All you need to know about Restricted Stock Units (RSUs) (2024)

Restricted Stock Units are a popular equity compensation for both start-up and public companies. Employers, especially many startups, use a variety of compensation options to attract and keep top-performing employees. Receiving RSUs allows employees to share in the ownership and the profits of the company. Equity compensation takes different forms such as stock options, restricted stock units, and deferred compensation. If you are fortunate to receive RSU from your employer, you should understand the basics of this corporate perk. Here are some essential tips on how to manage them.

What are RSUs?

A restricted stock unit is a type of equity compensation by companies to employees in the form of company stock. Employees receive RSUs through a vesting plan and distribution schedule after achieving required performance milestones or upon remaining with their employer for a particular length of time. RSUs give an employee interest in company stock but they have no tangible value until vesting is complete.

Vesting Schedule

Companies issue restricted stock units according to a vesting schedule.
The vesting schedule outlines the rules by which employees receive full ownership of their company stock. The restricted stock units are assigned a fair market value when they vest. Upon vesting, they are considered income, and often a portion of the shares is withheld to pay income taxes. The employees receive the remaining shares and can sell them at their discretion.

As an employee, you should keep track of these essential dates and figures.

Grant Date

The grant date is the date when the company pledges the shares to you. You will be able to see them in your corporate account.

Vesting Date

You only own the shares when the granted RSUs are fully ‘vested’. On the vesting date, your employer will transfer the full ownership of the shares to you. Upon vesting, you will become the owner of the shares.

Fair Market Value

When vesting is complete, the restricted stock units are valued according to the fair market value (FMV) at that time. Your employer will provide you with the FMV based on public price or private assessment.

Selling your RSU

Once the RSUs are converted to company stock, you become a shareholder in your firm. You will be able to sell all or some of these shares subject to companies’ holding period restrictions. Many firms impose trading windows and limits for employees and senior executives.

How are RSUs taxed?

You do not pay taxes on your restricted stock units when you first receive them. Typically you will owe ordinary income tax on the fair market value of your shares as soon as they vest.

The fair market value of your vested RSUs is taxable as personal income in the year of vesting. This is a compensation income and will be subject to federal and local taxes as well as Social Security and Medicare charges.

Typically, companies withhold part of the shares to cover all taxes. They will give employees the remaining shares. At this point, you can decide to keep or sell them at your wish. If your employer doesn’t withhold taxes for your vested shares, you will be responsible for paying these taxes during the tax season.

Double Trigger RSUs

Many private Pre-IPO companies would offer double-trigger RSUs. These types of RSUs become taxable under two conditions:
1. Your RSU are vested
2. You experience a liquidity event such as an IPO, tender offer, or acquisition.

You will not owe taxes on any double-trigger RSUs at your vesting date. However, you will all taxes on ALL your vested shares in the day of your liquidity event.

Capital gain taxes

When you decide to sell your shares, you will pay capital gain taxes on the difference between the current market price and the original purchase price.

You will need to pay short-term capital gain taxes for shares held less than a year from the vesting date. Short-term capital gains are taxable as ordinary income.

You will owe long-term capital gains taxes for shares that you held for longer than one year. Long-term capital gains have a preferential tax treatment with rates between 0%, 15%, and 20% depending on your income.

Investment risk with RSUs

Being a shareholder in your firm could be very exciting. If your company is in great health and growing solidly, this could be an enormous boost to your personal finances.

However, here is the other side of the story. Owning too much of your company stock could impose significant risks to your investment portfolio and retirement goals. You are already earning a salary from your employer. Concentrating your entire wealth and income from the same source could jeopardize your financial health if your employer fails to succeed in its business ventures. Many of you remember the fall of Enron and Lehman Brothers. Many of their employees lost not only their jobs but a significant portion of their retirement savings.

As a fiduciary advisor, I always recommend diversification and caution. Try to limit your exposure to your employer and sell your shares periodically. Sometimes paying taxes is worth the peace of mind and safety.

Key takeaways

Receiving RSUs is an excellent way to acquire company stock and become part of your company’s future. While risky owning RSUs often comes with a huge financial upside. Realizing some of these gains could help you build a strong foundation for retirement and financial freedom. When managed properly, they can help you achieve your financial goals, whether they are buying a home, taking your kids to college, or early retirement.

