section all came from Mira?

WITNESS SUTSKEVER: Correct.

ATTORNEY EDDY: Did you -- and -- and there are references here to Jason. Obviously, Jason Kwon.

WITNESS SUTSKEVER: Yes.

ATTORNEY EDDY: By the way, are you sure he was general counsel at the time?

WITNESS SUTSKEVER: I do not remember his title at the time.

ATTORNEY EDDY: Okay. Did you speak to Jason about --

WITNESS SUTSKEVER: No.

ATTORNEY EDDY: -- the Turbo matter?

WITNESS SUTSKEVER: No.

ATTORNEY EDDY: Do you know whether, in fact, Jason was disturbed by his discussions with Sam about this?

ATTORNEY AGNOLUCCI: Object to form.

WITNESS SUTSKEVER: I got this information from Mira, and I believed it.

ATTORNEY EDDY: Do you know whether GPT-4 Turbo actually went through the DSB?

WITNESS SUTSKEVER: I don't know.

ATTORNEY EDDY: And do you know whether Sam supported or opposed it going through the DSB?

WITNESS SUTSKEVER: I -- In hindsight, I realize that I didn't know it. But back then, I thought I knew it. But I knew it through secondhand knowledge.

ATTORNEY EDDY: I see. And you've since learned facts that the have changed your view?

WITNESS SUTSKEVER: No.

ATTORNEY EDDY: Okay.

WITNESS SUTSKEVER: Instead I've -- I've learned the critical importance of firsthand knowledge for matters like this.

ATTORNEY EDDY: Do you think it was a mistake to rely on secondhand knowledge?

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ATTORNEY AGNOLUCCI: Object to form.

WITNESS SUTSKEVER: I think secondhand knowledge can be very useful, but I think that secondhand knowledge is an invitation for further investigation.

ATTORNEY EDDY: For what?

WITNESS SUTSKEVER: For further -- investigation or exploration.

ATTORNEY EDDY: At a number of points in your document, you suggest that the reader or the board may want to talk to certain people.

WITNESS SUTSKEVER: Yes.

ATTORNEY EDDY: And one of those, I think, is Bob McGrew; right?

WITNESS SUTSKEVER: Yes.

ATTORNEY EDDY: And you suggest talking to Nick Ryder too; right?

WITNESS SUTSKEVER: Yes.

ATTORNEY EDDY: Were those suggestions not followed through on?

WITNESS SUTSKEVER: I don't know.

ATTORNEY EDDY: Did you have any discussion with the other board members about following through on those suggestions?

WITNESS SUTSKEVER: No.

ATTORNEY EDDY: Okay. Can you turn to page 540, please.

WITNESS SUTSKEVER: Yeah.

ATTORNEY EDDY: This is -- sorry.

WITNESS SUTSKEVER: Okay.

ATTORNEY EDDY: This is the section entitled "Pitting People Against Each Other." Do you see that?

WITNESS SUTSKEVER: Yes.

ATTORNEY EDDY: And turning on the next page, you see an example that's offered is "Daniela versus Mira"?

WITNESS SUTSKEVER: Yes.

ATTORNEY EDDY: Is "Daniela" Daniela Amodei?

WITNESS SUTSKEVER: Yes.

ATTORNEY EDDY: Who told that you Sam pitted Daniela against Mira?

WITNESS SUTSKEVER: Mira.

ATTORNEY EDDY: In the section below that where it says "Dario versus Greg, Ilya" --

WITNESS SUTSKEVER: Yes.

ATTORNEY EDDY: -- you see that?

WITNESS SUTSKEVER: Yes.

ATTORNEY EDDY: The complaint -- it says -- you say here that: \[As Read\] "Sam was not taking a firm position in respect of Dario wanting to run all of research at OpenAI to have Greg fired -- and to have Greg fired?" Do you see that?

WITNESS SUTSKEVER: I do see that.

