Cap Table Liquidity & Private Secondary Markets3 min readUpdated September 2026

Carta vs Forge When Carrier Appointments Follow the License, Not the Shares

A founding producer-partner wants to monetize her equity ahead of the wave of PE-backed roll-ups moving through your category. Run through this checklist before deciding whether Carta or Forge has any real role here.

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Check one: which carrier appointments are tied to her personally

Carrier appointment agreements, which authorize an agency to sell and service a specific insurer's products, are sometimes tied to specific licensed individuals rather than just the agency entity, particularly for relationships she originated personally. Before pricing her buyout, get a clear list from your carrier relationships team of which appointments could be at risk if her role or licensing status changes.

Check two: what your state's producer licensing rules require

Confirm whether your state requires anyone holding equity in an insurance agency to hold a producer license, or whether that requirement applies only to principals actively soliciting business. This affects who's eligible to buy her stake, whether that's remaining partners, a licensed key employee, or an outside investor willing to obtain the appropriate license.

Check three: whether Carta's mechanics add value here

If eligible buyers are identified and the partnership agreement allows a negotiated buyback, Carta's structured tender offer process can formalize the transaction and keep the cap table accurate, particularly useful if other producer-partners also hold equity that needs ongoing tracking. It has no visibility into carrier appointment risk or licensing eligibility, so that work happens separately.

Check four: whether Forge is worth even trying

No, generally: Forge's outside buyer network is built around companies already recognizable to institutional secondary buyers, mostly venture-backed technology names, and P&C brokerages aren't in that pool regardless of the wave of PE interest moving through the category through direct, negotiated deals. If PE-backed buyers are interested, they're more likely to approach directly or through an industry broker than through Forge's marketplace.

What should you ask carriers about appointment continuity?

Contact your key carrier relationship managers directly and ask specifically whether the appointment associated with the departing producer-partner's book is tied to her individually or to the agency, and what, if anything, needs to happen to preserve it through the ownership change. Carriers vary in how they handle this, and getting a direct, specific answer avoids assuming an appointment is safe when it actually isn't.

Put these questions to each key carrier relationship manager:

  • Is the appointment tied to the departing producer-partner individually or to the agency?
  • What, if anything, needs to happen to preserve the appointment through the ownership change?
  • Does the carrier handle appointment continuity differently from other carriers you work with, and can it confirm in writing?
  • How much of her book sits with this carrier, so you know which appointments are material to the price?

A realistic timeline for this kind of transaction

Budget four to six weeks: one to two weeks to review carrier appointments and confirm licensing eligibility for potential buyers, two to three weeks for any required carrier conversations or licensing steps, and one to two weeks for documentation and closing, which can often run in parallel with the carrier conversations.

Why does every carrier appointment need a direct check before pricing?

The most common mistake is assuming all of a producer-partner's book of business is equally secure without checking carrier by carrier, then discovering after the buyout closes that a major carrier appointment was more personally tied to her than anyone realized. Say one carrier representing a meaningful share of her book confirms, only after the transaction closes, that the appointment requires her personal, ongoing involvement to remain active; unwinding or renegotiating that after the fact is far harder than addressing it before price was agreed.

Confirm every material carrier appointment's status before, not after, finalizing the number. Build a simple list of every carrier representing a meaningful share of her book, contact each relationship manager directly to confirm what happens to the appointment if her role or ownership changes, and only then finalize price, since a carrier answer that surfaces a real problem should change the number, not arrive as a surprise afterward.

Terms worth negotiating given carrier appointment risk

Negotiate a holdback tied to carrier appointment continuity: a portion of the buyout price paid out over a defined window and reduced if a specific named carrier appointment, confirmed as material to the price during diligence, is lost as a result of the ownership change. This directly addresses the licensing and appointment risk without requiring a guess at a discount percentage upfront.

Also negotiate a defined transition period where the departing producer-partner personally introduces key accounts to whoever is taking over those relationships, ideally through at least one renewal cycle, since insurance relationships often renew annually and a personal handoff before that renewal date matters more than one that happens afterward.

Keep a simple written record of every carrier conversation confirming appointment continuity, so there's a clear reference on file if a question about a specific book of business comes up again after the transaction has closed, whether from a carrier, a state regulator, or a future buyer doing its own careful diligence.

Executive Capability Standard

What Good Looks Like

An insurance brokerage confirms which carrier appointments are tied to a departing producer-partner personally, and checks state producer licensing rules for equity holders before pricing any buyout.

Building The Capability (5-Stage Skill Ladder)

1. Learn:Get a list of carrier appointments tied specifically to the departing producer-partner.
2. Do Manually:Confirm your state's producer licensing requirements for equity holders.
3. Delegate:Have carrier relations and compliance jointly own the appointment and licensing review.
4. Automate:Track producer-partner equity in Carta once eligible buyers and structure are confirmed.
5. Buy:Run the buyback through Carta once carrier appointment risk and licensing eligibility are resolved.

How to Get Started

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Frequently Asked Questions

Do carrier appointments transfer automatically with an equity sale?

Not necessarily. Some carrier appointment agreements are tied to specific licensed individuals rather than the agency entity alone, particularly for books of business a specific producer originated. Confirm this with your carrier relationships team before assuming appointments are unaffected by an ownership change.

Does everyone who owns equity in an insurance agency need a producer license?

It depends on your state; some require a license only for principals actively soliciting or negotiating insurance, while others apply the requirement more broadly to anyone with an ownership interest. Confirm your specific state's rule before assuming any interested buyer is eligible.

Should we expect PE-backed buyers to approach through Forge?

Unlikely. PE-backed consolidators active in the insurance brokerage roll-up space typically approach agencies directly or through industry-specific M&A brokers, not through a general marketplace like Forge, which has no natural reach into this category.

About the numbers

This guide doesn't quote a sourced benchmark. Figures in it are estimates or general guidance, so check them against your own numbers.

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