Cerebras Systems went public on May 14, 2026, and Wall Street lost its mind.
Shares priced at $185 on May 13, opened the next morning at $350, surged to an intraday high of $386 before cooling, and closed the day at $311.07, a 68% gain on debut day. The company raised $5.55 billion, the largest US tech IPO since Uber in 2019. On a fully diluted basis, including all warrants, options, and restricted shares, the market cap briefly touched $100 billion before settling at approximately $95 billion at close.
Behind that number is one of the most tangled cap tables in recent AI history, a decade of venture money, a controversial Abu Dhabi customer that nearly sank the whole thing, a $20 billion commercial deal with a company whose co-founders happen to own Cerebras stock personally, and an attempted acquisition that Elon Musk used as evidence in a federal lawsuit.
Here is who actually owns Cerebras, what they paid, what it is worth now, and why the OpenAI relationship is far more complicated than a simple customer deal.
Key Takeaways
- The five largest shareholders by S-1 disclosure are Fidelity (approximately 11.3%), Benchmark (9.5%), Foundation Capital (8.3%), Eclipse (7.3%), and Alpha Wave (6.5%). All five hold Class B common stock with greater voting weight than the Class A shares sold in the IPO.
- The founders are CEO Andrew Feldman and CTO Sean Lie, whose stakes were worth $3.2 billion and $1.7 billion respectively at Thursday’s closing price of $311.07, making both billionaires on debut day.
- The OpenAI relationship has four layers: a $20 billion commercial supply deal, a $1 billion loan secured by 33 million+ share warrants, a separate AWS warrant package, and personal equity stakes held by Sam Altman and Greg Brockman that date back to 2017 and were confirmed in federal court testimony on May 4, 2026.
- The G42 problem is not fully resolved. G42’s investment stake was restructured to non-voting shares following the CFIUS review. But the Mohamed bin Zayed University of Artificial Intelligence, a G42-related entity, accounted for 62% of 2025 revenue and remains Cerebras’ largest customer by revenue.
- At the IPO closing price of $311.07, Benchmark’s $10 million Series A investment in 2016 was worth approximately $5.5 billion. Foundation Capital’s $36.8 million total investment was worth approximately $4.8 billion, a 129x return.
- The IPO was the largest US tech listing since Uber in 2019, raising $5.55 billion at $185 per share, with shares closing 68% above the offering price at a market cap of approximately $95 billion.
The Founders: Andrew Feldman and Sean Lie
Cerebras was founded in 2016 by Andrew Feldman and Sean Lie. Feldman, the CEO, previously co-founded SeaMicro, a microserver company that AMD acquired in 2012 for approximately $334 million. Lie is the company’s chief technology officer and the architect of the Wafer-Scale Engine.
At the IPO price of $185 per share, Feldman’s stake was worth nearly $1.9 billion. At Thursday’s closing price of $311.07, it was worth approximately $3.2 billion. Lie’s stake was valued at roughly $1 billion at the IPO price, rising to approximately $1.7 billion at close. Both became billionaires on the same day their company went public, a decade after founding it.
Feldman holds approximately 5% of total voting power in the company post-IPO.
The Five Largest Institutional Shareholders (over 5% stakes)
According to Cerebras’ S-1 filed with the SEC, five institutions held more than 5% of outstanding capital stock as of the March 31, 2026 record date. These are the only shareholders required to disclose percentage ownership in the prospectus.
Fidelity — approximately 11.3% of Class B common stock Fidelity is the largest external institutional shareholder in Cerebras. Its position was worth approximately $3.8 billion at the IPO price. Fidelity led the September 2025 Series G raise alongside Atreides, which valued Cerebras at $8.1 billion, and participated in the $1 billion Series H in February 2026.
Benchmark — approximately 9.5% of Class B common stock Benchmark co-led the Series A in 2016, investing approximately $10 million alongside Foundation Capital and Eclipse in a $27 million round. That $10 million was worth approximately $5.5 billion at Thursday’s close, one of the largest venture returns on a single early-stage bet in recent memory. Eric Vishria, the Benchmark partner who led the investment, still sits on Cerebras’ board.
Foundation Capital — approximately 8.3% of Class B common stock Foundation Capital also co-led the 2016 Series A, investing approximately $36.8 million across the life of its position. At Thursday’s closing price, that stake was worth approximately $4.8 billion, representing a 129x return on invested capital, one of the best-performing early AI venture bets ever recorded. Steve Vassallo, the Foundation Capital partner who championed the investment, remains on the board.
