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Restricted Stock

What is your vesting schedule? What method should you use to pay withholding taxes?

This section covers the basics and complexities of restricted stock and restricted stock units. (Unless otherwise stated, all content in this section applies to both.) On this overview page are selected articles and FAQs from the subtopics in this section. For the full content of a subtopic, click on a link in the upper left.

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Articles   (Jump to FAQs)

Restricted Stock Versus Stock Options: Making A Rational Choice (Part 1)  This is premium content

Alan B. Ungar
In a growing trend, your company may let you choose between stock options and restricted stock. Which is better for you? Learn techniques to analyze your financial situation and goals so that you can make the right choice.

Why You'll Learn To Like Restricted Stock Grants 

Richard Friedman
Your company is no longer granting you stock options, or at least fewer than before. Instead, you're receiving restricted stock or restricted stock units. While these grants don't carry the same upside as stock options, they have benefits you will surely appreciate once you understand the special features of these grants.

Restricted Stock Versus Stock Options: Making A Rational Choice (Part 2)  This is premium content

Alan B. Ungar
As noted in Part 1, many companies are developing employee-choice programs that allow you to choose between stock options and restricted stock. Part 2 provides a method of analysis to help your decision-making.

Restricted Stock: Tax, Financial, Estate, And Retirement Planning (Part 1)  This is premium content

Richard Friedman
UPDATED! Understand financial planning for restricted stock and RSUs. Part 1 discusses the growing popularity of these grants, and tax planning.

Reporting Company Stock Sales

The myStockOptions.com Tax Team
UPDATED! Learn how to report your sales of company stock on Schedule D of IRS Form 1040. Our comprehensive guide to Schedule D reporting covers sales of stock from nonqualified stock options, incentive stock options, restricted stock, restricted stock units, employee stock purchase plans, and stock appreciation rights.

Restricted Stock: Tax, Financial, Estate, And Retirement Planning (Part 2)  This is premium content

Richard Friedman
Careful planning can help you maximize the value of restricted stock and RSUs. Part 2 covers financial, estate, and retirement planning.

Decisions At Grant With Restricted Stock (Part 1): Tax Fundamentals  This is premium content

Tom Davison
Thanks to the IRS, with restricted stock you have to make decisions immediately at grant. Learn the rules that accompany this increasingly popular type of equity compensation.

Restricted Stock Taxation: What You Need To Know (Part 2)  This is premium content

Bruce Brumberg and Kate Victory
Along with stock options, your company has awarded you restricted stock. Restricted stock grants carry their own requirements and tax rules, which can significantly differ from those of stock options.

Decisions At Vesting With Restricted Stock (Part 2): Hold Or Fold?  This is premium content

Tom Davison
Vesting is another crucial time for making decisions about your restricted stock. Decisions include what tax-withholding method to use, whether you should hold or sell the stock, and what account to keep the shares or cash in after vesting.

Decisions At Grant With Restricted Stock (Part 3): Analyze Your Alternatives  This is premium content

Tom Davison
Now that you understand the risks of choosing to be taxed at grant with a Section 83(b) election, should you do it? Part 3 takes you through the analysis.

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FAQs   (Jump to articles)

What is the difference between restricted stock and performance shares or units?  This is premium content


Restricted stock shares are issued up front at grant, but you do not own them outright and cannot sell or transfer the shares until the restrictions lapse. With standard restricted stock units the situation is similar, except that...

Does this website's content on restricted stock also apply to restricted stock units (RSUs)? 


Generally, yes, with two exceptions. First, with RSUs you cannot...

UPDATED! What do examples and surveys show about the effects mandatory expensing is having on my stock grants?  This is premium content


Surveys show that rank-and-file employees and executives are likely to receive fewer stock options, or that grants will be made only at higher levels. In addition, the types of equity grants at companies have changed. A summary of data in surveys from 10 major consulting and research firms shows that...

What is restricted stock? Does it differ from restricted securities? 


Restricted stock refers to outright grants of company stock to employees or other service providers...

How is a grant of restricted stock taxed? 


The tax treatment is different than that of stock options. You pay tax at the time the restrictions on the stock lapse. The tax is based on the value of the shares at...

What are the biggest mistakes related to restricted stock I can make on my tax return, and how can I avoid them?  This is premium content


It is easy to make mistakes that lead to paying more tax than you need to, or that may even prompt a review by the IRS. When the restricted stock vests, the full value of the shares at vesting is reported on your...

What is the difference between restricted stock and restricted stock units (RSUs)?  This is premium content


The traits of restricted stock include the following...

Can you calculate whether it is better to be granted stock options or restricted stock?  This is premium content


The outcome depends on how well your company's stock price does in the years after the grant date and on the ratio of stock options to restricted shares, among other factors. To calculate whether the appreciation of stock option gains equals or exceeds restricted stock gains, you need to...

How do I make a timely and complete Section 83(b) election?  This is premium content


You make this election only for stock options that you can exercise before vesting, and for restricted stock at grant when you want to be taxed on its value at that time. A Section 83(b) election must be filed with the IRS within...

Is the original vesting schedule ever accelerated by reaching performance milestones or special goals?  This is premium content


Some companies let the standard time-based vesting schedule accelerate if...

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Featured FAQs
NEW! What is the tax treatment of my restricted stock in an acquisition? This is premium content
This depends on how restricted stock (or restricted stock units) is treated in the acquisition...
NEW! Will my income from restricted stock vesting be netted against my short-term capital losses from this year (or those that were carried forward from last year)? This is premium content
The value at vesting is all ordinary income. You have capital gain only for the increase in the stock price after vesting. Only this gain at sale can be...
W-2 diagram! What will appear on my W-2 in connection with a grant of performance shares? This is premium content
Performance shares result in ordinary income to you. This occurs when the grant vests after specified targets are reached and shares are then either delivered or paid out to you (depending on the structure of the grant). Your compensation is...