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Equity Compensation Tax Planning

Equity Compensation Tax Planning

Equity compensation tax planning is the practice of managing the timing and structure of equity-related tax events to minimize total taxes paid. It covers option exercises, RSU vesting, restricted stock grants, secondary sales, and exit transactions, with key techniques including 83(b) elections, early exercise, AMT-aware exercise timing, ISO qualifying dispositions (1 year post-exercise, 2 years post-grant), QSBS planning (5-year holding), and state residency planning. It's the discipline that separates employees who keep most of their equity proceeds from those who hand half to taxes unnecessarily.

The key concepts:

Ordinary income vs. capital gains:

  • Ordinary income: up to 37% federal (plus state).
  • Long-t...

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