Key takeaways

  • RSAs give you shares upfront (with restrictions), while RSUs only give you stock after the vesting period.
  • RSAs offer more flexibility with tax timing via an 83(b) election, but RSUs are simpler since you’re taxed only when they vest.

When companies offer stock to employees as part of their compensation, it often comes in the form of either RSAs (Restricted Stock Awards) or RSUs (Restricted Stock Units). While both give you a chance to own a piece of the company, they work differently.

Here’s a simple breakdown of how they compare…

What Is an RSA?

A Restricted Stock Award (RSA) means you receive company stock upfront, but it comes with restrictions.

Typically, you must stay with the company for a certain period (vesting period) before you fully own the shares. If you leave before that period ends, you may have to forfeit the unvested shares.

What Is an RSU?

A Restricted Stock Unit (RSU) is a promise to give you company stock in the future.

You don’t own the shares until they vest. When they do vest, you receive the stock, and it’s taxed as income based on the value at that time.

Understanding RSU Double-Trigger Vesting: RSUs typically have double-trigger vesting, requiring two distinct events to occur before an employee has ownership of their granted shares:

  1. Vesting Period: The first “trigger” involves meeting the vesting schedule, a set timeframe, often 3 to 4 years, during which the employee must remain with the company to earn their RSUs.
  2. Liquidity Event: The second “trigger” is a change in corporate control event, such as an Initial Public Offering (IPO), a tender offer, or a company acquisition.

In addition to RSAs and RSUs, many startups offer other stock-based compensation like ISOs and NSOs. To learn more, see our comprehensive guide: Equity Compensation: A Guide for Founders and Employees.

A Harness Tax Advisor Can Help You Navigate RSAs and RSUs

If you need help navigating tax questions around equity compensation, business ownership, self-employment, or any other unique tax situation, working with a Harness Tax Advisor can help you target your goal of reducing tax liabilities. From comprehensive planning to tax preparation, our experts are here every step of the way. Get started with Harness today.

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