To value your RSUs, multiply your vested shares by the current share price, then subtract the tax you’ll actually owe at your marginal rate rather than the flat rate your employer withheld. Unvested shares don’t belong on a net worth statement as hard numbers, because they disappear the day you leave. Learning how to value RSUs honestly comes down to two moves most people skip: using your real tax rate instead of the 22% withholding figure, and refusing to count shares you don’t yet own.
The Core Formula
Vested shares × current price = gross value. Gross value − actual taxes owed = what you can spend. That’s the entire calculation. Everything else is getting each input right.
Pull two documents from your equity portal before you start: the Grant Agreement and the Plan Summary. The grant agreement specifies your total units, vesting schedule, and what happens to unvested shares if you leave. The plan summary covers the company-wide rules. For a public company, the current share price is whatever the stock trades at under the company’s ticker. It moves throughout the day, so your gross value is a snapshot.
Check whether your grant pays dividend equivalent rights. RSU holders don’t own actual shares until vesting and can’t receive real dividends, but many plans pay a cash equivalent that mirrors shareholder dividends. Those payments add to the taxable value of your grant.
One line to draw clearly: only vested shares count as current wealth. A common schedule runs four years with a one-year cliff, meaning nothing vests for the first twelve months, then 25% vests at the one-year mark, with the rest vesting quarterly or monthly after that. Your vesting table tells you exactly what’s yours today.
Why Withholding Isn’t Your Real Tax
When RSUs vest, the full value of the delivered shares gets added to your W-2 wages as ordinary income under Section 83 of the Internal Revenue Code.1Office of the Law Revision Counsel. 26 USC 83 – Property Transferred in Connection With Performance of Services Your employer treats that income as supplemental wages and typically withholds a flat 22% for federal income tax. If your supplemental wages for the year cross $1 million, the rate on the excess jumps to 37%.2Internal Revenue Service. Publication 15 (2026), (Circular E), Employers Tax Guide – Section: 7. Supplemental Wages
Those are withholding rates. They are not your tax rate. In 2026, the 22% bracket covers taxable income only up to $105,700 for single filers. Above that, rates climb to 24%, then 32%, 35%, and 37%. If your salary is $150,000 and $80,000 in RSUs vests, your combined income lands well into the 32% bracket. Your employer withheld 22% on those RSUs, but you owe closer to 32% on much of that income. On $80,000 of vested RSUs, that’s roughly $25,600 in actual federal tax against $17,600 withheld. An $8,000 shortfall shows up in April.
For your net worth number, use your marginal bracket, not the 22% withholding figure. The withholding overstates what you keep.
The Tax Layers You’re Actually Subtracting
Federal income tax at your marginal rate is the largest piece, but not the only one.
Social Security tax hits at 6.2% on wages up to the $184,500 wage base in 2026.3Social Security Administration. Contribution and Benefit Base If your regular salary already clears that cap before your RSUs vest, no additional Social Security tax applies to the RSU income. Medicare tax applies at 1.45% on all wages with no cap.4Social Security Administration. Social Security and Medicare Tax Rates
An extra 0.9% Additional Medicare Tax kicks in on wages above $200,000 for single filers or $250,000 for joint filers.5Office of the Law Revision Counsel. 26 USC 3101 – Rate of Tax Those thresholds aren’t indexed for inflation, so they catch more people every year. Anyone receiving meaningful RSU grants is usually above them.
State income tax follows the same ordinary-wage treatment in most states. State supplemental withholding rates range from roughly 1.5% to nearly 12%. Nine states take nothing. If you relocated mid-vesting-period, more than one state may claim a slice.
Add the layers together to get your true combined rate. For a high earner in a middle-tax state, the full bite often lands between 40% and 50% of gross RSU value.
Handling Unvested Shares
Unvested RSUs are a promise contingent on continued employment. In almost every standard RSU agreement, unvested shares are forfeited on your last day. No exercise window, no grace period. Quit, get laid off, or get terminated for cause, and the unvested portion vanishes. This is a sharp break from stock options, which typically give you 90 days after termination to exercise what’s already vested.
Treating unvested RSUs as current wealth overstates your position. The cleaner move is to list them separately as potential future compensation, not as a hard asset. If you want to assign some value for planning purposes and you’re stable in your role, counting unvested shares at 50% to 75% of their after-tax value is a reasonable middle ground. If you’re considering a job change, treat them as zero in that comparison, no matter what the gross figure on the portal looks like.
