By Anna Brumby WhitePublished On: May 8, 2026

Bringing Your Key People Under the Tent

How to retain and energize the employees who will carry the business through a sale

Your top three to five people are not just employees, they are a deal asset. Buyers know that the value of an infrastructure services business is locked up in the people who hold customer relationships, manage projects, lead crews, and keep operations running. The single question that swings a multiple by half a turn: “How likely is your top management to stay through and after the transition?”

Who Belongs Under the Tent

Typically three to seven people in a $20M–$50M business: your operations leader, top estimator or PM, CFO/controller, top one or two field leaders, and anyone holding a critical customer relationship. Bring your top one or two in 3–6 months before going to market under NDA. Bring the rest in around the LOI.

Monetary Tools That Work

Retention bonuses can be 25%–100% of base salary, paid in tranches across the first 12 months post-close. Funded out of seller proceeds. The best money you’ll ever spend.
Equity rollovers typically 1%–5% rollover stake for top one or two people. This type of incentive is common in PE deals because it turns managers into owners.
Carve-out plans happen at closing and can be 2%–10% of net proceeds allocated to key employees paid by the sellers. This can be thought of as a thank-you and a retention tool rolled into one. However, these carry greater risk because the employee gets the payment immediately and can sometimes disincentivize them into staying.
Buyer commitments are typically title, reporting structure, compensation, and benefits written into the purchase agreement. A buyer unwilling to commit on paper is telling you something.
Post-close performance bonuses are tied to gross margin, EBITDA, or customer retention. This type of structure is common in strategic acquirer deals but can be found in private equity deals as well.

Non-Monetary Tools (Often Matter More)

Your top people are not just thinking about money. They are asking five questions at 9 p.m. when they cannot sleep:

Will I still be respected under new ownership? What will my title and reporting structure be like?
Will my career still grow? Buyers can offer opportunities for growth that the previous owner could not.
Will I lose my voice? Will I still have direct access to the new ownership group?
Will my team be taken care of? Managers are also thinking about their crew, not just what’s in it for me?
Will I still be proud to work for this company? Will the buyer honor the legacy?

The Bottom Line

You cannot retroactively buy loyalty in the final sixty days of a transaction. Owners who play offense on retention, who plan early, communicate honestly, and use the right combination of monetary and non-monetary tools leave the table with more money, less stress, and a team that genuinely roots for the next chapter.

If you would like to discuss your business options, value, or exit strategy, including how to structure a retention plan that protects your team and your transaction, please reach out to Anna White at FOCUS Investment Banking. [email protected]

Anna Brumby White, a FOCUS Managing Director, has over 25 years of experience as an influential business leader working with Fortune 500 companies and small businesses on multiple continents. Mrs. White has broad industry experience in mergers and acquisitions, business development, and transaction execution. Prior to joining FOCUS, Mrs. White served as a Principal at Walden Businesses, where she participated and closed on middle market sell-side and buy-side engagements in the businesses services, manufacturing, retail, e-commerce, and food and beverage industries. Mrs. White has consulted with hundreds of small businesses and secured over $30 million in funding while working for the University of Georgia’s Small Business Development Center. For 10 years, Mrs. White worked for TSYS, the largest credit processing company in the world, on global expansion strategies including business development, mergers and acquisitions, company integrations, and lead origination. During her tenure working for TSYS in Europe and the U.S., she led a high growth sales team to secure millions of dollars in new business in domestic and international markets to expand the company’s prepaid and loyalty footprint with large global banking institutions and businesses including Bank of America, Wells Fargo, Santander, HSBC, Mercedes-Benz, and Harley-Davidson. While serving as president and CEO of The Brumby Chair Company, Mrs. White secured strategic business alliances, positioned an experienced management team, streamlined operations, and developed an e-commerce platform launching the family-owned company into a new era of prosperity. While maintaining ownership of The Brumby Chair Company, Mrs. White is recognized as a trusted business strategist. She has been a frequent public speaker at international conferences, universities, and professional business organizations. As an ongoing advocate for small business owners, Mrs. White is a frequent guest on Fox Business News, 11-Alive, and WSB Atlanta. She holds a dual Bachelor of Science degree in both Political Science and Accounting from Presbyterian College and an MBA in Marketing from the University of Georgia’s Terry College of Business. In addition, she attended the Certified Mergers & Acquisitions Professional Program at the Coles College of Business’s Executive Education Program at Kennesaw State University.