Nvidia-Groq deal worth 20 billion: former engineers take the case to the Delaware courts

Two former engineers who are shareholders accuse Groq’s board of having sold off the bulk of the company to Nvidia without a shareholder vote and at a bargain price. Groq considers the complaint to be unfounded.

Joshua Rubin and Benjamin Serebrin, two former Groq engineers who remained shareholders, filed a lawsuit on October 2 in the Delaware Court of Chancery. They target the start-up's board of directors, accused of having effectively sold the company to Nvidia during the deal announced at the end of 2025, without the shareholder vote required by Delaware law or a process to obtain the best price.

A "non-exclusive" license contested

According to the complaint, Nvidia spent $17 billion on a license presented as non-exclusive, plus $3 billion in shares reserved for employees who left for it — between 150 and 200 engineers, including founder Jonathan Ross and chairman Sunny Madra. The plaintiffs believe that a majority of the board was in a conflict of interest, with the funds that sat on it profiting from the deal, and put the loss of other shareholders in the billions.

Groq, which still presents itself as an independent company and has raised about $1 billion since June, calls the complaint unfounded and promises to defend itself. The scheme has already been the subject of an antitrust investigation by the U.S. Department of Justice since September.