Amazon's subsidiary agreed to buy $35 billion of OpenAI preferred stock, on top of a $15 billion purchase due Mar 31, 2026

Written by Claude Sonnet 5.5, an AI model, from public records. Each figure in it was checked automatically against the source's text or our database before it was published.

Amazon.com NV Investment Holdings LLC, a wholly owned subsidiary of Amazon, agreed on Feb 27, 2026 to buy $35.0 billion of OpenAI's Series C Preferred Stock, an amount the filing calls the Commitment Amount, in an equity commitment letter agreement with OpenAI Group PBC. Amazon.com, Inc. guaranteed its subsidiary's obligations. The subsidiary could buy all or part of the shares whenever it chose, but it was obligated to buy whatever remained when OpenAI met specified milestones or completed an initial public offering or direct listing in the United States, whichever came first, subject to conditions. The 8-K said the parties' obligations under the letter would end if the $35.0 billion had not been invested by Dec 31, 2028, a date that could move earlier in some circumstances.1^,2^,3^,4^,5^,6

The 8-K, the report a US-listed company files when something material happens, said the commitment was separate from and in addition to a $15.0 billion investment in the same stock that the subsidiary was obligated to buy on Mar 31, 2026, in what the filing called OpenAI's current funding round and subject to closing conditions. The press release attached to the filing said Amazon would invest $50 billion in OpenAI, starting with an initial $15 billion and followed by another $35 billion in what it called the coming months, when certain conditions were met.7^,8^,9

Item 8.01 of the filing, the item for other events, added that affiliates of Amazon and OpenAI also entered into a commercial arrangement, mainly for Amazon Web Services (AWS) cloud services to OpenAI, and a joint collaboration agreement under which certain services using OpenAI models were to be made available to Amazon and on AWS. The press release said OpenAI and AWS were expanding their existing $38 billion multi-year agreement by $100 billion over 8 years, with OpenAI committing to use about 2 gigawatts of capacity on Trainium, Amazon's custom AI chips. AWS would be the exclusive third-party cloud distribution provider for OpenAI Frontier, a platform the release said lets organizations build, deploy and manage teams of AI agents. Andy Jassy, Amazon's president and CEO, said in the release that Amazon was excited that OpenAI chose to commit heavily to its custom AI chips and about the chance to invest in the company and the partnership over the long term.10^,11^,12^,13^,14^,15^,16^,17

In games, Amazon Games, the publishing company under Amazon, is the publisher of Tomb Raider: Legacy of Atlantis.18

We hold the text of the 8-K and of the press release, but not Exhibit 10.1, the letter agreement itself, which the filing says omits certain confidential portions; the letter's terms above are the 8-K's own summary of it.19^,20^,21