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ATTORNEY EDDY: And "Dario" is Dario Amodei?

WITNESS SUTSKEVER: Yes.

ATTORNEY EDDY: Why were you faulting Sam for Dario's efforts?

ATTORNEY AGNOLUCCI: Same objection to form. Relevance. Waste of time. Outside the scope of the magistrate's order.

WITNESS SUTSKEVER: So my recollection of what I wrote here is that I was faulting Sam for not accepting or rejecting Dario's conditions.

ATTORNEY EDDY: Did you think Dario's conditions were fair?

ATTORNEY AGNOLUCCI: Same objections.

WITNESS SUTSKEVER: I don't have precise enough knowledge of Dario's conditions, but my overall sense is that they were not fair and that Sam should've rejected them outright.

ATTORNEY EDDY: At page 542, you see there's a reference to Peter Welinder --

WITNESS SUTSKEVER: Yes.

ATTORNEY EDDY: -- as a witness. Did you ever speak to him or did anybody else on the board speak with him about these matters?

WITNESS SUTSKEVER: Not to my knowledge.

ATTORNEY EDDY: And then at -- at 548, this is the -- the beginning of the Jakub story. Am I pronouncing that right? Jakub?

WITNESS SUTSKEVER: Yes.

ATTORNEY EDDY: And you say: \[As Read\] "Involves Sam lying, undermining Mira, undermining Ilya, and pitting Jakub against Ilya. Joint work with Greg and Jakub?" What was the lying in the episode -- by Sam in the episode involving Jakub?

ATTORNEY AGNOLUCCI: Same objections to form. Relevance. Waste of time. Outside the scope of the magistrate's order.

WITNESS SUTSKEVER: Sam was telling me and Jakub conflicting things about the way the company would be run.

ATTORNEY EDDY: And you perceived that as lying?

ATTORNEY AGNOLUCCI: Object to form. We're now bordering on harassing the witness, and I am going to shut it down.

ATTORNEY EDDY: I don't think that's fair at all. This is squarely within the -- the examination that's been conducted already and -- and that is within the scope of the discovery that the plaintiffs have sought.

ATTORNEY AGNOLUCCI: Well, the reasons for Sam's termination have been made clear. These are granular details of examples. And with the limited time that we have and their very attenuated relevance to the termination, let alone to this lawsuit, I -- I think we're wasting time here and -- and we should move on.

ATTORNEY EDDY: I do not have a lot left -- so you'll be glad to hear that -- on this.

ATTORNEY EDDY: I want to turn to 564, please.

WITNESS SUTSKEVER: Yes.

ATTORNEY EDDY: You see this is entitled "Subtle Retaliation in Response to Mira's Feedback."

WITNESS SUTSKEVER: 564, okay.

ATTORNEY EDDY: Yeah.

WITNESS SUTSKEVER: Yes.

ATTORNEY EDDY: And there's discussion of Diane Yoon having been present for meetings with Mira and Sam. Do you see that?

WITNESS SUTSKEVER: Yes, I do.

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ATTORNEY EDDY: Did you speak to Diane Yoon about the events discussed in these pages?

WITNESS SUTSKEVER: No.

ATTORNEY EDDY: And -- and why not speak to any of these individuals who are named?

WITNESS SUTSKEVER: It didn't occur to me.

ATTORNEY EDDY: And you don't recall any discussion with any of the other board members about speaking with any of these individuals?

WITNESS SUTSKEVER: Correct.

ATTORNEY EDDY: And then could you look at page 570.

WITNESS SUTSKEVER: Yes.

ATTORNEY EDDY: These are -- this is a screenshot of texts between Greg and Sam.

WITNESS SUTSKEVER: Yes.

ATTORNEY EDDY: How did you get those?

WITNESS SUTSKEVER: I don't remember.

ATTORNEY EDDY: Did they come from Mira Murati?

WITNESS SUTSKEVER: Oh, I think they came from Mira Murati, yes.

