Michael Natenshon couldn’t find a soft enough t-shirt, so he spent eighteen months developing his own fabric and launched a pop-up shop just to collect email addresses. That accidental pop-up became Marine Layer’s whole strategy — 50+ stores and counting, built on a simple rule: never raise so much money that you stop having to be disciplined. Now he’s betting that agentic commerce is just the next version of SEO.
Behind the Expert
Michael Natenshon founded Marine Layer in 2009 after his girlfriend — now his wife — gave him an ultimatum over a beloved, worn-out college t-shirt he refused to throw away: it was her or the shirt. She won, and Natenshon, an econ major with a finance background who'd gone back to business school at Berkeley to figure out his next move, decided to just make himself a new favorite shirt. It took a year and a half to develop a custom, incredibly soft fabric, knocking on the doors of L.A. knitting mills with no industry connections, no real money, and no idea what a minimum order quantity or a bill of lading was. He launched Marine Layer online-only in 2009, in the same DTC wave as early Bonobos, then opened what was meant to be a modest pop-up shop to collect email addresses for the website — it worked so well that it reshaped the entire business into an omnichannel retailer years before that was fashionable. He built the company with his childhood best friend Adam, who left a finance career to co-found it with him, and the two have run it together ever since. Marine Layer now operates 50+ stores nationally.
The Quick Hits
- A pop-up meant only to capture email addresses became the accidental foundation of the brand — the tactile, in-person experience of the fabric outperformed trying to sell "incredibly soft" as an online claim.
- Going omnichannel almost from day one was operationally harder (different tech stacks, inventory distribution, POS vs. online checkout) but became a durable advantage rather than a distraction.
- Constrained capital was a feature, not a bug: never raising too much money forced discipline and protected the kind of decision-making that builds a real business instead of chasing growth for its own sake.
- A founder partnership works on complementary-plus-overlapping skills and the ability to trust each other through conflict — not a strict, non-overlapping division of labor.
- Agentic commerce is "the new SEO" — the same fundamentals (reviews, relevance, rich product content) matter, but for a machine that reads everything rather than a human skimming for the shortest possible answer.
The shirt that started it
Natenshon's origin story is the founder-with-a-personal-itch archetype taken almost literally: a ratty, beloved college t-shirt, an ultimatum from his girlfriend, and a year and a half spent teaching himself textiles and pattern-making from scratch. He had no industry relationships and no capital — knitting mills in L.A. turned him away because he didn't understand what a minimum order quantity was, and he didn't have a business credit line to open one.
Not coming from apparel or consumer brands turned out to be an advantage. Without legacy assumptions about how to run a clothing business, Natenshon and his co-founder Adam were free to just ask what actually made sense at each step.
A pop-up that became the business
Marine Layer launched online-only in 2009, following the early DTC playbook of the era. But converting a customer with the claim "this shirt is incredibly soft" turned out to be much harder online than expected, so the team ran a pop-up shop mainly to collect email addresses for the website. It outperformed every expectation, because people could actually touch and feel the fabric — and something about being in a physical space with other people responding to it the same way created its own kind of pull.
That first pop-up was successful enough that Natenshon signed a five-year lease and asked Adam — his childhood best friend, then working in finance — to quit his job and co-found the company with him. Adam said yes. The store was profitable in its first month, and every month after.
Omnichannel before it had a name
Marine Layer ended up multichannel almost by accident, years before "omnichannel" was standard advice for DTC brands — and Natenshon says he wouldn't do it any other way, even knowing how much harder it made the operational side: different inventory distribution, different point-of-sale technology, an entirely different set of requirements from online checkout.
The company has opened five to ten stores a year for roughly a decade (pausing during COVID), now past 50 locations — guided by what Natenshon calls a simple, consistent mantra: open stores in places you actually want to be and visit yourself.
Constraint as a feature
Marine Layer's early capital came from friends and family — including an investor Natenshon met waiting in an Apple Store line, who noticed the shirt he was wearing and asked about the brand. Natenshon is candid that never raising a lot of money kept the company from being pulled into a pace of growth that didn't make sense for the business.
