Founders often ask me some version of the same question: would you build this for equity?

It is a fair question. Early-stage companies rarely have much cash, and a senior person who can design, build and ship a product is exactly what they need. I have been on both sides of it. I sold my startup, Stacks, to EBSCO, and I have done work for equity only. That history is why my answer is usually "yes, but not equity alone."

Why equity-only rarely works

Most equity-only arrangements I have seen, including my own, went nowhere. Not because anyone acted in bad faith. The structure itself pulls people apart.

When one side puts in cash and the other puts in time for a share of a future that may never arrive, the incentives drift. The founder is spending real money on everything else, so the unpaid work quietly becomes the work that can wait. The builder has bills, so paid work comes first. Six months later the product is half finished, and both sides feel let down.

There is also the plain reality of early companies. Most never reach an outcome where the equity is worth anything, and the ones that do can take many years. Equity is a long, uncertain bet. That is fine as part of a partnership. It is a poor way to pay for all of one.

How a build partnership works instead

My default is part cash, part equity. The mix depends on where the company is.

  • A company with a longer runway usually puts in more cash and less equity.
  • A company close to a raise, or with very little runway, may lean the other way.
  • Either way, the cash part covers the real time going in, so the work never becomes the thing that waits.

The equity vests on milestones we agree before any work starts. Not on the calendar alone, but on things both of us can see: a scoped spec, a working v1 in front of users, a launch, a funding round. If the partnership stops early, the equity reflects what was actually delivered.

I also take on only a few partnerships at a time. A build partner who is spread across ten companies is not really a partner. Keeping the number small is what lets me act like a co-owner: in the weekly decisions, in the hard conversations, and through the quarters when nothing goes to plan.

What makes a good fit

I am choosy about build partnerships, and founders should be just as choosy about me. The ones that work tend to share a few things.

  • The founder is committed full-time. I can share the risk of the product. I cannot carry the company.
  • There is a real problem with real users. Ideally people already put up with something clumsy to get the job done, or someone already pays for a workaround.
  • There is some fuel. Revenue, a funding plan or a committed budget. Not a lot, but enough to move.
  • We agree on what done looks like. A v1 with a clear scope, not an open-ended "build everything."
  • We actually like working together. That sounds soft, but a partnership runs on many small decisions, made quickly and honestly.

When those are missing, a plain cash engagement such as a Scoping Sprint is usually the better start. It lets us learn how we work together before anyone signs a long-term agreement.

What to put in writing

None of this works on a handshake. Before work starts, both sides should agree, in writing:

  1. The cash and equity split, and how it changes if the company raises money or the scope changes.
  2. The vesting milestones, described so plainly that there is no argument later about whether one was met.
  3. What happens if it ends early, for either side, including how much equity has vested.
  4. Who owns the work. In my engagements the code, designs and IP belong to the company. That should be explicit, not assumed.
  5. Scope and decision rights. Who decides what goes into the product, and how disagreements get resolved.
  6. How we will communicate. Weekly written updates, one shared place for decisions, and a regular check on whether the partnership itself is still working.

Each side should have its own lawyer and its own accountant review the agreement. Equity received for services can have tax consequences, and the right structure depends on the company and the people involved. I am not offering financial or tax advice here, only describing what I ask for and why.

The best partnerships are the ones where both sides would make the same deal again, even after a bad quarter.

Why I still offer it

After everything above, you might wonder why I offer equity at all. The answer is that the right partnership is worth it. When a founder and a builder are both invested in the long term, decisions get better. Nobody optimizes for the end of a contract. Hard truths come out earlier, because both people have to live with the outcome.

The structure is what protects that. Cash keeps the work moving. Equity keeps both sides thinking long term. Milestones keep it fair. And a small number of partnerships keeps it real.

If you are a founder weighing whether to bring on a build partner, email me with what you are building and where it is today. If it is not a fit, I will say so and point you somewhere useful.