November 27, 2023

Can ESOPs Expand the Shrinking Pool of Accountants?

As more accountants retire from the profession, they are not being replaced by new practitioners. A recent Wall Street Journal article shone a spotlight on a disturbing trend: the number of college students graduating with a bachelor’s degree in accounting dropped by almost eight percent from the previous year, according to a study by the American Institute of Certified Public Accountants. The decline represented the largest year-over-year drop since the mid 1990’s.

Accounting ESOPs CPA Graduaion Rate

Our readers know that accountants play a crucial role in business. Adept in ‘the unique dialect of numbers’ as one pundit elegantly phrased it, accountants are able to translate numbers into reliable narratives of financial success or failure while auditors play a key role in ensuring trust and confidence in capital markets. A robust pipeline of new talent is vital to a successful business ecosystem.

The WSJ article investigated a series of factors that are contributing to the decline in accountants, including salaries, heavy workloads and requirements for continuing education credits in order to earn and maintain a valuable Certified Public Accountant credential.

The accounting profession is not standing still. Leading accounting firms are taking steps to address the situation by rethinking their business models, financial structures and employee incentives. Employee Stock Ownership Plans (ESOPs) figure prominently for one of the biggest accounting firms in the US, BDO USA. BDO’s partners voted to establish an ESOP in summer 2023 for its 10,000 US employees and see the ESOP as a beacon to help them attract and retain talent.

We examined BDO’s decision in a blog and noted comments from Wayne Berson, BDO USA’s CEO. “We’re dealing with a much more severe situation today than five years ago in this industry, which has not attracted enough people into the firms,” Berson stated. “The younger generation wants a piece of what they are helping build.”

“We knew we weren’t getting enough people, and our people team started studying the generational differences,” he continued.. “People want to work where they have meaning and purpose — and the ESOP creates a shared sense of purpose and responsibility.”

Accounting Today reported that one of its Top 100 firms, Grassi, of New York, is turning to employee ownership with an ESOP to strengthen its bond with employees, reward them for their efforts in building the firm and maintain its independence.

“It aligns our employees and makes them owners of the firm,” Grassi founder, CEO and managing partner Louis Grassi told Accounting Today. “It takes everyone to the next level, and clearly what it really does is get everyone rowing in the same direction, so no one’s wondering what’s going on with their firm.”

The accounting field, facing a ‘silver tsunami’ of retiring baby boomers and a shrinking pipeline of graduates entering the field, needs to draw upon its business acumen and problem-solving prowess to address the challenge. The Menke team applauds the innovative thinking demonstrated by BDO and Grassi and looks forward to other firms pursuing opportunities with employee ownership.

As Louis Grassi said, “We audit a lot of ESOPs and are very familiar with the space, and we’ve seen all of them be very successful. As we looked at our future, we said, ‘That’s where we want to be.’”

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Learn why an ESOP is better for You,
your Business, and your Employees

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Learn how ESOPs fuel growth, reduce taxes, and power succession—without giving up control.

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Why 2026 is the Time for ESOPs

Strong companies are using ESOPs to play offense. With rates stabilizing and talent still tight, employee ownership is delivering a durable edge:

    • Founder Liquidity—On Your Terms. Create a market for your shares without selling to private equity or competitors.
    • Major Tax Efficiency. Enable capital‑gains deferral for selling shareholders (Section 1042 eligibility) and reduce or even eliminate ongoing corporate income tax for S‑Corporation ESOPs—freeing cash for growth.
    • Talent Magnet. Meaningful employee ownership boosts engagement, retention, and performance—without relying solely on wage increases.
    • Resilient Margins. ESOP tax advantages help counter wage pressure, input costs, and tariffs—so more operating cash flows to strategy.
    • Control & Culture Intact. Transition ownership while keeping leadership and values in place.. Transition ownership while keeping leadership and values in place.

Bottom line: ESOPs create a rare win‑win‑win—for owners, the business, and employees.

What You’ll Learn

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).

Who Should Attend

    • 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

Agenda (90 Minutes)

    1. Welcome, Speakers & Why ESOPs in 2026 (5 min)
      Quick orientation; who Menke is and why ESOPs are winning right now.
    2. ESOP Basics & Business Owner Benefits (10 min)
      What an ESOP is; liquidity, diversification, succession, productivity.
    3. Myth‑Busting: What ESOPs Do—and Don’t—Require (5 min)
      No, you don’t have to sell 30%+, borrow big, or give up control.
    4. Deal Structures & Transaction Paths (10 min)
      Cash‑contribution (pay‑as‑you‑go), leveraged (bank/seller notes), and stock contribution; when each fits.
    5. Typical Scenarios & Outcomes (10 min)
      Gradual sales, minority/majority sales, 100% buyouts, and recap strategies.
    6. Who’s a Strong Fit (and Common Constraints) (5 min)
      Profitability, team/transition readiness, industry notes.
    7. Tax Strategy Deep Dive (10 min)
      S‑Corp ESOP distribution savings; C‑Corp §1042 capital‑gains deferral; entity‑path options.
    8. Valuation & Pricing vs. Third‑Party Sales (8 min)
      FMV standards, control vs. minority value, practical comparisons.
    9. Financing the ESOP (8 min)
      Bank market overview, seller paper, balance‑sheet effects, cash‑flow modeling.
    10. Plan Operations & Employee Communications (8 min)
      Eligibility, vesting, distributions, disclosures, and how transparency drives results.
    11. Culture, Engagement & Measured Performance Uplift (6 min)
      What changes on day 2; tying ownership to productivity.
    12. Roadmap & Next Steps (3 min)
      Feasibility, design/adopt, contributions, and timing the sale.
    13. Live Q&A (2 min)

Hear From Past Attendees

“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."

Your Presenter: Phil DeDominicis

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.

What Phil will cover:

    • Where ESOPs win in 2026 (tax, talent, and control)
    • Owner liquidity paths: minority, majority, and 100% sales
    • Financing options and what lenders look for
    • Valuation reality vs. third‑party sales
    • How to prep a board, trustee, and employees for a successful close

Reserve Your Spot Now

Seats are limited. Save yours now and receive the ESOP Feasibility Checklist.

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11:00AM – 12:30PM MT
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No cost. Suitable for companies with $5M–$500M+ in revenue across construction, manufacturing, services, distribution, tech, and more.

FAQ (Quick Hits)

    • 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.

READY FOR AN ESOP NOW?

Interested in finding out how an ESOP could work for your company?

For a free preliminary analysis, just fill out our ESOP Feasibility Questionnaire.

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