Nvidia
Ex-Groq engineers sue board over $20bn Nvidia deal
Two former engineers allege in a Delaware court that the licensing and acqui-hire deal short-changed common shareholders and left Groq a hollowed-out shell.
The answer
Two former Groq engineers sued Groq's board in Delaware over the roughly $20bn Nvidia deal.
What happened: Former Groq engineers Benjamin Serebrin and Joshua Rubin sued Groq's board in Delaware's corporate court, the Financial Times reported on 5 October. Both are shareholders. The suit was filed on Friday.
The numbers: Announced on 24 December 2025, the deal was a non-exclusive licence of Groq's inference technology to Nvidia. It was reported at about $20 billion: roughly $17 billion in cash licence fees and about $3 billion in Nvidia stock. The stock went to around 200 Groq engineers who moved to Nvidia, including founder Jonathan Ross and President Sunny Madra.
The claims: The suit alleges breach of fiduciary duty. It says the board sold Groq's core assets and top staff and left a hollowed-out shell. It says common stockholders were undervalued and cashed out cheaply while insiders were favoured. It also says the payout ignored upside and synergies, the licence fee was taxed as income, and some holders were denied a vote.
Who's affected: The suit says the board was conflicted. It points to four "conflicted funds": BlackRock, Social Capital, Infinitum and Disruptive. None is named as a defendant.
The catch: The plaintiffs concede that "No Delaware decision has directly answered the question" of treating an acqui-hire as a merger. These are allegations, not court findings. Deal figures also vary by outlet: Dealroom puts the licence at $11 billion and the total at $14.7 billion.
The context: Groq stayed independent after the deal. CEO Simon Edwards runs GroqCloud, which was later valued at $3.5 billion in a round Nvidia joined. Nvidia's first Groq-based chip was unveiled in March and reached full production in August.
Why it matters: Regulators and lawmakers are already scrutinising acqui-hires. Senators Warren, Blumenthal and Wyden have criticised them. The New York Times reported a Department of Justice probe in September, and FTC Chair Andrew Ferguson is reviewing such deals.
What's next: Nvidia declined to comment. Groq did not immediately respond. Crypto Briefing also covered the filing.
Sources
- Former Groq engineers file a lawsuit in Delaware over the Nvidia deal (via Financial Times) — Techmeme, 5 October 2026
- Groq engineer-shareholders sue board over $20 billion Nvidia deal — Crypto Briefing, 5 October 2026