OpenAI angrily criticizes Robinhood for "tokenization of stocks" without authorization! Whose interests are being affected?

With a series of moves to aggressively enter the "stock tokenization" market, Robinhood has dominated the headlines of major financial media over the past few days. At the same time, Robinhood has also gifted unlisted OpenAI and SpaceX stock tokens to EU users, an action widely interpreted by the market as Robinhood attempting to seize pricing power in the Pre-IPO market. (Background: The tokenization of US stocks explodes: Bybit, Robinhood, and Kraken launch simultaneously, giving rise to the biggest narrative of the week?) (Additional context: Robinhood launches tokenized US stocks: gifts of OpenAI and SpaceX stocks, creating its own L2, HOOD hits new highs) The real game is to compete for IPO pricing power. With a series of moves to aggressively enter the "stock tokenization" market, Robinhood has dominated the headlines of major financial media over the past few days, and its stock price has even surpassed $100, hitting a historical high. In addition to bringing listed stocks to the on-chain market through tokenization, Robinhood has also expanded the scope of stock tokenization to unlisted private companies and will gift unlisted OpenAI and SpaceX stock tokens to EU users, an action widely interpreted by the market as Robinhood attempting to seize pricing power in the Pre-IPO market. OpenAI criticizes Robinhood for unauthorized actions. However, early on July 3, OpenAI officially clarified on X that these so-called OpenAI tokens are not OpenAI equity. We have no collaboration with Robinhood, have not participated in this matter, nor endorse it. Any transfer of OpenAI equity requires our approval, and we have not approved any transfers. Please be cautious. In response to OpenAI's criticism, Robinhood co-founder and CEO Vlad Tenev posted on X: In our recent cryptocurrency activities, we announced that we would gift a limited number of OpenAI and SpaceX stock tokens to eligible European customers. Strictly speaking, these tokens are not "equity" (interested friends can review our terms for specific details), but they actually provide retail investors with the opportunity to access these private assets. Our gifting activity sets the stage for a larger plan. Since our announcement, we have received many inquiries from private enterprises eager to join us in this tokenization revolution. Regarding Vlad Tenev's description that "tokens are not equity," we found a more detailed explanation in Robinhood's product documentation: Robinhood stock tokens track the prices of publicly traded stocks and ETFs, and they are derivatives that track prices on the blockchain... When you purchase stock tokens, you are not purchasing actual stocks but are buying tokenized contracts that follow their prices and are recorded on the blockchain. Core controversy: Can unlisted stocks be tokenized? As two of the hottest companies in the current financial market, OpenAI's criticism of Robinhood quickly sparked heated discussions in the market, focusing on whether shares of unlisted private companies like OpenAI and SpaceX can be tokenized? Do platforms like Robinhood (or derivatives issuers) need authorization from the other party? Can private companies restrict the circulation of such stock tokens? Note: It is worth mentioning that Elon Musk, who has a deep-seated feud with OpenAI, today mocked OpenAI for having "only fake stocks"... The feud between Elon Musk and OpenAI is related to OpenAI's transition from a non-profit organization to a for-profit entity, which is a highly scrutinized public case in the internet industry. Interested readers can search for more information. David Hoffman, founder of Bankless, speculated that Robinhood may have reached an agreement with a holder of OpenAI/SpaceX shares: Vlad Tenev specifically mentioned a connection with a wealthy investor holding OpenAI/SpaceX shares during a speech, and these shares are likely still owned by that original investor (individual or entity), and OpenAI may have approved that original investor to sell the equity. In this case, Robinhood and that investor could sign a private agreement without needing OpenAI's approval. Nevertheless, private companies like OpenAI can still refuse to allow their shares to be traded in accessible venues, which would be a real friction for Robinhood. However, Rob Hadick, a partner at Dragonfly, believes that this model poses another layer of potential risk, namely that private companies like OpenAI may refuse to recognize completed equity sale agreements under the guise of default: OpenAI's clarification highlights another risk on the private company side that I did not mention yesterday, but these issues often arise in the secondary market. Private companies are not obligated to recognize your perceived rights to equity transfers. In fact, I recently stated at a closed-door meeting that I expect this inherent contradiction to lead more private companies to directly cancel equity sales that violate shareholder agreements. Overall, many issues surrounding this generation of products remain unresolved. Venture capital lawyer Collins Belton provided a more detailed explanation. Collins stated that many lawyers outside the venture capital field believe that the main restrictions on the operation of private and public stocks are securities laws and other regulations, which is somewhat correct, but additional contractual obligations reached among shareholders and with the company can also apply. For instance, a company can reach agreements with shareholders in the company's articles, memoranda, or terms that certain or all company shares cannot be "transferred" without the company's consent—"transfer" not only refers to actual transfers but is usually defined broadly, covering everything from staking to establishing derivatives. Collins further noted that popular Silicon Valley startups often impose secondary market restrictions through contracts during later stages, and in early companies, these restrictions may only apply to common stockholders, especially when venture capitalists hold influence. However, as companies become very popular and mature, they often impose such restrictions on all shareholders (including well-known venture capitalists). Collins also mentioned: I was initially curious whether new stock tokenization issuers like Robinhood and xStocks addressed this issue. I thought that given Robinhood's influence, they might have resolved this potential problem, but based on OpenAI's announcement, I doubt they did. They might be playing dumb or might genuinely not know about this restriction. According to Collins' legal explanation, if OpenAI did indeed sign additional agreements with investors regarding the restriction of share "transfers," then Robinhood's stock tokenization actions regarding OpenAI (even in the form of derivatives as Robinhood claims...