Equitable Equity for Agencies

A simple framework for agencies exploring shared upside models.

By Alex Leiphart & Emmett Shine for Little Plains

1. Why We Built This

We wanted a clean way for the people who contribute to our best work to benefit from the long-term outcomes of the brands we help build. Agencies often contribute meaningful enterprise value but rarely participate in it. We wanted to change that.

The principles we started with:

• Keep it simple
• Reward real contribution
• Make it long-term and meaningful
• Avoid creating operational complexity
• Use structures that are already allowed inside a standard LLC

2. Two Tracks: Full-Time + Contractors

We designed a two-track model to reflect two different kinds of contribution, both of which matter.

Full-Time Team: Profit Interests

Profit Interests allow team members to participate in the financial upside of the agency while keeping their focus purely on that upside.

We liked this structure because:

• It is built for LLCs
• It enables real value sharing while keeping operations simple
• It creates long-term alignment
• It stays simple from a tax and paperwork standpoint

Contractors: Phantom Equity

Contractors contribute heavily to individual projects, but they come in at different times and scopes. Phantom Equity is a contractual, upside-only payout based on their contribution to a specific project.

We liked this because:

• It does not require ownership
• It is tied to actual contribution
• It stays clean and payout-based
• Contractors instantly understand it

3. How We Allocated

We began with one question: What percentage of our future equity upside should flow to the people who help create it?

We chose a model that:

• Reserves a meaningful portion for employees
• Creates a project-specific pool for contractors
• Preserves founder control of the LLC itself
• Scales easily as we work with more startups

We did not attempt to forecast specific outcomes or valuations. We focused on building a structure that works across many possible scenarios.

4. How We Keep It Simple

We designed everything with clarity and real value in mind:

• Direct cash payouts when liquidity events occur
• Clean and straightforward - focused purely on financial upside
• Immediate understanding - no complex cap tables or paperwork to track
• Monthly vesting for full-time team means value builds from day one
• Immediate vesting for contractors means your equity is yours as soon as the work is done
• Quarterly transparency updates keep everyone informed and connected to outcomes

5. What We Learned

• People value clarity more than complexity.
• Even small amounts of participation create real motivation and pride.
• Creative agencies can build equity models that fit how we actually work - flexible, project-based, and meaningful.
• LLCs actually offer a lot of flexibility if you keep the design goal simple: share financial upside, not ownership.
• The hardest part is the system design, not the paperwork. The work is in making it fair, legible, and durable.

6. A Note for Anyone Exploring This

This overview reflects the high-level structure we chose and why we chose it. It is not legal or tax advice. Every business model, state, and entity type works differently. If you are building something similar, talk to a lawyer early, and stay focused on simplicity.Thank you to Danielle Falls & Ana Cristina Huerta Munguía at Falls Counsel for their legal guidance during this process.