He ties the same discipline to how a brand earns durability: the slower and more deliberately customers discover you, the stickier and longer-lasting that loyalty tends to be — a shortcut in speed is often a shortcut in staying power too.
The partnership
Natenshon started Marine Layer alone before Adam joined about a year and a half in. His read on what makes the partnership work isn't a strict division of labor — it's complementary skills with enough overlap that either of them can argue the other side of a decision, resolve conflict, and still trust each other afterward.
Agentic commerce as the new SEO
Natenshon treats agentic commerce as a new discovery channel rather than a replacement for retail — and points to something counterintuitive in his own data: online sales are leaning into AI-driven discovery even as retail sales are stronger than ever, which he reads as people holding onto real, in-person experiences precisely because so much else is changing.
On what actually drives visibility inside a tool like ChatGPT or Claude, his comparison to SEO is direct: the old instinct was to distill product copy down to the fewest possible words, because human shoppers don't read fine print. AI assistants are "voracious readers" that draw on everything available — reviews, product descriptions, even discussion on sites like Reddit — so the content strategy has to flip toward being more complete, not less.
He's more cautious about advertising directly inside AI chat interfaces, wary of disrupting what feels like a private, trusted interaction — preferring other monetization models, like an affiliate or referral structure, if the tools are going to handle transactions end-to-end. Internally, his team is already using AI as a creative accelerant: designers use visual tools to try a new pattern on an existing product photo instead of commissioning new samples, and leadership uses it to process data faster — augmenting the work rather than replacing the people doing it.
Sound Bites
- “We thought about it as, this is how we're going to acquire customers for the website. But it just happened to work out for our business — you get a feel of the brand when you come into the store.”
- “Every channel was a headache. It's a ruse to think that some other channel is going to be this green pasture where it'll be incredibly easy. But there's a synergy and a strength, because each one has positives and negatives.”
- “If it's something you like doing, you're going to keep doing it. That's why retail hasn't died in the way people predicted — going to our stores is a fun experience, and something that's enjoyable.”
- “We used to try to simplify our information — people aren't going to read this much fine print. We really need to distill things down. Now you have something that's a voracious reader, so some things stay the same and some things just change.”
The Chord take
Marine Layer's whole arc is a case study in constraint as strategy. A tactile product that couldn't sell itself online forced a pop-up; the pop-up worked better than planned and forced an early, harder-to-manage omnichannel model; a lack of capital forced discipline instead of a chase for scale. None of it was the original plan, but each constraint pushed toward a more durable business rather than a faster one. That same instinct carries into how Natenshon thinks about agentic commerce: not a reason to panic or abandon retail, but another surface to show up authentically on — one that rewards the same substance (real reviews, real content, real product quality) that built the brand in physical stores in the first place. The brands that treat AI discovery as a shortcut to game will find, the same way Natenshon found with capital, that the shortcut usually costs more than it saves.
Put it to work
- 1If you're considering physical retail, test with something small and reversible — a pop-up — before committing to a lease, to learn whether the in-person experience actually builds affinity for your product.
- 2Resist raising more capital than the business currently needs; treat financial constraint as a forcing function for sharper decisions, not an obstacle to route around.
- 3Evaluate founder or leadership partnerships on shared values, complementary-plus-overlapping skills, and the ability to resolve conflict — not just cleanly separated job titles.
- 4Treat AI assistants as a new discovery surface with its own version of SEO: make product content complete and let real reviews and third-party mentions do the relevance-building work.
Full transcriptShow ↓
Bryan Mahoney
All right, so welcome back to another episode of the Brilliant Commerce Podcast, where I get an opportunity to sit down with the brightest minds in commerce behind some iconic, or as I like to say, next-to-be-iconic brands. Joining me today is Michael — Mike — Natenshon, founder and CEO of Marine Layer, who I would easily put in the category of iconic brand. Huge fan, longtime customer. Thank you very much, Michael, for being here in person with me — this is my favorite way of doing this. Thanks for hosting me at your office.
Michael Natenshon
Yeah, fun to have you here — you get a good sense of the vibe and what we're up to.