ATTORNEY EDDY: Okay. And same with this screenshot that you reviewed with Mr. Molo earlier of Mira's -- this is at pages 565 and 566 -- of Mira's review of Sam?

WITNESS SUTSKEVER: Yes.

ATTORNEY EDDY: Okay. During November 2023, did any board member receive outreach from Anthropic?

WITNESS SUTSKEVER: I don't have direct confirmation of that.

ATTORNEY EDDY: Do you have -- did you hear that anybody had gotten a reach-out from Anthropic?

ATTORNEY AGNOLUCCI: Object to form.

WITNESS SUTSKEVER: I don't -- I did not. I have heard speculation, but I have not heard anything definitive.

ATTORNEY EDDY: Do you know whether a proposal was made around that time for OpenAI to merge with Anthropic?

WITNESS SUTSKEVER: I do know that.

ATTORNEY EDDY: Tell me about that.

WITNESS SUTSKEVER: I don't -- I don't know whether it was Helen who reached out to Anthropic or whether Anthropic reached out to Helen. But they reached out with a proposal to be merged with OpenAI and take over its leadership.

ATTORNEY EDDY: When was that?

WITNESS SUTSKEVER: On Saturday.

ATTORNEY EDDY: Saturday, November 18th?

WITNESS SUTSKEVER: That must be the day.

ATTORNEY EDDY: The day -- was it short -- shortly after the removal of Sam and Greg?

WITNESS SUTSKEVER: Yes. It was before -- it was either on Saturday or on Sunday. It was not on Monday.

ATTORNEY EDDY: And how did you hear about that?

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WITNESS SUTSKEVER: Because there was a board call with Helen and the other board members where she told us about it. There has been a subsequent call with the leadership of Anthropic.

ATTORNEY EDDY: And were you present for that call?

WITNESS SUTSKEVER: Yes.

ATTORNEY EDDY: What do you recall from that conversation?

WITNESS SUTSKEVER: I recall Anthropic expressing their excitement about it and expressing the issue -- the practical challenges that they would have with it.

ATTORNEY EDDY: Who from Anthropic was on that call?

WITNESS SUTSKEVER: I recall Dario Amodei on the call and Daniela Amodei. There would be at least one other person that I don't remember. Possibly more.

ATTORNEY EDDY: And what was your response to that?

WITNESS SUTSKEVER: I was very unhappy about it.

ATTORNEY EDDY: Why?

WITNESS SUTSKEVER: Because I really did not want OpenAI to merge with Anthropic.

ATTORNEY EDDY: Why not?

WITNESS SUTSKEVER: I just didn't want to.

ATTORNEY EDDY: And what about the other board members? Were they supportive?

WITNESS SUTSKEVER: They were a lot more supportive, yes.

ATTORNEY EDDY: Were all of them supportive?

WITNESS SUTSKEVER: I think -- at the very least, none were unsupportive.

ATTORNEY EDDY: Did anybody advocate for the merger?

WITNESS SUTSKEVER: I don't remember definitively.

ATTORNEY EDDY: Among the board members, who struck you as most supportive?

WITNESS SUTSKEVER: I would say my recollection is that Helen was the most supportive.

ATTORNEY EDDY: And what happened with the proposal?

WITNESS SUTSKEVER: I believe -- my recollection is that there were some practical obstacles that Anthropic has raised, and so the proposal did not continue.

ATTORNEY EDDY: Do you know what the practical obstacles were?

WITNESS SUTSKEVER: No.

ATTORNEY EDDY: How long did those discussions with Anthropic continue?

WITNESS SUTSKEVER: Extremely briefly.

ATTORNEY EDDY: A special committee of the board was formed to investigate the -- the -- the removal of Sam and Greg. Do you remember that?

WITNESS SUTSKEVER: I remember.

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ATTORNEY EDDY: Do you have any reason to doubt the independence of Bret Taylor and Larry Summers?

