Equity for Media Buyers: Pulley vs Carta for Performance Agencies

Start with the dollar value, not a round percentage. Model your current 409A valuation, decide what fraction of the company a four-year grant should represent in current dollars, and compare that directly to the signing bonus and base salary bump they're being offered elsewhere. A grant that looks generous as a raw percentage can look thin once converted to a dollar figure, and your media buyer will do that math themselves whether or not you do it for them first.

Both tools handle this conversion cleanly, showing grant value alongside share count so the conversation with your buyer stays grounded in numbers instead of vague talk about upside. Walk through the math with them directly rather than leaving it to a printed offer letter; a face-to-face conversation about what the grant is actually worth tends to land better than a document alone.

Marketing and performance agencies get acquired by larger holding companies more often than most services businesses, and it's worth explaining to a new equity holder exactly what that means for their grant before it becomes relevant. Walk through whether their vesting accelerates on a sale, whether it requires them to stay on through a transition period, and how a buyer's earnout structure might affect the payout timeline versus a clean cash exit.

This conversation, done honestly up front, does more for retention than the grant itself, since a media buyer who doesn't trust the mechanics will discount the offer's value regardless of the headline number.

If part of your own agency's growth plan involves being acquired eventually, consider structuring your best people's compensation as equity plus a bonus tied to the same performance metrics that would drive your own earnout, such as client retention or account growth. That alignment matters more in a marketing agency than in most services businesses, since a single account manager or buyer leaving right before a deal closes can meaningfully affect the numbers a buyer is underwriting.

Write the metrics down clearly and tie them to something the person actually controls, not firm-wide revenue they have limited influence over.

For a smaller, independent agency granting its first handful of equity stakes, compare Pulley's and Carta's current setup effort, 409A pricing and turnaround times, since neither requires outside investors. If your agency has already taken growth capital, or a holding company acquirer has signaled interest, Carta's cap table format is the one that buyer's deal team is more likely to already use internally, which can shorten the eventual diligence process.

Agency headcount is often smaller than a typical venture-backed startup's, so confirm pricing at your actual size rather than assuming it matches a larger company's plan.

Once you've made this decision for one media buyer, the next strong performer will ask about it too, and an inconsistent, deal-by-deal approach to equity is a fast way to create resentment inside a small team. Write a standard grant template, including vesting length, acceleration terms, and the criteria for who qualifies, so the next conversation is faster and feels fair rather than negotiated from scratch each time.

Revisit the template annually as your agency's valuation and competitive pressure change, since a template written when you were smaller may undersize grants once you've grown.

Build the standard grant template around these points:

• Set the vesting length once, so every grant in the agency follows the same schedule instead of being negotiated deal by deal.
• Write down the acceleration terms that apply if a holding company later acquires the agency, so new equity holders know what to expect.
• Define clear criteria for who qualifies, so a grant doesn't look like favoritism to the rest of the team.
• Express each grant's current dollar value alongside the percentage, since a media buyer will compare it with competing cash offers.

Once your top media buyer has a real equity stake, the rest of the team will eventually find out, and how you handle that matters. You don't need to disclose exact percentages or dollar values, but being transparent that equity exists as a real path for people running significant accounts, with clear criteria for who qualifies, prevents the grant from looking like favoritism rather than a program.

An agency that keeps its equity program entirely secret risks the opposite problem: strong performers assuming it doesn't exist at all and looking elsewhere for the ownership stake they'd actually stay for.