Eclipse — approximately 7.3% of Class B common stock Eclipse, the venture firm led by Lior Susan, invested alongside Benchmark and Foundation in the 2016 Series A, putting in approximately $6.5 million. At Thursday’s close, the stake was worth approximately $4.2 billion. Susan played a direct role in connecting Cerebras with key enterprise customers, including G42, Amazon, and eventually OpenAI. Susan also holds a board seat.
Alpha Wave — approximately 6.5% of Class B common stock Alpha Wave Global, the growth-stage investment firm led by Rick Gerson, holds approximately 6.5% of Cerebras. Its position was valued at roughly $2.4 billion at the IPO price. Alpha Wave is a later-stage investor that joined as Cerebras scaled its revenue base.
The Full Investor List
Beyond the five above-5% holders, Cerebras’ S-1 and company website disclose a broader investor base that includes:
Institutional investors: Tiger Global, Altimeter, Atreides Management, Coatue, Moore Strategic Ventures, VY Capital, Abu Dhabi Growth Fund, AMD, 1789 Capital, and Valor Equity Partners.
Note: Altimeter and Coatue were larger holders in the original 2024 S-1 filing but no longer appear in the above-5% disclosure in the 2026 filing, suggesting their positions may have been reduced through secondary sales between the withdrawn IPO and the 2026 refile.
Angel investors: Sam Altman (OpenAI CEO), Greg Brockman (OpenAI co-founder and president), Ilya Sutskever (OpenAI co-founder, now founder of Safe Superintelligence), Adam D’Angelo (OpenAI board member and Quora CEO), Andy Bechtolsheim (Sun Microsystems and Arista co-founder), and Lip-Bu Tan (Intel CEO).
The angels’ stakes are small enough that none required percentage disclosure in the S-1, though Altman was quoted in the prospectus and Brockman confirmed his stake under oath during the Musk v. OpenAI trial in May 2026.
What the angels are worth now: At the $311.07 closing price on May 14, Altman’s approximately 89,373 shares were worth $27.8 million. Brockman’s approximately 78,000 shares were valued at $24.2 million. Both had invested as individuals starting in 2017, years before OpenAI became a commercial entity or Cerebras a significant company.
The G42 Backstory: The Stake That Nearly Killed the IPO
Before OpenAI became the centrepiece of the Cerebras story, there was G42.
G42 is an Abu Dhabi-based AI conglomerate with historical ties to Huawei that has been the subject of intense US regulatory scrutiny. G42 invested $335 million in Cerebras and became its dominant customer. In 2024, G42 accounted for 85% of Cerebras’ total revenue. When Cerebras filed its original S-1 in September 2024, the CFIUS opened a national security review of the G42 stake, citing concerns that advanced American AI chip technology could reach China through UAE intermediaries. Cerebras withdrew the filing.
The review concluded in March 2026 after G42’s stake was restructured to non-voting shares, removing G42’s ability to influence company decisions. G42 is not listed as a 5% shareholder in the 2026 S-1.
Revenue concentration has improved but not disappeared. By 2025, G42’s direct revenue share had fallen to 24%. However, the Mohamed bin Zayed University of Artificial Intelligence (MBZUAI), a UAE entity that the prospectus identifies as a related party of G42, accounted for 62% of 2025 revenue. G42’s investment was restructured. Its customer relationship was not.
The OpenAI Connection: Customer, Lender, Warrant Holder, and Would-Be Acquirer
The relationship between Cerebras and OpenAI has at least four distinct layers, and each one is more entangled than the last.
Layer 1: The $20 billion commercial deal
In January 2026, OpenAI and Cerebras announced a multi-year deal covering 750 megawatts of computing capacity to be delivered through 2028. The total value of the arrangement, including extensions through 2029, exceeds $20 billion. OpenAI is using Cerebras chips specifically for inference workloads, where the Wafer-Scale Engine’s speed advantage over NVIDIA GPUs is most pronounced. OpenAI launched its first AI model running on Cerebras chips earlier in 2026.
Layer 2: The $1 billion loan and warrants
As part of the January 2026 deal, OpenAI loaned Cerebras $1 billion, secured by warrants giving OpenAI the option to purchase over 33 million Cerebras shares. The Financial Times calculated that Cerebras is handing OpenAI warrants worth roughly half the gross profit it stands to make on the entire deal. At Thursday’s closing price, those warrants would be worth approximately $11.7 billion if fully vested.
