A Biotech Consultancy's Worksheet for Its Own Cap Table

Senior scientific advisors, often PhDs with deep therapeutic-area expertise, are the consultancy's real asset, and retaining them usually means offering something beyond a consulting day rate. Some firms grant real options; others prefer a project-based bonus tied to specific engagement outcomes, closer to a performance bonus than an ownership stake.

Decide explicitly which category each senior hire falls into before drafting an offer, since a scientific advisor who splits time across multiple consultancies or academic appointments may have conflict-of-interest considerations that affect what kind of equity, if any, makes sense.

A firm that offers the same instrument to every senior hire regardless of their actual availability and commitment level often ends up with mismatched expectations later, so tailor the offer to the real relationship, not a standard template.

A consultancy whose senior staff contribute to a client's actual intellectual property, a trial design methodology, a regulatory strategy framework, needs equity agreements that don't inadvertently create ambiguity about IP ownership between the consultancy, the staff member, and the client. This isn't primarily a cap table platform question, but it's worth resolving with counsel before the equity conversation, since a grant agreement drafted without this context can create problems neither Pulley nor Carta would catch.

A scientific advisor holding equity while also directly influencing a specific client's regulatory strategy can raise disclosure questions the client's own counsel may ask about during a later interaction; resolve this proactively rather than waiting for a client to raise it.

A biotech consultancy's revenue is typically project-based and can be lumpy quarter to quarter depending on how many active client engagements are running. Ask both Pulley and Carta who prepares the 409A valuation and what inputs they need, and come prepared with your engagement pipeline, average project size, and repeat-client rate so the model reflects your actual revenue pattern rather than assuming smooth recurring revenue it doesn't have.

A consultancy with several long-standing pharma relationships that repeatedly re-engage it is a materially different valuation case from one that wins each engagement competitively, so be specific about which describes your business. Bring named client history, even anonymized by therapeutic area if confidentiality requires it, so the analyst can see the actual pattern rather than guessing from aggregate revenue alone.

Bring these inputs to the valuation conversation with either vendor:

• Your engagement pipeline, so the model reflects the lumpy, project-based pattern of your revenue.
• Your average project size across active client engagements.
• Your repeat-client rate, which shows how predictable the revenue really is.
• A direct question about who prepares the 409A valuation and which inputs that provider needs.

G&A spend runs around 24% of revenue at many growth-stage consulting firms of this kind¹, and a controller earning the national median wage of $83,680² is a resource better used on project billing accuracy and cash flow forecasting than manually reconciling a handful of grants in a spreadsheet every month.

Even a small number of senior advisor grants is worth tracking properly on a platform once the administrative time spent manually reconciling them exceeds what a platform subscription would cost, a threshold that arrives faster than most firms expect. A firm billing out its controller's time at a meaningful rate internally, even informally, usually finds the math favors a platform sooner than it assumed.

For a consultancy granting a small number of options to senior scientific staff, compare each vendor's 409A turnaround, pricing and support against what a lean internal finance function can handle. Carta's deeper valuation bench and audit-ready reporting matter more if the consultancy has taken on outside investment to build a proprietary methodology or data asset alongside its advisory work.

Bring a real scenario, a specific advisor, a specific grant size, to both vendors and ask them to walk it through live rather than relying on generic marketing materials that don't reflect your actual business model. The vendor that asks the more specific questions about your engagement pattern during that conversation is usually the one that will produce a more defensible valuation later.