WITNESS SUTSKEVER: No.

ATTORNEY AGNOLUCCI: Object to form.

WITNESS SUTSKEVER: Nothing to my knowledge.

ATTORNEY EDDY: They -- they hired a law firm, WilmerHale, to conduct the investigation?

ATTORNEY AGNOLUCCI: Objection.

ATTORNEY EDDY: Do you remember that?

WITNESS SUTSKEVER: I remember --

ATTORNEY AGNOLUCCI: Lacks foundation. Calls for speculation.

WITNESS SUTSKEVER: I remember they hired a law firm. I don't remember its name.

ATTORNEY EDDY: Okay. Did -- did they interview you?

WITNESS SUTSKEVER: Yes.

ATTORNEY EDDY: And do you have any reason to question the integrity of the investigation that was undertaken?

ATTORNEY AGNOLUCCI: Objection. Lacks foundation.

WITNESS SUTSKEVER: At this point, I was too removed from those procedures.

ATTORNEY EDDY: So you just can't evaluate one way or the other?

WITNESS SUTSKEVER: Correct.

ATTORNEY EDDY: Okay. I want to show you one more exhibit for now.

ATTORNEY EDDY: Actually, I think it's been -- you have it. Exhibit 20 -- I'm sorry -- in front of you.

WITNESS SUTSKEVER: 20?

ATTORNEY EDDY: This is the article you reviewed with Mr. Molo.

WITNESS SUTSKEVER: Yeah.

ATTORNEY EDDY: I need our copy.

WITNESS SUTSKEVER: Okay. Which number did you say it is?

ATTORNEY EDDY: 20. It looks like this.

WITNESS SUTSKEVER: Yeah. I remember how it looks like. I'm having trouble finding it.

ATTORNEY EDDY: Do you want me to just --

ATTORNEY AGNOLUCCI: Is it under the --

WITNESS SUTSKEVER: Doubtful.

ATTORNEY EDDY: If you turn to the page ending in 1442. You see at the very bottom of the page, it

ATTORNEY EDDY: I can hand you another copy.

WITNESS SUTSKEVER: Oh, here it is. Here it is. I found it.

ATTORNEY EDDY: Great. Did you speak to the reporter, Keach Hagey, in connection with this article?

WITNESS SUTSKEVER: No.

ATTORNEY EDDY: Do you know who did?

WITNESS SUTSKEVER: No.

ATTORNEY EDDY: If you turn to the page ending in 1442. You see at the very bottom of the page, it says: \[As Read\] "Sutskever had been waiting for a moment when the board dynamics would allow for Altman to be replaced as the CEO."

WITNESS SUTSKEVER: Yes.

ATTORNEY EDDY: Is that -- is that correct?

WITNESS SUTSKEVER: Yes.

ATTORNEY EDDY: And what were the dynamics you were waiting for?

WITNESS SUTSKEVER: That the majority of the board is not obviously friendly with Sam.

ATTORNEY EDDY: And when -- when did that happen?

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WITNESS SUTSKEVER: When someone -- there was a sequence of rapid departures from the board for different reasons. I don't remember what they were. I don't remember who exactly left, but that's what it's referring to.

ATTORNEY EDDY: So for -- for how long had you been planning to propose removal of Sam?

WITNESS SUTSKEVER: For some time. I mean, "planning" is the wrong word because it didn't seem feasible.

ATTORNEY EDDY: It didn't seem feasible?

WITNESS SUTSKEVER: It was not feasible prior; so I was not planning.

ATTORNEY EDDY: How -- how long had you been considering it?

WITNESS SUTSKEVER: At least a year.

ATTORNEY AGNOLUCCI: Object to form. Relevance. Waste of time. Scope of magistrate judge's order.

WITNESS SUTSKEVER: That's it.

ATTORNEY EDDY: You said at least a year?

WITNESS SUTSKEVER: Yes.

