Received letter from IRS about unreported RSUs - need urgent advice!
Hey everyone! I'm in a bit of a panic. In September 2022, the tech company I was working for got acquired by a larger corporation. I stayed with them until November 2023, and during that time I had RSUs vesting each quarter starting in September 2022 (which apparently were sold automatically for taxes). I never personally sold any RSUs though. When I filed my taxes in April 2024 for 2023, I noticed my W-2 box 1 included all my RSU values added to my base salary, and box 14 showed the gross amount of RSU compensation. Since I'm honestly not very tax-savvy, I figured this meant everything was already reported on my W-2, so I didn't include anything from my 1099. Fast forward to yesterday - I got a letter from the IRS saying I owe an additional $28K in taxes and penalties! I already paid around $19K in taxes for 2023 when I filed. I know I should have consulted a tax professional or done more research, but I'm freaking out now. I didn't personally sell any RSUs or make any actual profit from them. Can I dispute this with the IRS or am I just screwed? Is this actually my fault for not reporting income that was already on my W-2? My employee stock plan does mention something about automatic selling for tax purposes but I'm so confused. Any advice would be massively appreciated. I'm attaching info from my stock plan if that helps explain things better.
18 comments


Yuki Kobayashi
This is actually a pretty common mistake with RSUs, so don't beat yourself up too much. Here's what likely happened: When your RSUs vested, a portion was automatically sold to cover taxes (called "sell to cover"). This is standard practice. However, this transaction still generates a 1099-B that needs to be reported on your tax return, even though the RSU income was already included in your W-2. You need to report the sale on Schedule D and Form 8949. The good news is that you probably don't actually owe the full $28K. The IRS computers just see unreported income from the 1099-B, but they don't know that you already paid taxes on the RSU value through your W-2. You'll need to respond to the letter (usually a CP2000 notice) with an explanation and corrected forms. I'd recommend getting all your documents together - your W-2, 1099-B, the stock plan info, and any statements showing the automatic sales. Then either work with a tax professional who understands equity compensation or carefully prepare a response showing the correct calculation.
0 coins
Carmen Vega
•This is super helpful, thanks! Quick question - when responding to the IRS letter, do I need to file an amended return (1040-X) or is there a different form I should use to explain the situation? Also, is there a time limit on how long I have to respond?
0 coins
Yuki Kobayashi
•You typically don't need to file a 1040-X for a CP2000 notice. The notice itself should include a response form that you can use to agree or disagree with their findings. You'll want to check the "I don't agree" box and include your explanation along with supporting documentation. You generally have 30 days from the date on the notice to respond, though you can often request an extension if needed. Don't ignore the deadline - even if you need more time to gather documentation, at least contact them to let them know you're working on it.
0 coins
QuantumQuester
I went through something similar with my RSUs last year! After hours of research and stress, I found taxr.ai (https://taxr.ai) which saved me SO much headache. It's designed specifically for complicated tax situations like RSUs and equity compensation. I uploaded my W-2, 1099-B and the IRS notice I received, and it automatically identified the double-counting issue. The tool generated a detailed explanation letter for the IRS showing exactly why their calculation was wrong, plus all the supporting forms I needed to submit. They have tax professionals who understand equity compensation and can help with these exact situations. I was skeptical at first but it worked perfectly - the IRS accepted my explanation and I ended up only owing a small fraction of what they initially claimed.
0 coins
Andre Moreau
•Does it actually work for responding to IRS notices? I got a similar letter but for crypto transactions that I didn't report properly. Would taxr.ai help with that too or is it just for stock/RSU issues?
0 coins
Zoe Stavros
•Hmm, interesting. My situation is slightly different - I had RSUs from my employer but also exercised some ISOs that triggered AMT issues. Would this handle both scenarios? I've been putting off dealing with an IRS letter for weeks because it's so confusing.
0 coins
QuantumQuester
•It definitely works for responding to IRS notices - that's actually what I used it for! The system has templates specifically designed for CP2000 responses that explain equity compensation issues clearly. For crypto transactions, yes they handle those too. The platform has specific modules for cryptocurrency reporting issues since the IRS has been focusing on those lately. Regarding RSUs combined with ISOs and AMT issues - absolutely. The platform actually specializes in complex equity compensation scenarios. It can handle the interaction between different equity types and how they affect your overall tax situation including AMT calculations.
