Treatment FAQ

what is the tax treatment for rsus that are below the original stock price

by Gianni Reilly Published 2 years ago Updated 2 years ago

Full Answer

How are RSU stock options taxed?

RSU Taxes: RSU compensation is taxed as ordinary income when the shares vest and based on your shares’ value on the vesting date. Think of them like a cash bonus that’s linked to the price of your company’s stock.

What is the tax treatment of RSUs?

Taxation of RSUs. The taxation of RSUs is a bit simpler than for standard restricted stock plans. Because there is no actual stock issued at grant, no Section 83(b) election is permitted. This means that there is only one date in the life of the plan on which the value of the stock can be declared.

What are the tax implications of selling my RSUs?

Tax when shares are sold (if held beyond vesting date) is:  (Sales price – price at vesting) x # of shares = Capital gain  (or loss) RSUs do not become yours until you meet any vesting requirements and other conditions. Due to the fact that you do not technically own the shares yet, there will be no tax consequences.

Are restricted stock units (RSUs) worth anything?

Restricted Stock Units: The Essential Facts 1 Restricted stock units (RSUs) are a way your employer can grant you company shares. 2 RSUs are nearly always worth something, even if the stock price drops dramatically. 3 RSUs must vest before you can receive the underlying shares. Job termination usually stops vesting. More ...

How are RSUs treated for tax purposes?

With RSUs, you are taxed when the shares are delivered, which is almost always at vesting. Your taxable income is the market value of the shares at vesting. You have compensation income subject to federal and employment tax (Social Security and Medicare) and any state and local tax.

Do RSUs get taxed twice?

You would be paying tax twice on the income from receiving RSU shares—and that's paying tax on an extra $10,000 of gain! One additional note to be aware of: The tax you pay on the sale of your shares follows the normal rules for gains and losses on investments.

Do RSUs get taxed differently?

Since RSUs amount to a form of compensation, they become part of your taxable income, and because RSU income is considered supplemental income, the withholding rate can vary from 22% to 37%.

How are you taxed on restricted stock?

If you're granted a restricted stock award, you have two choices: you can pay ordinary income tax on the award when it's granted and pay long-term capital gains taxes on the gain when you sell, or you can pay ordinary income tax on the whole amount when it vests.

How do I avoid paying taxes on RSU?

If you are holding RSUs to delay paying taxes on the gains, the proceeds from the sale can be used to max out tax-deferred accounts and offset your tax bill (in addition to diversifying your investment portfolio).

Should you sell RSU as soon as they vest?

Usually, it is recommended to sell the RSU immediately after the vesting period is complete to avoid any additional taxes. Insiders and employees that hold the RSU, need a RSU selling strategy. But for investors with a different and more diverse portfolio, holding on to the RSU is the choice to make.

How is capital gains tax calculated on RSU?

If you decide to sell your RSU shares, and the selling price is higher than the fair market value of your stocks, you will be liable for capital gains tax. You can calculate capital gain by deducting the market value of your RSU shares on the vesting date from the selling price.

How much is tax on a RSU vest?

Payment of RSU Taxes To cover the tax payment when the RSUs vest, your employer must withhold taxes on your behalf: Federal income tax: 22% (37% once your supplemental wages exceed $1,000,000) California income tax: 10.23%

Is vested RSU included in w2?

In all three options, the employer will include the total value of the vested RSU shares in Box 1 of your W-2, along with the amount of your normal wages. Your basis in all vested shares you receive is the amount included on your W-2 as income plus any amount you had to pay for the shares.

What is a Restricted Stock Unit?

Restricted Stock Units are a little different from traditional restricted stock. Essentially, restricted stock is a gift of stock given to an execu...

How are RSUs Taxed?

RSUs are taxed just like if you received a cash bonus (on the vesting date) and used that money to buy your company's stock. Tax at vesting date is...

What is the tax rate for an RSU?

Upon vesting, your stock's fair market value is taxed at the same rate as your ordinary income. Your tax rate will depend on your specific tax brac...

Are RSUs Taxed Twice?

There is no double taxation on RSUs. Despite this, it can seem that RSUs are taxed twice if you hold on to the stock and its value increases before...

How To Read RSUs on Form W-2

RSU values are typically recorded in Box 14 of the W-2, which is labeled "Other." Box 14 doesn't have a standard list of codes, so employers may en...

When are RSUs taxed?

Ordinary Income Tax : RSUs are taxed at the ordinary income rate when issued, typically after a vesting schedule. Capital Gains Tax : RSUs are only exposed to capital gains tax if the stockholder holds onto the stock and it appreciates in value before selling it.

What is the most important thing to understand about RSUs, vesting, and taxes?

The most important thing to understand about RSUs, vesting, and taxes is when the RSUs vest, their ownership is transferred to the employee or executive and they immediately have tax liability on the value of the RSUs.

Why do corporations grant RSUs?

