BUILT TO OWN — Issue 1
- Chuck Mazzanti
- Feb 11
- 3 min read
A newsletter for construction leaders building companies that last.
Five years after a PE deal closes, I ask the employees how it's going.
The answer is almost always the same: "The company is unrecognizable."
Multiple rounds of layoffs. The original name is gone. The culture, the thing that made the company special, is maybe 10% of what it used to be.
I've spent 15 years working with construction companies on insurance. In that time, I've watched dozens of firms navigate succession, some smoothly, many not.
The conversations I keep having lately aren't about coverage or claims. They're about what happens next.
Who owns the company when the founder is ready to step back?
That question is why I started Built to Own.
Why Construction and Employee Ownership Are a Natural Fit
Trace back the origin story of most construction firms and it sounds remarkably similar.
One person with a truck and ambition. Modest beginnings, big dreams. Years of grinding, winning jobs, building crews, earning a reputation one project at a time.
After decades, owners say the same thing:
"We couldn't have done this without our people."
The estimators who stayed late. The superintendents who solved problems no one else could. The project managers who kept clients coming back.
These employees are woven into every thread of what the company became.
But when it's time for the owner to exit, the options feel limited:
Sell to private equity
Sell to a competitor
Find a family member willing to take over
For many, that's the entire menu.
There's Another Path
I'm not saying PE is always wrong. It's not.
But it's not the only option.
An ESOP offers something different.
It gives owners the liquidity they've earned. Their retirement, their reward for decades of risk and work.
And it transfers ownership to the exact people who helped build the firm in the first place.
The employees. The ones in every thread.
The Misconception That Won't Die
I hear it constantly: "Selling to an ESOP means leaving money on the table compared to PE."
That's not always true.
Yes, an ESOP sale must be at fair market value, there's no bidding war. But when you factor in tax advantages (particularly the 1042 rollover for C-corps or flow-through benefits for S-corps), the net outcome is often comparable or better.
The real question isn't just about day-one dollars.
It's about what you're optimizing for.
If your priority is maximum upfront cash regardless of what happens to the company, PE might be the answer.
But if you care about the people, the name on the building, and the culture you spent decades creating, ESOP changes the math.
What This Newsletter Is For
My goal is simple: bridge the information gap about ESOPs in construction.
I'm going to tell you the good, the bad, and the ugly, so you can make a decision that fits your situation.
When the boxes are checked and the structure is right, I believe an ESOP is the best of all worlds:
It preserves the legacy
It rewards the people who built it
It keeps the culture intact
That's worth talking about.
Quick Hits
1. The numbers are bigger than you think.
According to NCEO data: 6,548 ESOPs in the U.S. holding over $1.8 trillion in assets. In 2022, ESOPs paid out $156 billion to participants.
This isn't a fringe strategy.
2. Leadership succession in action.
Hensel Phelps, one of the largest 100% employee-owned contractors in the country, started 2026 with a new CEO. Brad Jeanneret stepped up as Mike Choutka transitioned to chairman.
This is exactly the kind of internal succession ESOPs make possible.
3. Cities are starting to notice.
Grand Rapids, Michigan just became the first U.S. city to offer purchasing preferences for employee-owned businesses.
Small signal. Bigger trend.
4. A question I'm sitting with:
Why do some ESOP companies feel completely different from the inside than others? What's the gap between "employee-owned" and "employee-owner mindset"?
More on that in a future issue.
Join the Conversation
I'm building a community connecting leaders at employee-owned contractors and those exploring the path.
If that's you, you're in the right place.
Here's what I want to know: What's the biggest question you have about ESOPs? What's holding you back from exploring it, or what made you take the leap?
Drop a comment or send me a DM.
Keep building.
— Chuck


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