Bryan Mahoney
I said this walking in — I miss working in an office for exactly that vibe. There are samples everywhere, the product is literally in every square inch, it feels like there's product.
Michael Natenshon
Yeah, we're kind of bursting at the seams. But there's something nice, especially after working remotely exclusively post-COVID, about coming back to work for two or three days a week.
Bryan Mahoney
How long has the team been back in office?
Michael Natenshon
A couple years now. Things worked out — I never thought we'd be able to work remotely, felt like before COVID there was so much value to being in person, you just had to figure it out. That changed our business practices a bit, but we ended up in a nice spot: office Tuesday, Wednesday, Thursday, work from home Monday and Friday, which is a great lifestyle.
Bryan Mahoney
Good flexibility. The office feels like the brand — I don't know if that's by accident or by design. But before we talk about the vibe, for anyone listening or watching, take a couple minutes and tell me a little bit about your background and the brand. Where did the idea for Marine Layer come from?
Michael Natenshon
My background was not much help in starting Marine Layer, honestly — I was an econ major in college and worked in finance out of school, just because that's the path I thought guys did, or didn't really know what else was available to me. It didn't mesh that well with me — I had more creative inklings, bounced around some jobs, and ended up going back to business school at Berkeley. At the time I had this old favorite shirt from my college days that I loved — you know how it is, a very personal experience. My girlfriend did not have the same personal experience with it. It was, to be fair, kind of ratty — had passed its prime.
Bryan Mahoney
And it becomes this thing, like, I need to get rid of this shirt, and you're like, I need to keep this shirt.
Michael Natenshon
We had that game of chicken, and she was like, it's me or the shirt. She won — which was good, she pushed me into it — and I just couldn't find my new favorite shirt. So I was in business school trying to figure out what I wanted to do, and I thought, maybe I'll just make a new favorite shirt. I always wanted to do something, I love the idea of making something, and I guess I was fortunate enough to think it would be a lot easier than it was. But it at least got me started.
Bryan Mahoney
It must be like, how hard can it be to make my new favorite shirt?
Michael Natenshon
Totally — turns out, incredibly hard. Took me a year of learning about textiles and pattern-making. At the time there were American Apparel blanks or Alternative Apparel blanks you could buy if you wanted the status quo, but doing something unique was a much harder process. Having a background not at all in apparel or consumer brands served me well, honestly — Adam, my close friend from growing up and my business partner, and I, knowing nothing when you get started, forces an attitude of curiosity and learning. Every step of the way we were making small mistakes, but we were learning and figuring it out as we went. In some ways I'm grateful for that, because we didn't have any legacy, preconceived notions about how to make an apparel business — we were just asking, well, what makes sense?
Bryan Mahoney
Don't make assumptions, just ask the questions.
Michael Natenshon
Totally. It took me a year and a half to make that first shirt — developed a custom fabric down in L.A., knocking on the doors of knitting mills, had to find one that took a credit card because I didn't have any money. Three or four places were like, no — these giant factories, they'd ask what's your MOQ, and I'm like, what's an MOQ? They'd say, just give me a bill of lading, and I'm looking up what these things even are. When I ordered my first batch of fabric, I had to send it somewhere — I lived in apartment 306 in Russian Hill on Green Street, and I changed the address to 'suite 306' because I didn't want them to know it was an apartment. My girlfriend actually received it while I was traveling — a giant truck showed up with 18 bolts of fabric, and fortunately she was nice enough to convince the guy to help her carry it up to our third-floor walkup.
Bryan Mahoney
That's amazing.
Michael Natenshon
This was 2009. I'd been following Bonobos — a cool pants company at the time, all about online, this apparel-disruption thing. I wanted to make this t-shirt brand about California and the lifestyle I was living in San Francisco, and do it online, offer more sizes, get everybody their perfect t-shirt. Good plan — it didn't work out the way I thought. We launched the website, which was much harder than I realized. Shopify wasn't around yet in the way it is now — you were designing tech to fit your product, and I didn't know what I was doing there. It was hard to get someone to believe this was their new favorite shirt, that it was soft and fit perfectly, just from a website. So we thought, maybe we'll do a pop-up shop.
