Since 1974, Menke has structured over 4,000 ESOPs, the most by any single organization.
We design and install ESOPs for companies with as few as 10 employees and as many as 10,000 employees.
We provide all the services needed to design and install an ESOP, including Structuring, Legal & Tax Compliance, Valuation, Documentation, Debt Capital Raising (if required), Employee Communication, and Administration.
These services are delivered through Menke’s national ESOP advisory network of regional offices and specialists.
John D. Menke
“The Menke Group is committed to providing our clients with the highest level of expertise and service as it relates to the structuring and implementation of employee and management-led buyout transactions. We believe that by maintaining our position as recognized leaders in employee and management related transactions, we will continue to be able to bring unparalleled guidance, support and results to our clients nationwide and around the world.”
Your minority ESOP has worked. The debt is paid down and the culture has taken hold. Selling the rest of the company to the ESOP can look like a repeat of the first deal, but valuation, financing, and governance all change once the ESOP takes control.
For fifty years, the hardest question in employee ownership was not how to finance the deal or how to structure the tax benefits. It was what “adequate consideration” actually meant. Congress has now answered it — and the answer is narrower, and more useful, than the headlines suggest.
Most contractors say they win work on relationships, and most are right, up to a point. What happens when the people who hold those relationships retire, or when the firm tries to grow into a market where nobody knows its name?
A seller who elects Section 1042 on a $100 million ESOP transaction can defer roughly $33 million in capital gains tax, potentially for life. The same election, structured without care, can leave that seller carrying leverage on a securities portfolio for decades. The difference is in how the portfolio is built.
Two companies can have identical ESOP structures on paper and produce completely different results. The difference usually comes down to three specific things — and most companies get at least one of them wrong.
Halfway through 2026, the ESOP market looks different than it did in January — bank lending is more competitive, private equity firms are eyeing ESOPs as an exit, and legislation is moving. Here’s what’s actually changed.
Don’t miss this opportunity to discover how ESOPs can align your business goals with the needs of employees and stakeholders.
Most business owners assume they have to choose between selling to an ESOP and pursuing aggressive growth. CCI Systems has spent 40 years proving otherwise — growing to more than 1,000 employee owners while its share value climbed an average of 10% a year. Here is how they did it.
ESOP financing has been one of the biggest obstacles for business owners considering employee ownership. In 2026, that’s starting to shift, from how banks structure loans to how Washington is treating ESOP oversight.
Fogle Pump & Supply spent six years working toward an ESOP closing, sold 49% to employees while keeping the next generation of family leadership in place, and walked away from the transaction with the business intact. This is what a carefully planned partial ESOP looks like in practice.
Accumulating wealth inside an ESOP is one thing. Knowing what to do with it — and when — is a different problem. For many participants, the decisions made around diversification and retirement distributions carry more financial weight than the years of accumulation that preceded them.
Blach Construction, a California-based commercial general contractor, has completed a transition to 30% employee ownership through a new ESOP, with guidance from Menke.
Free 90-Minute Webinar for Business Owners, CFOs & Advisors
Strong companies are using ESOPs to play offense. With rates stabilizing and talent still tight, employee ownership is delivering a durable edge:
Bottom line: ESOPs create a rare win‑win‑win—for owners, the business, and employees.
ESOP 101—Modern Playbook
How ESOPs work in 2026, who qualifies, deal structures, and timelines.
Tax Strategies that Change the Math
Capital‑gains deferral, corporate tax reduction/elimination for S‑Corp ESOPs, deductible contributions, and cash‑flow modeling.
Talent & Culture
Retention without across‑the‑board raises; ownership communications that actually move the needle.
Protecting Margins
How ESOP incentives can offset cost inflation and support reinvestment.
Valuation & Financing in Today’s Market
Bank/seller notes, mezzanine options, rate considerations, and why “bankable ESOPs” are closing now.
Governance & Control
Board, trustee, and management roles—what really changes (and what doesn’t).
Business Owners planning an exit, partial sale, or recapitalization
CFOs evaluating capital structure and tax strategy
Advisors & Succession Planners guiding owner‑led companies
HR & ESOP Committee Members building engagement around ownership
“I came in skeptical. I left with a concrete roadmap and the math to brief our board.”
“This clarified our exit plan and showed how we can reward employees at the same time."
Phil DeDominicis is an ESOP strategist and M&A advisor who has guided 300+ companies through ESOP formations, financing, and transactions over 20+ years at Menke & Associates. He specializes in selling ESOP‑owned businesses to financial or strategic buyers and in helping ESOP companies acquire other businesses.
Before Menke, Phil spent 14 years in investment banking M&A at Morgan Stanley and Salomon Smith Barney, advising middle‑market companies on change‑of‑control transactions. He holds a B.S. in Chemical Engineering from the University of Delaware (1985) and an MBA in Finance & Accounting from UCLA Anderson (1989). Phil currently serves on six for‑profit and not‑for‑profit boards.
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10:00AM – 11:30AM PT
11:00AM – 12:30PM MT
12:00PM – 1:30PM CT
1:00PM – 2:30PM ET
No cost. Suitable for companies with $5M–$500M+ in revenue across construction, manufacturing, services, distribution, tech, and more.
Do I lose control? No—most ESOPs preserve day‑to‑day control with your leadership team and board.
Is this only for certain industries? ESOPs work across sectors when cash flow is stable and leadership continuity matters.
Can we do a partial sale? Yes—stage liquidity over time while capturing tax benefits.