Amazon.com, Inc. disclosed that its subsidiary Amazon.com NV Investment Holdings LLC entered into an equity commitment letter agreement to purchase $35.0 billion of OpenAI's Series C Preferred Stock, guaranteed by the Company, separate from a $15.0 billion investment closing March 31, 2026. The filing also announces a strategic partnership with OpenAI including AWS as exclusive cloud provider for OpenAI Frontier and $50 billion total investment.
Key takeaways
Amazon Sub committed to purchase 50,895,254 shares of OpenAI Series C Preferred Stock for $35.0 billion aggregate purchase price.
Amazon.com, Inc. guarantees Amazon Sub's obligations under the Letter Agreement dated February 27, 2026.
Separate $15.0 billion investment in OpenAI Series C Preferred Stock obligated to close on March 31, 2026.
Total Amazon investment in OpenAI of $50 billion.
AWS named exclusive third-party cloud distribution provider for OpenAI Frontier.
OpenAI to consume 2 gigawatts of Trainium capacity through AWS infrastructure.
Parties' obligations terminate if Commitment Amount not invested by December 31, 2028.