Building Klau in the Open, Week 18: Big Sur and a Public Benefit Corporation

Week 18, posted a few days late.

I spent the end of last week dispersed camping in Big Sur with friends, riding motos and staying away from anything resembling work on purpose. I didn't think much about Klau or software out there.

A question had been hovering for months: what structure do I want around Klau and my software work as it grows? Forming a bigger organization is inevitable, but Edison Code LLC works for now. I want to get the shape of it right before any big decisions get made.

The structural problem

The private equity playbook follows a familiar script. Products stop evolving once spreadsheets have to be satisfied. Customer relationships are extracted. Teams get cut down to whatever ratio looks best on a slide. The damage isn't hypothetical to me. I've watched it happen up close, and when I couldn't push back from the inside, I left.

The hard truth underneath all of that is structural. The people involved rarely set out to do harm. The fiduciary pressure produces the predictable outcome anyway. Once a company takes on outside capital under the standard structure, the board has a legal obligation to maximize value for shareholders. Everything bends toward that. Mission becomes a marketing line. Customers become a yield curve. The path of the company is set in the cap table.

This is what's been at the root of my resistance to fundraising. Dilution and loss of day-to-day control I can handle. Being legally obligated to choose against the customers I'm here to serve, I cannot.

The answer

Back home mid-weekend (in time for Mother's Day), a podcast surfaced the work my subconscious had been doing. Eric Ries was talking about his soon-to-be-released book, Incorruptible. He described the exact structure, balance, and governance I didn't think was possible. It clicked right away.

The structure is a Public Benefit Corporation. I'd seen the acronym before (Anthropic uses it), but the implications didn't click until Eric talked them through. A PBC has a stated public benefit purpose written into its charter, and the board's fiduciary duty is to balance shareholder interests with that mission. With the right governance around it, the mission becomes incorruptible. The structure protects it from being unwound by future boards or new investors.

That is the answer I've been looking for. Klau is going to be wrapped in a Public Benefit Corporation. Whatever capital it eventually takes on will come in under terms where the customers and the mission can't be quietly extracted later.

I am a hauler. I have always wanted nothing more than to improve every part of software for this industry. A PBC gives me a real vehicle to do that. We need more of them: more American companies built to repair what private equity extraction has hollowed out, and to put business back in the service of the communities it operates in.

It feels good to have a settled answer to a question that's been quietly nagging me for months. The motos helped. The friends helped. So did Eric Ries.

Still building.

Originally posted on LinkedIn on May 12, 2026.