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Sophia Clark

ESPP tax implications when stock price drops between offer date and purchase date

So I started participating in my company's Employee Stock Purchase Plan last quarter and I'm trying to wrap my head around the tax situation. I understand some of the basics, but I'm confused about a specific scenario. From what I gather, there are these important time markers: - 1 year from purchase date determines whether capital gains are short or long-term - 2 years from offering date determines if it's a qualifying or disqualifying disposition All the examples I've found online assume the stock price goes up from offer date to purchase date to eventual sale. But what happens tax-wise if the stock price actually decreases between the offer date and purchase date? For example, if the offer price is $100, purchase price drops to $80 (with the usual 15% discount making it $68), what are the tax implications for qualifying vs. disqualifying dispositions in this scenario? Does the fact that the stock declined in value change how the taxes work compared to the typical examples? I'm particularly confused about how the ordinary income and capital gains portions are calculated when the price drops like this. Anyone have experience with this specific ESPP situation?

The tax implications of ESPPs can definitely be confusing, especially in scenarios not commonly covered in examples. Let me walk you through what happens when the stock price drops between the offer date and purchase date. When the stock price drops, the discount you receive is still calculated based on the lower of the offer date price or purchase date price. In your example, since the purchase date price ($80) is lower than the offer date price ($100), your discount is 15% off the $80, giving you a purchase price of $68. For tax purposes, the difference between how qualifying and disqualifying dispositions work still applies: For a disqualifying disposition (selling before 2 years from offer date or 1 year from purchase date), you'll recognize ordinary income on the discount you received. In this case, that's $12 per share ($80 - $68). Any additional gain or loss is capital gain or loss. For a qualifying disposition (holding for at least 2 years from offer date and 1 year from purchase date), the ordinary income portion is the lesser of: the actual discount (15% of $80 = $12) or the discount offered at the beginning (15% of $100 = $15). So you'd recognize $12 as ordinary income, and any remaining gain or loss would be capital gain or loss. The price drop between offer and purchase doesn't change the fundamental tax rules - it just affects the numbers used in the calculations.

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Thanks for explaining! I'm in a similar situation with my company ESPP. Quick question - does this mean there's less tax advantage to holding for the qualifying disposition period when the stock price drops between offer and purchase? Also, how do you report this on tax forms?

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The tax advantage of holding for the qualifying disposition period may be reduced when the stock price drops between offer and purchase dates, but it doesn't eliminate it entirely. The main benefit is that you'll only pay ordinary income tax on the discount amount, with any additional gains taxed at potentially lower capital gains rates. For tax reporting, your employer will include the ordinary income portion on your W-2 if you make a disqualifying disposition. For a qualifying disposition, you'll need to report the ordinary income portion and capital gains portion separately on your tax return. Keep good records of your purchase dates, prices, and sale information, as you'll need these details when filing Form 8949 and Schedule D. Many find it helpful to use tax software or consult with a tax professional who has experience with ESPPs.

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After dealing with this exact ESPP tax headache last year, I discovered https://taxr.ai and it was seriously a game-changer for me. I uploaded my ESPP statements and it automatically figured out all the qualifying vs. disqualifying dispositions, even for the complicated scenarios where stock prices dropped between offer and purchase dates. The tool breaks down exactly what portion is ordinary income vs. capital gains for each ESPP sale, which saved me hours of calculations and probably prevented me from making costly mistakes. It also explained each calculation so I actually understood what was happening instead of just blindly entering numbers.

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I've been looking for something like this! My company's ESPP shares have been on a rollercoaster and I'm dreading figuring this out. Quick question - does taxr.ai handle multiple ESPP purchases over different offering periods? My employer does 6-month offering periods and I've participated in 3 so far.

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I'm skeptical - my ESPP has lookback provisions where the discount is based on the lower of beginning or ending price. Does this tool actually understand all those nuances? My tax advisor seemed confused by it last year and I ended up overpaying.

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Yes, the tool handles multiple ESPP purchases across different offering periods without any issues. I had 4 different offering periods myself, and it organized everything clearly by purchase date. It made tracking the different qualification timeframes much easier. For ESPPs with lookback provisions, that's actually where I found the tool most helpful. It correctly calculates the discount based on the lower of the beginning or ending price, which is exactly what tripped up my accountant. It properly identified that some of my shares had different discount calculations because of price drops during the offering period, and it showed exactly how that affected the ordinary income vs. capital gains portions.

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I was really skeptical about using yet another tax tool, but after the confusion with my ESPP taxes last year, I tried https://taxr.ai based on recommendations here. I'm genuinely impressed - it correctly handled my lookback provision calculations and clearly separated the ordinary income from the capital gains portions for each lot of shares I sold. What really helped was seeing the breakdown of how the discount was calculated based on the lower of beginning or ending price - exactly what I was struggling with. It even generated a report I could give to my tax preparer that explained everything. Saved me a lot of headaches and probably some money too since my previous calculations were definitely off!

