OpenAI Warrant-Backed Stake in Cerebras
Cerebras
The OpenAI deal turns Cerebras from a chip supplier into a strategic compute partner with built in upside for both sides. OpenAI already uses Cerebras to run Codex-Spark and committed to buy 750 megawatts of inference capacity through a multi year agreement worth more than $10 billion. In parallel, OpenAI received a warrant for up to 33.4 million shares, so as Cerebras delivers capacity and hits commercial milestones, OpenAI can become a much larger owner instead of just a customer.1 2 3 4
- The jump from about 3% to about 11% comes from the warrant structure. 4.46 million shares vested at the start, another 5.57 million shares vest once Cerebras either crosses a $40 billion market cap threshold or receives certain fee payments from OpenAI, and 23.41 million more vest as compute capacity is delivered under the master relationship agreement.1 2 4
- This is economically similar to how cloud providers and anchor customers lock in scarce AI infrastructure. OpenAI is not just prepaying for fast inference, it is getting equity exposure tied to real usage and delivery. That gives Cerebras demand visibility before and after the IPO, which matters because large AI hardware buyers usually want proof that racks will stay full for years.2 3 5
- The arrangement also explains why the commercial relationship matters more than a passive cap table stake. By June 2026, Cerebras disclosed that the second 5.57 million share vesting condition had already been satisfied. That means the ownership increase is linked to business performance, not a separate financing round or open market purchase.4 1
Going forward, this kind of customer linked equity is likely to become more common in AI infrastructure. The winners will be the hardware companies that can secure giant committed workloads from model providers, then use those contracts to finance more buildout, deepen product integration, and enter public markets with revenue that already looks partially reserved.2 3 5