Many corporations grant RSUs to executive with the purpose of incentivizing them to add as much value to the company as possible so they can benefit in the increasing stock price. RSUs are a form of restricted stock, which means they are ‘restricted’ in some form.

What is the FMV of restricted stock?

The Internal Revenue Service (IRS) allows for restricted stock shareholders to report the fair market value (FMV) of the stock when it is granted, as opposed to when the employee earns it through vesting. This is called the Section 83 (b) Election.

Is restricted stock a legal form?

RSUs and other forms of employee compensation are typically put in place using a legal agreement. If you need help with this type of employee compensation agreement, feel free to post a job in the ContractsCounsel marketplace for free to get bids from qualified lawyers.

Does restricted stock go on W-2?

Given restricted stock is routinely granted as a form of employee compensation, you will usually see it reported on your W-2. Typically, employees withhold taxes on behalf of their employees, which will go against what you owe when doing your taxes.

Do you have to send quarterly tax payments?

With all estimated taxes, you’ll need to send the IRS quarterly payments which estimate the amount of tax you’ll be liable for at the end of the year. Restricted stock is also regulated by the Securities Exchange Commission (SEC) since it is routinely granted to executives that are ‘in the know’ about a company.

How does a restricted stock unit work?

RSUs or Restricted Stock Units work a little differently than traditional restricted stock. Restricted stock is technically a gift of stock given to a company executive while an RSU is a promise of future stock. Like restricted stock recipients, those who are granted RSU stock must meet certain requirements. This may involve meeting personal ...

What is restricted stock?

Let’s start with the basics. Restricted stock is a stock typically given to an executive of a company. The stock is restricted because it is subject to certain conditions. For one, a recipient cannot sell or otherwise transfer ownership of the stock to another person until the restrictions lift.

How long do you have to keep stock for tax purposes?

You’ll be taxed at the short-term capital gains tax rate if you keep your shares for less than a year. If you keep them for more than a year, you’ll be subject to the more favorable long term capital gains tax rate. For tax planning purposes, some restricted stock unit plans allow you to choose your grant date.

What happens if you get fired before you become vested in your stock?

Executives who find themselves fired before they become vested in their stock. or those who fail to meet certain performance goals may lose their stock. Only when the executive meets the required set of conditions does full ownership of the restricted stock transfer to him. At this point, the restrictions are lifted.

How much money does Bob have to report on his taxes?

As a result, Bob must report $5,000 of taxable income when he files his tax return at the end of the year. Bob wants to use his $5,000 windfall to buy a used fishing boat, so he sells his shares the same day he gets them. Bob is good to go. Bob’s coworker Sue takes a different approach.

Can you use Section 83 B for restricted stock?

First, it’s important to understand that the 83 (b) election is open only to those who have restricted stock. It isn’t an option if you have a restricted stock unit.

Do restricted stock owners pay taxes?

Ordinarily, owners of restricted stock aren’t taxed on the receipt of their shares until their vesting day. If desired, however, those with restricted stock may elect to use Section 83 (b), which allows them to pay tax on the fair market value of their shares on their grant date rather than when they become vested.

How are RSUs taxed?

With RSUs, you are taxed when the shares are delivered, which is almost always at vesting. Your taxable income is the market value of the shares at vesting. You have compensation income subject to federal and employment tax (Social Security and Medicare) and any state and local tax. That income is subject to mandatory supplemental wage withholding. Withholding taxes, which for U.S. employees appear on Form W-2 along with the income, include the following: 1 federal income tax at the flat supplemental wage rate, unless your company uses your W-4 rate 2 Social Security (up to the yearly maximum) and Medicare 3 state and local taxes, when applicable

What is restricted stock unit?

Restricted stock units (RSUs) are a way your employer can grant you company shares. RSUs are nearly always worth something, even if the stock price drops dramatically. RSUs must vest before you can receive the underlying shares. Job termination usually stops vesting.

How long does a vesting schedule last?

Example: You are granted 5,000 RSUs. Your graded vesting schedule spans four years, and 25% of the grant vests each year.

Why is a grant restricted?

The grant is "restricted" because it is subject to a vesting schedule, which can be based on length of employment or on performance goals, and because it is governed by other limits on transfers or sales that your company can impose. You typically receive the shares after the vesting date.

What is taxable income?

Your taxable income is the market value of the shares at vesting. You have compensation income subject to federal and employment tax (Social Security and Medicare) and any state and local tax. That income is subject to mandatory supplemental wage withholding. Withholding taxes, which for U.S.

What taxes are included in W-2?

Withholding taxes, which for U.S. employees appear on Form W-2 along with the income, include the following: federal income tax at the flat supplemental wage rate, unless your company uses your W-4 rate. Social Security (up to the yearly maximum) and Medicare. state and local taxes, when applicable.

Is a RSU worth anything?

Unlike stock options, which can go "underwater" and lose all practical value with a falling stock price, RSUs are almost always worth something, even if the stock price drops dramatically.