ATTORNEY EDDY: Okay. And then if you can turn to page 1444, again, near the bottom of the page, you see it says --

WITNESS SUTSKEVER: Yes.

ATTORNEY EDDY: \[As Read\] "Sutskever was astounded. He had expected the employees of OpenAI to cheer." Is that true?

WITNESS SUTSKEVER: I had not expected them to cheer, but I have not expected them to feel strongly either way.

ATTORNEY EDDY: And why is that?

WITNESS SUTSKEVER: That's what I thought.

ATTORNEY EDDY: Okay. I'm going to reserve the remainder of my time, but I'll pass the witness to Microsoft.

WITNESS SUTSKEVER: Okay.

ATTORNEY EDDY: Thank you for your time.

WITNESS SUTSKEVER: Thank you.

ATTORNEY COHEN: Can we go off the record.

ATTORNEY AGNOLUCCI: How much time do we have left?

THE VIDEOGRAPHER: Going off the record at 7:14 PM.

(Discussion off the record.)

THE VIDEOGRAPHER: And we're back on the record at 7:16 PM.

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WITNESS SUTSKEVER: I don't have an affirmative recollection.

ATTORNEY MOLO: Okay. Is it your belief that Sam Altman will have a financial interest in OpenAI someday?

ATTORNEY EDDY: Objection.

WITNESS SUTSKEVER: I recall reading about it in the news, but I don't know how accurate it is.

ATTORNEY MOLO: Okay. When you left OpenAI, you resigned in May of 2024; is that right?

WITNESS SUTSKEVER: I don't remember, but it sounds within the range.

ATTORNEY MOLO: Why did you leave?

ATTORNEY AGNOLUCCI: Object to form.

WITNESS SUTSKEVER: Ultimately, I had a big new vision, and it felt more suitable for a new company.

ATTORNEY MOLO: Okay. At the time immediately prior to your departure of OpenAI, did you have an equity stake in the company?

WITNESS SUTSKEVER: Yes.

ATTORNEY MOLO: What do you believe value of that equity stake was at the time you left?

ATTORNEY AGNOLUCCI: Same objection. Same instruction as before not to answer.

ATTORNEY MOLO: Well, this is directly relevant. This is his interest in a defendant in the case. This is his interest -- his financial interest. This is -- this is -- clearly goes to the issue of interest and bias.

ATTORNEY AGNOLUCCI: I have the same instruction not to answer.

ATTORNEY AGNOLUCCI: I'm telling him not to answer.

ATTORNEY MOLO: -- or his financial -- let me finish. Let me finish. We've heard a lot of you today; so let me finish. You're instructing the witness who has a financial interest in the defendant in the case -- and the defendant is being sued for great sum of money here -- not to answer -- not to answer the question; is that correct?

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ATTORNEY MOLO: I just want to make sure that it's clear on record.

ATTORNEY AGNOLUCCI: I'm instructing him not to answer the amount of his financial interest. He can answer whether he has an interest, but he cannot quantify it.

ATTORNEY MOLO: Okay. Do you still have a financial interest in OpenAI?

WITNESS SUTSKEVER: Yes.

ATTORNEY MOLO: Okay. Has the amount of the interest increased or decreased since you've left OpenAI?

WITNESS SUTSKEVER: Increased.

ATTORNEY MOLO: Okay. And has the value of the interest increased or decreased since you got --

WITNESS SUTSKEVER: Sorry. Can you repeat the previous question.

ATTORNEY MOLO: Okay. So -- okay. Okay. Has the value of your interest in OpenAI increased or decreased since you left OpenAI?

WITNESS SUTSKEVER: Increased.

ATTORNEY MOLO: Okay.

ATTORNEY AGNOLUCCI: Same instruction not to answer.

ATTORNEY AGNOLUCCI: He's not answering the question.

ATTORNEY MOLO: Are you going to not answer?

ATTORNEY AGNOLUCCI: He's following my instruction.

ATTORNEY MOLO: Would you please allow the witness to speak.