All you need to know about Restricted Stock Units (RSUs) (2024)

FAQs

All you need to know about Restricted Stock Units (RSUs)? ›

A: A restricted stock unit is a promise to transfer shares (or make a cash payment) at some future date, typically after time or performance vesting requirements have been met. An RSU does not provide actual ownership in the company when granted. Instead, the transfer of shares (or cash) happens after vesting.

What do I need to know about RSUs? ›

Restricted stock units (RSUs) are a form of employee compensation that grants shares of a company's stock to employees. They may be granted to employees as a reward for performance, length of service or some other reason, or simply as an incentive to remain with the company.

How do I know how much my RSU is worth? ›

RSUs are bonuses that are paid in the form of company stock. The RSU income is calculated as the RSUs vest: Quantity of RSUs vested. Times your company's closing stock price.

What are restricted stock units for dummies? ›

With RSUs, no shares are issued to you at grant—the shares are not outstanding until they are released to you. Consequently, unlike with restricted stock grants, RSUs do not give you shareholder voting or dividend rights. With most restricted stock units, the share delivery and the tax withholding occur at vesting.

What is the difference between RSU and restricted stock? ›

Restricted stock is available to the employee under a graded vesting schedule that lasts for several years. Restricted stock units (RSUs) are similar to stock options in that they represent a promise to the employee that stock will be granted upon completion of a vesting schedule.

How are RSUs paid out? ›

Each year on the anniversary date of the grant, a quarter of the total RSU amount vests, in this case, 2,500 shares. Typically, once each amount vests, the employee is allowed to sell the shares. Depending on the company plan, a graded vesting schedule's distribution intervals can vary.

What is the best strategy for RSU? ›

Strategies to Cover RSU Withholding Tax

Sell to cover: This involves selling a portion of the newly vested shares to cover the tax obligation. The remaining shares are then yours to keep. This method allows you to cover your immediate tax liability without any out-of-pocket expenses.

How much tax do I pay if I sell my RSU? ›

RSUs are taxed as income to you when they vest. If you sell your shares immediately, there is no capital gain tax, and you only pay ordinary income taxes. If instead, the shares are held beyond the vesting date, any gain (or loss) is taxed as a capital gain (or loss).

Should I sell my RSUs when they vest? ›

Selling RSUs immediately upon vesting is a common approach for many individuals. The reason behind this strategy is to avoid any potential decline in the company's stock value. By selling right away, you can lock in the value of your shares and mitigate potential risks tied to stock market fluctuations.

Are RSUs taxed twice? ›

In some cases, your RSUs may be taxed twice. The good news is that you will not owe taxes on your RSUs right away at grant. They do not have any real value until they vest, which can be years down the road depending on the company you work for and if they are public or private.

What are the disadvantages of restricted stock units? ›

Disadvantages of RSUs
  • Tax consequences–If your company isn't public and is unable to assist with offsetting your tax burden, it may be difficult to find the cash to afford the taxes. ...
  • RSUs don't provide dividends before they vest.
  • Vesting–The shares aren't yours until the vesting criteria are met.
Dec 5, 2023

Should I sell RSUs immediately? ›

Should I sell my vested RSU shares right away? A common strategy is to sell the shares as soon as the RSUs vest. Two benefits to this strategy are: There are usually little to no capital gains ramifications.

How do you avoid taxes on restricted stock units? ›

The first way to avoid taxes on RSUs is to put additional money into your 401(k). This seems like a boring tip, but it's extremely practical. The maximum contribution you can make for 2024 is $23,000 if you're under age 50. If you're over age 50, you can contribute an additional $6,000.

Should I sell my RSUs immediately? ›

Timing of Selling RSUs

The reason behind this strategy is to avoid any potential decline in the company's stock value. By selling right away, you can lock in the value of your shares and mitigate potential risks tied to stock market fluctuations. You're also locking in your tax burden on those shares.

What should I do with my RSUs? ›

When an employee receives Restricted Stock Units, they have an interest in the company's equity, but the units have no tangible value until they vest. Once the RSUs vest, the employee can keep, sell, or transfer the shares, just like any other stock. Companies use RSUs as a form of employee compensation or bonus.

How do RSUs work if you quit? ›

Usually, you'll lose all the RSUs that have not yet vested at the time of your resignation. They'll be forfeited back to the company, and you'll walk away with nothing for those unvested units.

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