One narrow exception exists in some plans: double-trigger acceleration. Two events have to fire: the company is acquired, and you are involuntarily terminated or resign for good reason (such as a pay cut or forced relocation) within a defined window after closing, often 9 to 18 months. Most plans don’t offer any acceleration by default, so check your grant agreement rather than assume.
Private Company Shares
If your employer is private, the share price doesn’t come from a ticker. It comes from an independent appraisal conducted under Internal Revenue Code Section 409A, which governs deferred compensation arrangements including equity awards.6Office of the Law Revision Counsel. 26 USC 409A – Inclusion in Gross Income of Deferred Compensation Under Nonqualified Deferred Compensation Plans These 409A valuations typically update once a year or after a significant funding round and stay static in between.
Treat that number with skepticism when it hits your net worth statement. Private shares have no liquid market. Secondary-market transactions for private equity interests historically trade at discounts of 10% to 20% or more below stated valuations, and during severe downturns those discounts have reached 40%. Using the 409A value is reasonable but optimistic. A 15% to 25% haircut reflects the reality that you can’t easily convert the shares to cash before an IPO or acquisition.
Future Capital Gains on Shares You Hold
Taxes withheld at vesting cover only the ordinary income piece. A second layer arrives when you sell.
Your cost basis per share equals the fair market value on the vesting date, because that value was already taxed as ordinary income. If 100 shares vested at $50 each, your basis is $5,000. Sell them later for $70 each and your taxable gain is $2,000, not $7,000. The holding period starts on the vesting date, not the grant date.
Sell more than a year after vesting and any gain qualifies for long-term capital gains rates, which top out at 20% for the highest earners. Sell inside that one-year window and the gain is taxed at your ordinary marginal rate. For 2026, the 0% long-term rate applies to taxable income below roughly $49,450 for single filers ($98,900 for married filing jointly), the 15% rate covers income up to about $545,500 for single filers, and the 20% rate applies above that.
High earners also face the 3.8% Net Investment Income Tax on capital gains when modified adjusted gross income exceeds $200,000 single or $250,000 joint.7Internal Revenue Service. Topic No. 559, Net Investment Income Tax Combined with the 20% long-term rate, the effective federal cap on capital gains reaches 23.8% before state taxes.
If you plan to hold your vested shares and they’ve appreciated, your net worth figure should reflect the capital gains tax waiting on that unrealized gain. If shares vested at $50 and now trade at $80, the $30 per share appreciation carries a future tax of $4.50 to $7.14 per share, at 15% to 23.8%, depending on your income and holding period. Ignoring that overstates what you’ll actually net.
Liquidity Caveats
Vested shares you can’t sell this week aren’t quite the same as cash. Many companies impose quarterly blackout periods that bar trading from roughly the last two weeks of a fiscal quarter through two full trading days after the earnings release. Special blackouts can appear around material corporate events. Vesting and sell-to-cover tax withholding typically proceed during blackouts, but selling your remaining net shares waits for the window to reopen.
Insiders and employees who regularly hold material nonpublic information can set up a 10b5-1 trading plan during an open window, pre-specifying share counts and conditions so trades execute automatically later, even during blackouts. Without such a plan, vested shares can sit in your account for weeks before you can sell.
Blackouts don’t change the value of your shares, but they do affect when you can turn them into cash. If you’re counting on RSU proceeds for a down payment or any large purchase, leave a buffer.
A Worked Example
Assume you hold 1,000 RSUs, 500 have vested, the stock trades at $50, and you’re in the 32% federal bracket in a state with 5% income tax. Your salary is below the Social Security wage base.
- Gross value of vested shares: 500 × $50 = $25,000
- Federal income tax at your actual marginal rate: $25,000 × 32% = $8,000
- State income tax: $25,000 × 5% = $1,250
- Medicare, including the 0.9% Additional Medicare Tax above the threshold: $25,000 × 2.35% = $588
- Social Security at 6.2%, if below the $184,500 wage base: $25,000 × 6.2% = $1,5503Social Security Administration. Contribution and Benefit Base
- Net value of vested shares: $25,000 − $11,388 = approximately $13,612
That $13,612 is the figure that belongs on your net worth statement for currently vested RSUs. If the shares have appreciated since vesting, trim further by the estimated capital gains tax on the unrealized gain. For the 500 unvested shares, list them as a separate line at a discounted value or leave them off.
In plain terms: (vested shares × current price) minus (vested shares × current price × combined actual tax rate) equals your after-tax RSU value. Rerun it each quarter as the price moves and new shares vest. For private company shares, apply an additional 15% to 25% liquidity discount if no sale event is in sight. The number this produces won’t match the headline figure on your equity portal. It’s the number you can actually spend.