ATTORNEY AGNOLUCCI: I am allowing the witness to speak.

ATTORNEY MOLO: No, you're not.

ATTORNEY AGNOLUCCI: Be courteous and respectful.

THE COURT REPORTER: The court reporter is noting for the record that it cannot be taken due to simultaneous cross-talk. Once counsel can continue with decorum in a professional manner, the record will resume.

Let's take five.

ATTORNEY MOLO: Yeah, don't raise your voice.

ATTORNEY AGNOLUCCI: I'm tired of being told that I'm talking too much.

ATTORNEY MOLO: Well, you are.

ATTORNEY AGNOLUCCI: Check yourself.

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ATTORNEY MOLO: Did --

You announced your current company super -- Safe Superintelligence in 2024?

WITNESS SUTSKEVER: Yes.

ATTORNEY MOLO: What's the purpose of that -- that company?

WITNESS SUTSKEVER: To do a new and different kind of research.

ATTORNEY MOLO: Okay. And what does that mean exactly?

WITNESS SUTSKEVER: I have a new idea of how to do things, and I want to try and do them.

ATTORNEY MOLO: Okay. Who is paying your legal fees for this --

ATTORNEY AGNOLUCCI: Objection.

ATTORNEY MOLO: -- for this deposition?

ATTORNEY AGNOLUCCI: And instruction not to answer.

ATTORNEY MOLO: Are you --

WITNESS SUTSKEVER: I've been instructed not to answer.

ATTORNEY MOLO: Okay. Did you discuss your deposition with anyone other than your lawyers prior to today?

WITNESS SUTSKEVER: No.

ATTORNEY MOLO: When was the last time you spoke with Sam Altman?

WITNESS SUTSKEVER: A while ago. Maybe ten months ago, a year ago. Something like this.

ATTORNEY MOLO: Have you ever discussed this lawsuit with Sam Altman?

WITNESS SUTSKEVER: No.

ATTORNEY MOLO: I'm sorry?

WITNESS SUTSKEVER: No.

ATTORNEY MOLO: Okay. Have you ever -- when was the last time you spoke with Greg Brockman?

WITNESS SUTSKEVER: Maybe a year and a quarter ago.

ATTORNEY MOLO: Okay. Have you discussed this lawsuit with Greg Brockman?

WITNESS SUTSKEVER: No.

ATTORNEY AGNOLUCCI: I'm going to withdraw the objection about who's paying the legal fees. I think he can actually answer that.

ATTORNEY MOLO: Okay. Who is paying your legal fees?

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ATTORNEY AGNOLUCCI: If he knows.

WITNESS SUTSKEVER: I -- I -- I'm not sure.

ATTORNEY MOLO: Okay. Okay.

WITNESS SUTSKEVER: I have a guess, but I'm not 100 percent sure.

ATTORNEY MOLO: How did you come to retain counsel?

ATTORNEY AGNOLUCCI: That, I'm going to instruct him not to answer.

ATTORNEY MOLO: I'm sure you are.

ATTORNEY MOLO: How -- how did you come to retain counsel?

WITNESS SUTSKEVER: I --

ATTORNEY AGNOLUCCI: Instruction not to answer. Do you mean in connection with this lawsuit?

ATTORNEY MOLO: Correct.

ATTORNEY MOLO: I'm not asking you for privileged communications between you and your lawyer. I'm just asking you how you came to retain these lawyers.

ATTORNEY AGNOLUCCI: For this lawsuit, you can answer.

WITNESS SUTSKEVER: I've been -- So how did it happen? I recall -- I don't recall exactly. I believe I started working with a different lawyer in Willkie. And I'm pretty sure that -- I think my -- my then-girlfriend found Simona, and I reached out to Simona. That's my recollection.

ATTORNEY MOLO: Okay. Have you received any bills for legal fees?

ATTORNEY AGNOLUCCI: And you're asking about this litigation?