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I've been in a similar situation with my ESPP and after weeks of trying to get answers from the IRS about the correct tax treatment, I finally found a way to actually speak with an IRS agent using https://claimyr.com. They get you past the endless hold times (took me straight to a human after trying for days on my own). The IRS agent I spoke with explained that when the stock price decreases between offer and purchase, the "bargain element" for tax purposes is still based on the actual discount you receive at purchase. She confirmed the exact calculations for my situation and cleared up my confusion about reporting requirements. There's a video explaining how their system works here: https://youtu.be/_kiP6q8DX5c - basically they hold your place in line with the IRS and call you when an agent picks up. Saved me hours of hold music and frustration.

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How does this actually work? Seems too good to be true - the IRS never answers their phones. Did you still have to verify your identity and all that, or does the service somehow bypass the usual process?

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This sounds sketchy. Why would I pay a third party to call the IRS for me? Couldn't this be some kind of scam to get people's tax information? I'd rather just keep trying on my own than risk having my info stolen.

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The service doesn't bypass the IRS verification process at all - they just hold your place in the phone queue. When an IRS agent answers, you get a call and are connected directly to that agent. You still handle all the identity verification yourself directly with the IRS agent. The reason it works is that they've developed a system to manage the hold times and call logistics. Think of it like a virtual assistant who just sits on hold for you. I was skeptical too, but after wasting entire afternoons on hold and getting disconnected multiple times, this was worth it to finally get clear answers about my ESPP tax situation.

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I have to admit I was completely wrong about Claimyr. After posting that skeptical comment, I decided to try it anyway because I was desperate for answers about my ESPP taxes before filing deadline. The service actually worked exactly as described - they called me when an IRS agent answered, and I was able to verify my identity and ask all my questions directly. The IRS agent confirmed that for my situation (where stock dropped 30% between offer and purchase), I needed to report the actual discount received as ordinary income for a disqualifying disposition. She also helped me understand how to document this properly in my tax forms since my W-2 didn't reflect it correctly. Definitely saved me from making a costly mistake and potential audit headache.

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Don't forget that your company should provide specialized ESPP tax information that can help with these exact scenarios! My employer gives us a detailed statement for each purchase that shows the offer price, purchase price, and the exact discount broken down for tax purposes. Also, most major tax software programs have specific sections for ESPP transactions these days. I use H&R Block and they have a whole worksheet that walks through the qualifying vs. disqualifying disposition calculations. Worth checking before paying for additional services.

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My company's benefits team just sends us generic ESPP tax information that doesn't address price drops at all. Did your company provide custom calculations for each employee's purchases, or just general guidance? I'm wondering if I should push our benefits team for more detailed information.

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My company provides purchase confirmations that include both the offer date price and purchase date price, along with the actual discount applied. It's not a complete tax calculation, but it gives all the raw data needed to determine the tax implications. I'd definitely recommend asking your benefits team for more detailed documentation. Many companies now use specialized equity management platforms like E*TRADE or Fidelity that can generate tax reports for ESPP transactions. Even if they don't provide full calculations, they should at minimum be able to give you the official record of offer prices, purchase prices, and dates for each transaction. Sometimes this information is available in your online equity account but isn't automatically sent out.

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Something else to consider - if the stock price drops after your purchase and you sell at a loss, you might face the wash sale rule complications if you continue participating in the ESPP program. This has bitten me before when I sold some underwater ESPP shares but then acquired more through the next purchase period within 30 days.

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That's an excellent point! I got caught in this exact situation last tax season. The way I understand it, if you sell ESPP shares at a loss and then acquire more shares through another ESPP purchase within 30 days before or after the sale, the loss gets disallowed under wash sale rules. The disallowed loss gets added to the cost basis of the newly acquired shares.

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Great point about the wash sale rule complications! This is something that caught me off guard when I first started with ESPPs. The automatic nature of ESPP purchases makes it really easy to accidentally trigger wash sale rules if you're trying to harvest losses from previous purchases. One strategy I've learned is to be very strategic about timing any ESPP share sales if you're planning to continue in the program. You either need to wait more than 30 days after selling before your next ESPP purchase, or suspend participation for a purchase period if you want to realize losses for tax purposes. The wash sale rule gets even more complex with ESPPs because you might have shares from multiple purchase dates with different cost bases. I keep a spreadsheet tracking all my ESPP purchases and any sales to avoid accidentally creating wash sale situations. It's tedious but has saved me from some nasty surprises at tax time. Also worth noting - if you have other employee stock options or restricted stock that vest around the same time, those can potentially trigger wash sale rules too if they're the same underlying stock.

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This is incredibly helpful information about wash sale rules with ESPPs! I'm new to this whole situation and honestly hadn't even thought about the wash sale complications. Your spreadsheet idea sounds like a lifesaver - do you track anything specific beyond just purchase dates and cost bases? I'm particularly worried about accidentally triggering this since my company does quarterly purchases and I was thinking about selling some shares that are currently underwater. It sounds like I'd need to either skip the next purchase period or wait over 30 days after selling before the next automatic purchase kicks in. Is that right? Also, when you mention other employee stock options potentially triggering wash sales - does that include RSUs that vest automatically, or just options I actively exercise?

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