Bryan Mahoney
Was it even called a pop-up shop back then?
Michael Natenshon
I don't know when that term became a thing, but yeah, a temporary retail thing — a pop-up, I guess. The economy was in the tank at that point, so there was a lot of available real estate. We had to convince the broker we were interested in a real, longer-term lease, when really we just wanted to test whether this was a thing. I thought we'd collect email addresses, support the web business — it's one of these fortuitous forks in the road where you stumble onto something. It was much more successful than we thought. People could walk in, touch the product — very tactile, this custom fabric that was incredibly soft. You walk into a physical space and feel the vibe. Adam and I were working in the store, and you'd see other people reacting to it too — like, am I the only one feeling how soft this is? No, you too? There's this sense of discovery, stumbling on a store, feeling some kinship with other people who found the same thing.
Bryan Mahoney
I've always thought an iconic brand is one you're excited to put on your body, excited to tell people about, and want to be friends with — and that's difficult to pull off exclusively online. That's the magic of retail. People like to say retail is dead — are you kidding me? It's still a magic experience.
Michael Natenshon
Totally. That store ended up being incredibly successful — kind of a two-part parlay. I was like, all right, I guess we could sign this five-year lease. And at the same time I asked Adam, who was also working in finance, hey, do you want to quit your job and do this very stupid thing with me — and he said yes.
Bryan Mahoney
Which you weren't expecting.
Michael Natenshon
Which I wasn't expecting, but he did. We signed that lease, and the store was profitable the first month, and every month since. That put us on a unique path, because the typical arc for a clothing brand is: make a product, sell it through wholesale, third-party like Nordstrom or specialty retailers, because you don't want to invest in brick and mortar. But seeing the success of retail, and having the ability to control our own brand — like Glossier, where the space is a real representation of who you're trying to be — we raised a little money in the Bay Area. Our first investor, I was waiting in line at the Apple Store for the iPhone 3, wearing a Marine Layer shirt, and the guy behind me said, hey, cool shirt, what's the brand? We got to talking in that hour-long line, and only in the Bay Area, I asked if he'd be interested in investing — he bought some shirts and ended up giving us a little money.
Bryan Mahoney
You get a lifetime discount for that.
Michael Natenshon
Exactly. We raised a little friends-and-family money, which let us invest in retail. I think we never raised too much money that we were forced to chase growth or build at a speed that didn't make sense. We had a little bit of money that let us do things the right way. That first t-shirt cost so much money to make, because it was totally inefficient — we're making 50 shirts, that's not an easy way to do something. But I always had a belief, maybe from the finance background: I didn't know what I was doing, but I wanted to set up a business model I believed in, where if we do X, we get decent margins, and we have a real business here — not a wish and a destination where eventually the payback period is five years and everything has to go right. I didn't want to charge $120 for the first t-shirt just to make money on it, because it's not right. So I believed if we sold it for 30 bucks — a lot for a t-shirt at the time, but aspirational, not crazy — and we lead with the consumer first, not our own problems, that's what let us build the brand the right way. Retail was a big part of it.
Bryan Mahoney
I love that retail story. It seems like you found your partner, Adam, early in the journey. I'm someone who considers myself very fortunate to have had an early business partner — we were partners for 20 years, sold that business, and now he's head of product at Chord. I don't know if I get to where I am without him. What makes it work for you two, and how important is it to have a partner? Can you imagine doing it without one?
Michael Natenshon
I started it by myself — Adam came on about a year and a half afterwards, so I didn't have to imagine it, I actually was doing it alone. I'm a very extroverted person, I like to process externally, and I remember my wife coming home from her job and I'd be like a puppy — can you talk to me, I have 150 questions about t-shirts — and she'd say, I've been working and actually making money, I don't want to talk to you. I've had a couple of partnerships that haven't worked out, so I've seen both sides. The biggest thing for me is: do you have complementary skills, but can you also resolve conflicts, and are you invested enough that the structure works out? Fifty-fifty partnerships are sometimes the toughest, because how do you resolve things? Fortunately we've had very few points where I've had to pull rank — we talk things out, we could float a couple of expletives at each other and work through it, but we also value that relationship.