ATTORNEY MOLO: Yeah.

WITNESS SUTSKEVER: No.

ATTORNEY MOLO: You -- "No," you haven't?

WITNESS SUTSKEVER: No.

ATTORNEY MOLO: Okay. Is OpenAI paying your legal fees?

WITNESS SUTSKEVER: I think that's probably the case.

ATTORNEY MOLO: Okay. What makes you think that?

WITNESS SUTSKEVER: Because I don't know who else it would be.

ATTORNEY MOLO: Okay. Did somebody at OpenAI tell you to come meet with these lawyers and hire them --

WITNESS SUTSKEVER: No. No.

ATTORNEY MOLO: Have you discussed this lawsuit with anyone else at OpenAI -- excuse me, with anyone at OpenAI since it was filed?

WITNESS SUTSKEVER: No.

ATTORNEY MOLO: Did you discuss this deposition with anyone at OpenAI?

WITNESS SUTSKEVER: No.

ATTORNEY MOLO: Have you discussed this lawsuit with anyone who's a representative of OpenAI?

WITNESS SUTSKEVER: No.

ATTORNEY MOLO: Give me just a couple of minutes, and we might be done. We can go off the record.

THE VIDEOGRAPHER: Going off the record at 7:53 PM.

(A break was taken.)

THE VIDEOGRAPHER: And we're back on the record at 8:01 PM.

ATTORNEY MOLO: Okay.

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ATTORNEY MOLO: Ilya, you testified a few moments ago that you believe that OpenAI may be paying your legal fees; is that right?

WITNESS SUTSKEVER: Yes.

ATTORNEY MOLO: Okay. Are you deriving any other financial benefits from OpenAI at this time?

WITNESS SUTSKEVER: Nothing beyond what you've already mentioned.

ATTORNEY MOLO: Okay. And then other than the instructions from your lawyer here today, do you believe there's any reason you cannot disclose the details of your financial interest in OpenAI?

WITNESS SUTSKEVER: No.

ATTORNEY AGNOLUCCI: Object to form.

ATTORNEY MOLO: Okay.

ATTORNEY AGNOLUCCI: Object to form.

ATTORNEY EDDY: Objection.

WITNESS SUTSKEVER: I was not aware.

ATTORNEY COHEN: That has a protective order. You should withdraw the question.

ATTORNEY EDDY: That's a violation of the protective order.

ATTORNEY MOLO: Well, that was certainly not my intention. I'll withdraw the question. Anything else?

No further questions. Thank you very much, Ilya.

WITNESS SUTSKEVER: Okay.

ATTORNEY MOLO: We have issues, though, in terms of the deposition remaining open because there's documents that have not been produced to us. We have the issue of the Brockman report, which we learned of today, and you possess it, and it's not been produced. And we have these issues about, you know, Ilya's financial interest.

So this -- we're not done.

ATTORNEY AGNOLUCCI: We obviously disagree. As for the Brockman memo, it was referenced in one of the exhibits that you used in your questioning. You've known about it for some time. And perhaps you should talk to your colleague who handled the meet-and-confer because the memo was never requested. You all were aware that it existed. You didn't ask for it, and it's not called for by the requests.

We've had extensive meet-and-confers about what we were and weren't producing. So if you wanted the memo, you should've asked for it before today.

But it's clearly referenced in both the exhibit that you brought today and in public reporting, and the fact that you didn't know about it before today is false.

ATTORNEY MOLO: No.

ATTORNEY AGNOLUCCI: In fact, you're the one who mentioned it today for the first time.

ATTORNEY MOLO: We mentioned it. You're the one that said you withheld it. We'll take it up with the court.

ATTORNEY AGNOLUCCI: I don't know what you mean by --

ATTORNEY MOLO: We're -- we're taking it up with the court; right?

ATTORNEY AGNOLUCCI: I'm -- well, we should have a record here and we should have a meet-and-confer because we're not agreeing to bring the witness back.

