2026 tax year · equity compensation

Non-Qualified Stock Options tax

Non-qualified options are taxed as ordinary income on the spread the day you exercise, whether or not you sell a single share. Exercise and hold, and you owe cash tax on a gain that exists only on paper.

Calculator

Put your own numbers in. Nothing is stored or sent anywhere, it runs in your browser.

Enter your numbers above and press Calculate.

Two taxable events, not one Equity compensation creates two taxable events: (1) ordinary income when shares vest or options are exercised, (2) capital gain/loss when shares are sold. Misunderstanding this two-layer structure is the most expensive equity tax mistake.

Tax the day you exercise, cash or no cash

The spread, FMV at exercise minus strike price, is ordinary income the moment you exercise. For an employee it runs through payroll and FICA applies. For a contractor it lands on a 1099-NEC and is subject to self-employment tax, with nothing withheld: Must pay via quarterly estimated taxes.

Tax owed at exercise even if shares not sold. Cashless same-day sale covers obligation but triggers immediate sale.

The other equity instruments

What this covers