Bryan Mahoney
You need that. I think you want someone —
Michael Natenshon
That's right — conflict is going to happen, you have to be able to resolve it and feel like there's trust in the partnership. Adam's over operations and finance, does our back end — there's complementary pieces there, but we also overlap enough that we can each play the foil. I'll be arguing one side of something and he'll play devil's advocate, and it'll slowly switch, or we'll talk about something adjacent and end up on the other side of it. So overlapping and complementary skills, so you can have that back-and-forth.
Bryan Mahoney
As I look at the commerce landscape today, there's a lot of brands rushing to suddenly have a retail presence, be omnichannel, get into a Nordstrom. You guys were almost omnichannel on day one — if you had to do it again, would you switch, would you do exclusively retail or exclusively online for a period?
Michael Natenshon
No — omnichannel, we've always believed in that. Nostalgia is looking at the past through a rose-colored lens; every channel was a headache, every channel has its own challenges, and it's a ruse to think some other channel is going to be a green pasture where it's incredibly easy. We were focused on DTC as the best way to build a long-term brand, and retail kind of surprised us. Along the way it always would have been easier to have just one channel, but it would have been limiting. Some of our advisors said it'd be harder to sell to multiple channels — inventory distribution, POS technology versus online checkout, very different needs. It was a harder road, but I think it gave us an advantage, and now we love it — there's such a synergy and strength there, because each channel has positives and negatives.
Bryan Mahoney
In some ways, not being focused on just one thing meant the way you grew was more disciplined — sounds strategic, but also constraint-driven. If that same guy in line for the iPhone had given you millions of dollars more, how do you think that would have changed things?
Michael Natenshon
We probably would have fucked it up more. I think too much time and money kills creativity — there's a forcing function when you have limited capital, you have to really scrutinize what you're doing and make sure it's the best bet you're making at the time. There's a speed at which you can build a brand well, and that's different depending on the category — food and beverage catching distribution at Whole Foods and Target might get a hockey stick. But for us, the more time it takes customers to discover us and build that loyalty, the stickier and longer-lasting it is.
Bryan Mahoney
The more durable it is. Hard to take shortcuts.
Michael Natenshon
Yeah, and we've seen a lot of brands come and go, and I think one of the quickest ways to go is to try to open too many stores. It's kind of like buying a house — you can't buy ten houses in one year, you've got to find the right street, the right size, a lot of things have to fall correctly. We've been opening five or ten stores a year for ten years.
Bryan Mahoney
Fifty-plus stores now.
Michael Natenshon
Yeah — took a little break during COVID, that wasn't a good time to be opening — but there's been a pretty consistent meter to it, what we feel like we can support, researching and finding the right neighborhoods. We had a pretty simple mantra back in the day that still holds: we want to open stores in places we want to be and visit ourselves.
Bryan Mahoney
It feels like the brand is really authentic to you — these are clothes I want to wear, this is an office I want to work at, I want to open stores in a neighborhood I could see myself living in. Sounds obvious, but that's great brand building.
Michael Natenshon
I think that's helped us along the way — those things are all true and authentic to us. It wasn't like we were in business school whiteboarding what's the best business to start. We wanted to bring discipline and financial rigor to what we were doing, but we're also leading with the consumer — if it's something you care about, I think it mimics what the customer wants, as opposed to deciding what's exclusively best for your business, where you can lose sight of your customer.
Bryan Mahoney
We've talked for 35 minutes and haven't said AI yet, so we're doing pretty well. I wanted to get your point of view on agentic commerce — I was in New York for NRF at the beginning of the year, a lot of buzz around Shopify and Stripe and OpenAI announcements, the vision that a year from now we won't do any shopping in stores, we'll just prompt our agents. I don't actually think that's the full picture, but agentic commerce will be a thing — more customers are discovering products through tools like Claude, Gemini, ChatGPT, and now they're promising end-to-end purchases through those tools. How is your team thinking about agentic commerce — just another channel, or something you're building a whole strategy around?