The loan carries a significant risk clause buried in its terms: if the Master Relationship Agreement is terminated for any reason other than OpenAI’s own uncured breach, OpenAI can seize control of the loan funds and demand immediate repayment.
Layer 3: The AWS parallel deal
In March 2026, Amazon Web Services agreed to deploy Cerebras chips inside its own data centres, making them accessible through the Amazon Bedrock platform. AWS also holds a separate warrant package to purchase Cerebras stock, though the terms have not been disclosed publicly. Cerebras signed a $2.2 billion Canadian data centre lease in March to support the AWS and OpenAI ramp.
Layer 4: The personal investments and the acquisition that never happened
The fourth layer is the most unusual and the one that surfaced in open court.
Both Sam Altman and Greg Brockman personally invested in Cerebras in 2017, before OpenAI had any significant commercial relationship with the company. Brockman confirmed his personal stake under oath on May 4, 2026, during testimony in the Musk v. OpenAI federal trial. He acknowledged there was overlap between his discussions of a potential OpenAI transaction with Cerebras and his status as a personal investor in the company, and confirmed he had not disclosed his Cerebras stake to Elon Musk in writing at any point during those discussions.
A 2017 email from Brockman, entered into evidence, stated that “exclusive access to Cerebras hardware would give OpenAI an overwhelming hardware advantage over Google.” Musk’s legal team argued this showed the two OpenAI co-founders were steering the organisation toward commercial relationships with companies in which they held undisclosed personal financial interests. The acquisition discussions ultimately led to nothing. OpenAI did not acquire Cerebras. But the commercial relationship that followed in 2026 is worth $20 billion.
The Revenue Timeline: How Cerebras Got Here
| Year | Revenue | Key Driver |
|---|---|---|
| 2022 | $24.6 million | Early enterprise customers |
| 2023 | $78.7 million | G42 ramp begins |
| 2024 | $290.3 million | G42 dominates (85% of revenue) |
| 2025 | $510 million (+76% YoY) | MBZUAI, OpenAI deal signed |
| 2026 (backlog) | ~$1.85B estimated annualised | OpenAI + AWS ramp |
Source: Cerebras SEC S-1 filing, April 2026; Motley Fool analysis
The $24.6 billion revenue backlog disclosed at end-2025, with management estimating 15% recognition across 2026 and 2027, implies roughly $1.85 billion in annualised revenue over those two years more than triple the 2025 level, and contingent almost entirely on the OpenAI and MBZUAI relationships delivering as contracted.
The IPO: What Happened on May 14
Cerebras priced at $185 per share on the evening of May 13, well above its initial $115–$125 range and even above the subsequently raised $150–$160 range. The company sold 30 million Class A shares and raised $5.55 billion, the largest US tech IPO since Uber’s 2019 debut. If underwriters exercise their full over-allotment option, total proceeds reach $6.38 billion.
Shares opened at $350 on May 14, up 89% from the offering price, hit an intraday high of $386 that briefly pushed the fully diluted market cap above $100 billion, and closed at $311.07 on a market cap of approximately $95 billion. The stock fell approximately 10% on its first full day of trading, May 15, as some early investors took profits.
Morgan Stanley, Citigroup, Barclays, and UBS led the offering. Mizuho and TD Cowen acted as bookrunners.
The Risk Picture Investors Are Pricing Around
The cap table analysis is incomplete without the risk picture, because the two are inseparable.
Customer concentration remains severe. Despite the G42 restructuring, MBZUAI accounted for 62% of 2025 revenue and is a related party of G42. OpenAI, the company’s most prominent new customer, has personal financial ties to Cerebras through its two co-founders and will benefit directly from the warrant package if the stock price holds.
The GAAP profit requires scrutiny. Cerebras reported $237.8 million in non-GAAP net income for 2025. On a GAAP basis, the company posted an operating loss of $145.9 million in 2025 driven by significant research and development spending. The profitable-looking headline is real on a non-GAAP basis and depends heavily on the accounting treatment of the OpenAI forward contract liability.
OpenAI termination risk is written into the loan agreement. If the commercial relationship with OpenAI ends for any reason other than OpenAI’s own breach, Cerebras faces immediate repayment of the $1 billion loan. That creates a structural dependency that no other AI hardware company has accepted from a single customer.
Competition is NVIDIA, which is not standing still. NVIDIA’s Vera Rubin platform, announced at GTC 2026, promises a 5x performance improvement over the Blackwell generation. NVIDIA also acquired inference startup Groq for $20 billion in December 2025. AMD’s MI400 series is closing the gap from a different angle.