Employee stock options (‘ESOPs’ or ‘Options’) [we have used ESOPs as a common term for various equity-settled instruments] are very common instrument for sharing wealth generated by employees, by way of compensation. Like any other salary component, ESOPs are also taxed as regular income upon exercise and long-term capital gains (‘LTCG’) or short-term capital gains (‘STCG’) upon sale of shares acquired at the time of exercise. We will study about taxation in detail later, but let’s first understand the stages in the life of an ESOP which will help in understanding the taxation part.
Any Option has four stages in its entire life cycle:
Now that we have understood different stages in the life of an Option, let us move to taxation of Options.
Income from Options are taxed twice to the employee, once, at the time of exercise when such Options are converted into shares and second, at the time of sale of shares acquired upon conversion of Options.
Perquisite income from Options = [Fair market value (‘FMV’) of share at the time of exercise less exercise price] X No. of Options to be exercised
Tax on perquisite income = Tax as per normal slab rate for individuals (as applicable)
Capital Gain on sale of shares
Particulars Tax on LTCG Tax on STCG
Shares
(Listed company) 10% over and above Rs. 1 Lac Specified rate : 15%Shares
(Unlisted company) 20% (with indexation of cost) At normal slab rate for individual
ESOPs are typically taxed at two points, i.e., when options are exercised and when shares are sold. At exercise, employees may face ordinary income tax on the difference between the strike price and fair market value Upon sale, capital gains tax applies to any increase in share value since exercise.
To calculate ESOP tax liability at exercise, use the following formula:
(Fair Market Value per share - Strike price per share) x Number of shares allotted.
This amount is added to the employee's income and taxed accordingly. Based on any further increase in value, additional taxes may apply when shares are sold.
While it's not possible to altogether avoid taxes on ESOPs, strategies exist to minimize tax impact. These include exercising options early when the spread between strike price and fair market value is low and holding shares long enough to qualify for long-term capital gains rates upon sale.
The tax on ESOP distribution depends on several factors, including the type of options (ISOs or NSOs), holding period, and your tax bracket. For ISOs, you may qualify for favorable long-term capital gains rates if certain conditions are met. Consult a tax advisor for personalized guidance.