Michael Natenshon
It's coming, whether we ignore it or not, so we've leaned into it and tried to be thoughtful. I think two things can be true: we're leveraging agentic commerce for our online sales, and our retail sales are stronger than ever — there's been a bit of a rebound there. I think people are a little scared of what the future looks like and are holding onto real, in-person experiences and human interactions. What's always been true for us: if it's something you like doing, you're going to keep doing it. That's why retail hasn't died — going to our stores is a fun, enjoyable experience, which is why our retail business has thrived over the last 15 years. But there are also times a customer needs a shirt for vacation, and I think tools like ChatGPT or Claude — if I say I'm going to Bali in two weeks, I run hot, I want something breathable, here's my height and weight, what size should I get, I like a laid-back California-cool aesthetic — my hope is it says, let's get you some Marine Layer. And we've been fortunate that when we've tested it, these tools have been surprisingly accurate in their assessment of our brand — I think they're pulling from reviews and data on our website, though I'm not entirely sure how they figured it out.
Bryan Mahoney
Reddit is apparently a big source, from what everyone tells me.
Michael Natenshon
Yeah. So we see it as an opportunity, but definitely something we have to adjust strategy for. You were saying earlier it's like the new SEO — we're trying to understand what drives relevancy in agentic commerce, whether that's incentivizing reviews, or changing product descriptions to be more robust online. We used to try to simplify our information — people aren't going to read this much fine print, we need to distill it down to make it ultra clear.
Bryan Mahoney
Now suddenly you have something that's a voracious reader.
Michael Natenshon
Exactly, so stuff like that just changes — some things stay the same, some things change. I'd love your take on OpenAI allowing advertising within ChatGPT — does that change the strategy or the feeling around these tools for you?
Bryan Mahoney
I saw an ad, must have been one of their competitors, kind of trolling them about it.
Michael Natenshon
I'm more in that camp right now, just because there's something people feel comfortable with — a perceived privacy in how you interact with your chat. I'm sure they'll figure out a way to put ads in, but I'm not wild about it right now — I think there are probably other ways to monetize the channel. If it can be an end-to-end solution for commerce, they should get paid for that, whatever affiliate or network structure makes sense.
Bryan Mahoney
It feels like a land grab right now — they're looking for more usage so they have leverage. It's interesting, having talked to brands that went through the era where we put a lot of trust in Google and Facebook because they gave us customers for not a lot of money, and were quick to give data away.
Michael Natenshon
Not sure about it just yet. We're being a little more cautious, and I think that speaks to how you think about your customers — how are we using our data, their data, to keep showing up where they are with the products they want. It's like, omnichannel means considering all the channels, and this is a new one developing, so we've got to figure out how to leverage it. I think it'll make our customers' lives easier in some ways. On the back end, it's interesting seeing how different teams here use the tools — our designers are using visual tools like Nano Banana, mostly to troll me with funny photos, but also for real work, like pulling a model from our website and putting a new pattern on an existing shirt instead of commissioning a whole new sample. Team members embracing it as an augmentative tool to make their work stronger are finding a lot of success. And our CMO, who's great at pulling data and understanding our customer and our sales, is using it as this large model that can process so much.
Bryan Mahoney
Mike, thanks for having me — you've been incredibly generous with your stories and your time. I appreciate being here in the office, seeing people using some incredibly advanced tools to continue doing a job that in some ways is kind of analog. This office feels analog — you can feel the product, see the product.
Michael Natenshon
Yeah, well, thanks for coming. It's fun talking about this stuff, forcing myself to articulate what's coming down the road for us. We always appreciate when folks come into the office, because you can really understand how this place works and what our brand is about. I think this is my hopeful vision of the future — a duality of a great analog experience alongside a really powerful agentic AI tool that lets people do their jobs better and makes their lives easier. So far that's what's happening. Maybe the robots will take over, but I hope not — I think we'll be okay for a while.
Bryan Mahoney
I do too. Great place to wrap up.
Michael Natenshon
Exactly — we're safe from the robots. Cool.