Filing Your Tax Forms After Selling Your Restricted Stock

When your employer gives you company stock, the grant typically arrives first as restricted stock units, or RSUs. Each unit represents a share of stock you will receive in the future. You’re restricted from selling the stock until it is given to you on a specified date. These stock awards to employees are different than restricted shares that securities laws prohibit the owners from selling. Tax reporting on sales of the RSUs depends on when you sell them.

Tax at Vesting

The date on which the restrictions lapse is called the vesting date. Starting on the vesting date, you can sell the stock without restriction. You’re not automatically taxed when your employer grants RSUs. Instead, you’re taxed in the year of the vesting date. Income tax is assessed on the fair market value of the stock on the vesting date minus any amount you paid for grant of the stock. This income is added to your W-2 and taxed with your wages.

Special Election

You can make an election on your tax return and with your company to have tax assessed in the year RSUs are granted, rather than upon vesting. This is called a Section 83(b) election. By making this choice, the market value of the stock shares at the time they are granted is added to your taxable wages, regardless of the restrictions. No additional tax is due on the vesting date.

Sale After Vesting

You report sales of stock after vesting on your tax return as capital gains or losses. The tax calculation requires your cost and holding period. Your cost is any amount you paid when the RSUs were granted plus the stock value previously added to your taxable wages. Subtract this from sales proceeds to determine gain or loss. The holding period usually begins on the vesting date, but it starts on the grant date if you made a Section 83(b) election.

Sale at Vesting

Receiving income as stock rather than cash complicates paying tax upon vesting. To obtain cash to pay the tax, you can sell some shares of stock and keep the remaining shares. Report the sale of shares at vesting on the tax forms for capital gain or loss. However, no capital gain is possible. The sales proceeds from selling shares totals the same as the amount already taxed as wages.

About the Author

Brian Huber has been a writer since 1981, primarily composing literature for businesses that convey information to customers, shareholders and lenders. Huber has written about various financial, accounting and tax matters and his published articles have appeared on various websites. He has a Bachelor of Arts in economics from the University of Texas at Austin.

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