RSU Tax at Vesting and Promise to Pay

RSUs are a unique form of equity compensation because they become taxable to you as they vest. Let’s compare RSUs to your salary.

How to Calculate RSU Taxable Income

To determine the amount of RSUs that are taxable to you in a given year, you take the following:

RSU and Salary Tax Withholding

Every few weeks, your employer pays you and also sets aside some taxes on your behalf. This happens because the IRS has rules that require people to set money aside before filing their taxes.

RSU Tax Situation After Vesting

As we’ve discussed, your RSUs vest and become fully taxable to you. When this happens, the entire vested amount is now considered to be your “cost basis.”

Capital Gains and Capital Losses

There are two types of Capital Gains and two types of Capital Losses, however, for this article we’re going to say all Capital Losses are the same.

Putting It All Together: When Do You Owe Taxes on RSUs

For example, let’s say you received a grant of $14,400 of RSUs on 1/1/2020 that vests over 4 years (25% each year). You’re already making $100k so you’re pretty excited.

Recommendation on RSUs

Now that you have a better understanding of when and how you’ll be taxed on your RSUs, you’ll want to start making a plan to sell your RSUs.

How much tax do you pay on RSU shares in 2021?

The share price is $50 on the vesting date (this becomes your cost basis if holding the shares) You owe taxes on $50,000 of RSU income for 2021. Assuming a 35% Federal tax rate means your total tax bill on these shares is $17,500. Then, if the shares are held for a year and then sold for $80 per share, you will pay taxes on a $30,000 capital gain ...

How much is RSU income taxed?

Your employer will typically withhold taxes at the federal supplemental wages withholding rate, which is 22% up to $1 million of income and 37% for wages in excess of $1 million.

What is the standard deduction for 2017?

Deduction Bunching. With the increase of the standard deduction to $24,800 for couples and $12,400 for individuals as part of the 2017 Tax Cuts and Jobs Act, deduction bunching becomes that much more important for anyone looking to itemize deductions as part of their tax returns.

What is the IRS withholding rate for RSU 2021?

For 2021, that rate is 22% on supplemental wages up to $1 million and 37% for wages in excess of $1 million.

Is RSU compensation taxed?

RSU Taxes: RSU compensation is taxed as ordinary income when the shares vest and based on your shares’ value on the vesting date. Think of them like a cash bonus that’s linked to the price of your company’s stock.

What is restricted stock unit?

Restricted Stock Units are a popular form of stock compensation that, compared to other forms of equity compensation, are relatively straightforward once a few key components are defined: Grant Date: On this date, your company promises a specific number of “restricted“ shares to you, the employee.

How much money did Marcia save in taxes?

All in, this strategy could save Marcia up to $2,220 ($3,720 saved – $1,500 in capital gains tax) in taxes in the current year while allowing her to diversify her investment portfolio and save money in a tax-advantaged account.

What is the federal tax rate for supplemental income?

Many employers, though, make it far less convenient for the employee by withholding on supplemental income (like RSUs and bonuses) at a flat rate, which includes: 22% for federal taxes (37% if total income is more than $1million), Social Security and Medicare, and.

What happens to restricted stock when it vests?

When your restricted stock units vest and you actually take ownership of the shares (two dates that almost always coincide), the value of the stock at that vesting date gets included in your income for the year as compensation. You will owe income tax (both federal and state, if applicable) as well as Social Security and Medicare tax on that amount.

What is capital gains tax?

The capital gains tax rate when you sell the shares you own. The withholding rate is what might be different, which is a common source of confusion. This is because RSUs, stock grants, and bonuses are treated as supplemental income and are often (but not always) withheld differently than your salary.

Can you sell RSUs as a capital loss?

How long you held the stock before selling (to determine whether you’ll have to pay short-term or long-term capital gains rates) RSUs can be sold as a capital loss too. : losses on RSUs might help to offset other capital gains you’ve incurred during the year or up to $3k of ordinary income.

Do companies withhold RSUs?

Some companies do a good job of withholding enough on RSUs and bonuses throughout the year. They do that by either withholding supplemental income according to your W4 or by allowing you to specify how you want your supplemental income withheld (more difficult for the employer, but much more convenient for the employee).

How RSUs Work

An RSU is like a cash bonus that you immediately use to buy company stock. Same tax treatment. Same investment situation.

Taxes

Vesting RSUs are taxed the same way as a cash bonus of the same dollar amount.

Sell versus Hold?

How much company stock do you already own? How big a part of your financial net worth is it? How much more is coming down the pipe with future RSUs (or ESPP shares or exercised options)? If you have more coming, you can more easily “afford” to sell the RSUs vesting now, because you still have a chance in the future to benefit from any increase in the stock price..

Fitting RSU Money Into Your Saving and Spending

It’s comparatively easy to figure out how to save and spend your regular, salary paycheck. It’s the same amount every 2 weeks or month. But then every quarter or 6 months, you get this giant lump o’ cash (assuming you sell the vested RSUs). How do you handle that?

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