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Date:   Thu, 21 Oct 2010
From:   Art

I saw that you wrote in 2003 relating to the installment sale of ISO stock and that you believe that a disqualified disposition of ISO stock would not qualify for installment sale reporting. Do you believe the same for NQSOs?

Could an NQSO be converted to a nonqualified deferred compensation plan?

Sincerely,
Art

Answer

Hello Art,

Right. There is no postponement of reporting income relating to the exercise of an NQSO unless the stock isn’t vested or is subject to restrictions under SEC Rule 16(b). For a buyout of the options themselves, postponement would require some sort of structure under the deferred compensation rules, Section 409A.

Under the regulations for Section 409A, it’s very difficult to convert a nonqualified option to a nonqualified deferred compensation plan. This was done before Section 409A was adopted.

Good luck!

Mike Gray

For more information about non-qualified stock options, request our free report, Non-Qualified Stock Options - Executive Tax and Financial Planning Strategies.

IRS Circular 230 Disclosure: As required by U.S. Treasury Regulations, you are hereby advised that any written tax advice contained in this answer was not written or intended to be used (and cannot be used) by any taxpayer for the purpose of avoiding penalties that may be imposed under the U.S. Internal Revenue Code.