Have you spoken with your colleague Jimmy who handled the meet-and-confer about what we were and weren't producing about this memo?

ATTORNEY MOLO: I think we're happy to talk to colleagues. We're happy to talk to you again. We're not done with the deposition.

ATTORNEY AGNOLUCCI: I think you should talk to your colleagues because we had extensive meet-and-confer --

ATTORNEY MOLO: I just told you. I just told you --

ATTORNEY AGNOLUCCI: Excuse me.

ATTORNEY MOLO: -- that we are happy to talk to our colleagues. All right?

ATTORNEY AGNOLUCCI: We had extensive meet-and-confer about what we would and wouldn't produce. The memo was not called for. You never asked for it. You were aware of it. And we didn't agree to produce it because you didn't ask for it.

ATTORNEY MOLO: We disagree.

ATTORNEY AGNOLUCCI: But we're not bringing the witness back.

ATTORNEY MOLO: We'll see what the court says.

ATTORNEY EDDY: I have a matter to put on the record, which is that it has come to our attention that many of the exhibits that plaintiffs have shown the witness have been prehighlighted. For the record, none of the highlighting appearing in the documents that are marked as exhibits is native to those documents.

ATTORNEY MOLO: Correct.

ATTORNEY EDDY: We did not see a copy of the highlighting that was handed to the witness. We got unhighlighted copies handed out to us during the deposition.

So we reserve all rights, and we note that for the record.

ATTORNEY COHEN: And counsel for Microsoft joins that objection.

ATTORNEY AGNOLUCCI: And can -- just to clarify your comment about financials. Do you mean financial documents?

ATTORNEY MOLO: I don't know what you're talking about.

ATTORNEY AGNOLUCCI: You had an objection on the basis of documents that weren't produced, and you said something about financials.

ATTORNEY MOLO: Oh, no. The question's to Ilya about his financial interest in OpenAI.

ATTORNEY AGNOLUCCI: Understood. But you're not talking about any documents.

ATTORNEY MOLO: I don't know if there are documents that relate to that.

ATTORNEY AGNOLUCCI: Well, they -- they weren't within the scope of the subpoena called for or the subject of any --

ATTORNEY MOLO: We'll take it up with the court. That's why there's courts.

ATTORNEY AGNOLUCCI: And so last thing, actually. Exhibit 19. In accordance with the parties' agreement, we are going to keep the marked copy of Exhibit 19. If there are other copies of Exhibit 19, the agreement was that, I believe, the parties can keep it for three days and then have to return it. But we're happy to take the copies now.

But, I guess, so that we have a clear record, who has a copy of Exhibit 19?

ATTORNEY EDDY: We have a copy, and we want to meet and confer with you about the use of that. So let's put a pin in that if we could.

ATTORNEY AGNOLUCCI: Okay. And, Mr. Molo, do you all have a copy of Exhibit 19?

ATTORNEY SCHUBERT: We have three copies. We will provide them to you.

ATTORNEY AGNOLUCCI: Okay.

ATTORNEY TOFIGHBAKHSH: You have one. They have one of ours. The witness has the other one. So...

ATTORNEY AGNOLUCCI: I have one that's marked as Exhibit 19. I have one that was handed to us, and then --

ATTORNEY SANTACANA: The third one is down there somewhere.

ATTORNEY AGNOLUCCI: Counsel --

(Indiscernible cross-talk.)

(Admonition by the court reporter.)

ATTORNEY AGNOLUCCI: Okay. Excellent.

ATTORNEY SAVITT: Can I ask what the status of the -- of the confidentiality the transcript is. Has anyone designated --

ATTORNEY AGNOLUCCI: We designated it at the opening of the deposition as attorneys' eyes only, highly confidential under the protective order.

ATTORNEY SAVITT: Thank you.

ATTORNEY SANTACANA: Don't you each need to do that for yourself? That's for ourselves.