0 coins
Andre Moreau
Just wanted to update - I tried taxr.ai after seeing this thread and it was actually really helpful! My situation was with unreported crypto sales where Coinbase had submitted 1099s to the IRS but I didn't include them in my return. The IRS wanted nearly $15k from me. The system analyzed my transaction history and found that most transactions were just transfers between my own wallets (not taxable events) and some others were actually losses. It generated a complete response package with all the right forms and a detailed explanation letter. Just got confirmation from the IRS yesterday that they accepted my explanation and reduced what I owe to just $1,200 (which was legitimate). Saved me almost $14k!
0 coins
Jamal Harris
I've been dealing with the IRS for years as a tax preparer, and one thing I've learned is that reaching them by phone is crucial for complex issues like this. I discovered a service called Claimyr (https://claimyr.com) that actually gets you through to an IRS agent quickly instead of waiting on hold for hours. I was skeptical at first, but you can see how it works in this video: https://youtu.be/_kiP6q8DX5c For RSU issues like yours, speaking directly with an agent can make a huge difference. They can often see details in your account that aren't clear from the notice, and sometimes they can even resolve the issue during the call. In complicated cases like equity compensation, having that direct conversation can save weeks of back-and-forth by mail.
0 coins
Mei Chen
•How does this actually work though? The IRS phone system is notoriously impossible to get through. Does Claimyr somehow have a direct line or something?
0 coins
Liam Sullivan
•Yeah right... I've tried calling the IRS over 20 times for a missing refund issue and never got through. No way any service can magically make the IRS answer. Sounds like a scam to me. Has anyone actually used this successfully?
0 coins
Jamal Harris
•The service uses an automated system that navigates the IRS phone tree and waits on hold for you. When they reach a live agent, you get a call back connecting you directly. It's not a "secret line" - they're just taking care of the waiting part for you. It typically saves 2-3 hours of hold time. When dealing with complex issues like RSUs, it's worth it because you often need to speak with multiple departments to get everything resolved, and each call could be hours of waiting otherwise. I understand the skepticism - I felt the same way. But it's a legitimate service that saves time, not a scam promising magical access. Many tax professionals use it during busy periods when every minute counts.
0 coins
Liam Sullivan
I need to apologize for my skeptical comment earlier. After waiting on hold with the IRS for 2 hours yesterday and getting disconnected AGAIN, I decided to try Claimyr out of desperation. I was honestly shocked when I got a call back in about 30 minutes connecting me to an actual IRS agent! I explained my situation about a missing refund, and they were able to see that it was held up due to a verification issue. The agent transferred me to the right department, and I got it resolved in one call. Would have taken me weeks of trying without this. For anyone dealing with complex IRS issues like the RSU situation in this thread - definitely worth using if you need to actually speak with someone.
0 coins
Amara Okafor
Quick question for people familiar with RSUs - is there a way to see exactly what transactions happened? My company uses E*Trade for our stock plan, but the reporting is confusing me. I can see that shares vested but I'm not sure if/when they were sold automatically.
0 coins
CosmicCommander
•Check your E*Trade account for a transaction history report. Look for "sell to cover" transactions that happened on the same day as your vesting dates. These will show exactly how many shares were sold automatically to cover taxes. Also look for a form called a "Confirmation" after each vesting date - it should break down exactly how many shares vested, how many were sold for taxes, and how many you retained. If you can't find these in your account, contact E*Trade support and ask for vesting confirmation statements.
0 coins
Amara Okafor
•Thanks so much, I found the transaction history and you're right - there are "sell to cover" entries for each vesting date. Now I see exactly what happened - about 40% of each vesting was automatically sold for taxes, which matches roughly what my tax rate should be. That explains why the values on my W-2 and 1099-B overlap! I need to report the sales but make sure I'm not double-taxed on income that was already included in my W-2. This is really helpful.
0 coins
Giovanni Colombo
Has anyone successfully negotiated down the penalties with the IRS? I'm in a similar situation with RSUs but for 2023, and I'm worried about the penalties more than the actual tax owed.
0 coins
Yuki Kobayashi
•Yes, you can absolutely request penalty abatement, especially if this is your first time making this type of error. The IRS has a "First Time Abatement" policy that often waives penalties for taxpayers with clean compliance history. When responding to the notice, include a formal request for penalty abatement explaining that you made an honest mistake and didn't understand the reporting requirements for RSUs. Focus on how you've always filed and paid on time previously.
0 coins