To ensure true alignment and 'skin in the game,' offer proven managers the opportunity to buy into the HoldCo's equity rather than giving them stock grants. People value what they pay for, creating a stronger sense of ownership and long-term commitment.
Serial acquirer Lifco improves post-acquisition performance by having sellers retain an ownership stake in their business. This goes beyond typical earn-outs, keeping the founder's expertise and incentives aligned with the parent company for long-term growth, rather than just hitting short-term targets.
A founder who hoped to one day sell his company to employees was advised to start now. Implementing an Employee Stock Ownership Plan (ESOP) early aligns the team with the long-term mission, shares the burdens of entrepreneurship, and builds a sustainable, purpose-driven culture from the beginning.
Granting stock options is only half the battle. To make equity a powerful motivator, leaders must constantly communicate a clear and believable narrative for a future liquidity event, such as an acquisition. This vision is what transforms paper ownership into a tangible and valuable incentive in the minds of employees.
Giving management 15% equity instead of the standard 10% is a small cost to the sponsor (e.g., an 85% stake vs. 90%). However, this 50% increase in potential wealth for management creates significant alignment and motivation, leading to a much larger overall enterprise value that benefits all parties.
While bonuses tied to revenue incentivize employees to perform specific tasks, they are purely transactional. Granting stock options makes team members think holistically about the entire business's long-term health, from strategic opportunities to small cost savings, creating true psychological ownership.
Palo Alto Networks' M&A strategy requires founders to "unvest" half their existing stock. This is offset by a generous new equity grant (25-40% top-off) in the parent company, creating powerful financial incentives for founders to stay for the new three-year vesting period.
Granting a full co-founder 50% equity is a massive, often regrettable, early decision. A better model is to bring on a 'partner' with a smaller, vested equity stake (e.g., 10%). This provides accountability and complementary skills without sacrificing majority ownership and control.
For indefinite-hold companies, executive wealth is created through a stream of cash, not a future sale. Management earns equity over time in unlevered businesses, allowing them to receive meaningful cash distributions. This aligns incentives for long-term, sustainable profit growth rather than a quick flip.
A service company's primary asset is its people. To prevent your best talent from leaving and becoming competitors, you must give them significant equity. This transforms their mindset from employee to owner, aligning their interests with the firm's long-term success and growth.
To retain founders who've already cashed out, use a dual incentive. Offer rollover equity in the new parent company for long-term alignment ('a second bite at the apple'), and a cash earn-out tied to short-term growth targets. This financial structure is crucial when managing wealthy, independent operators who don't need the job.