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by jedberg 3642 days ago
This is where having a lobbying group would be helpful -- this really needs to be fixed through policy.

We need to get the tax law changed so that RSUs are taxed on liquidity instead of vesting. Then you'll still avoid the corruption the tax is supposed to protect against (paying an executives millions in what was previously untaxed compensation through RSUs in the 80s) but still allowing them to be given as startup equity compensation.
2 comments
wyman 3642 days ago
Absolutely agree. ISOs should also be taxed on liquidity as well, instead of an AMT on exercise. There was a group, ReformAMT.org, opened in the wake of the 2000 tech crash, where many employees ended up owing massive amounts of AMT on now-devalued stock.

However, it seems that the employers' and investors' interests are against the employees' here - the investors want what few employee shares are lost to be returned so they are diluted less, employers want holden handcuffs to reduce mobility, and only the much-weaker at lobbying employees want more freedom/mobility.

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iandanforth 3642 days ago
Can you go into a bit more detail on what counts as liquidity? Can I sell on a secondary market? Can a bank let me guarantee a loan based on my current units? Can non-liquid units be transferred to my next of kin tax free?
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jedberg 3642 days ago
These are all details that would have to be worked out, but the gist of it would be that you shouldn't be taxed on it until you're able to sell it. But I'll give it a shot:

> Can I sell on a secondary market?

Sure, and then you get taxed on the money you made, where your basis is $0.

> Can a bank let me guarantee a loan based on my current units?

That's tricky because it would be a way for people to work around the law. What if we made you pay tax if you took out a loan with the stock as collateral?

> Can non-liquid units be transferred to my next of kin tax free?

Seems like it would be reasonable to allow that. The value would still be $0, but when it became liquid, your next of kin would have to pay taxes on the value with a basis of $0, which would make it not a good workaround for estate tax since you would save money if you transferred it under the $5M lifetime limit.

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