Finances in Retirement - Investments

Net Unrealized Appreciation (NUA) Explained

by Retirement Tips

Aug 8, 2023


  • NUA is the difference between your company stock purchased price and the selling price
  • NUA tax strategy is an excellent part of a diversified retirement plan
  • Weighing the negatives of the NUA tax treatment to avoid any pitfalls

How to Approach Optimizing Retirement Distributions

The intricacies of employer-sponsored retirement plans demand informed decision-making, especially regarding the distribution phase. If you hold company securities within your retirement portfolio, many options may arise, each with implications. However, if your company stocks have experienced substantial appreciation, it is prudent to delve into Net Unrealized Appreciation (NUA) tax treatment, a potentially game-changing strategy for maximizing your retirement nest egg.

This comprehensive guide sheds light on leveraging NUA, unearthing its potential benefits, and empowering you with the knowledge to make well-informed financial choices. Acknowledging that this article serves solely as an educational resource, not a substitute for tailored financial advice, is imperative.

Embrace the journey ahead as we embark on a voyage through the intricacies of NUA, empowering you to seize control of your financial destiny with confidence and foresight. The path to economic prosperity awaits, and armed with the proper knowledge; you can chart a course toward a more secure and fulfilling retirement.

What is the Net Unrealized Appreciation Rule?

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The Net Unrealized Appreciation (NUA) rule applies to company stock from the employer’s qualified plan. The NUA is the financial delta between the original cost basis, representing the price at which the stock was initially purchased, and the stock’s current market value. It measures the stock’s accumulated growth, embodying the potential gains that can be harnessed with careful consideration and strategic planning.

When an individual opts to invest in their employer’s stock and witnesses a steady appreciation over time, a significant opportunity presents as Net Unrealized Appreciation (NUA). The concept of NUA stands as a powerful but intricate tool. While seemingly straightforward, grasping its nuances can prove challenging for even seasoned investors.

NUA Tax Strategy

The NUA rule holds the most significant appeal for individuals with substantial holdings of appreciating company stock within employer-qualified plans. It mainly attracts those willing to immediately include a portion of their distribution as taxable income (representing the cost basis of the company stock) and possess the financial capacity to meet the associated tax obligations.

For instance, let’s consider a hypothetical scenario where a retiree, aged 60, has dedicated numerous years to a company and accumulated 5,000 shares of their employer’s stock within a 401(k) plan. The stock’s current trading price is $60 per share, resulting in a total market value of $300,000. With an assumed cost basis of $10 per share, the stock’s net unrealized appreciation (NUA) amounts to $50 per share or $250,000 in total.

In scenario one, if the retiree liquidates the stock, withdraws it in cash, or rolls it into an Individual Retirement Account (IRA) before withdrawal, the entire $300,000 would be subject to taxation at their ordinary income tax rate. Assuming this rate to be 37%, the federal tax liability on the company stock would pay a tax of $111,000.

Conversely, in scenario two, if the retiree chooses to take a lump-sum stock distribution in kind, the NUA rule comes into play. In this case, two different tax rates apply. The retiree would pay ordinary income tax (37% in this hypothetical example above) on the cost basis of the stock, which amounts to $50,000 ($10 per share multiplied by 5,000 shares). This tax liability would equal $18,500.

By comparing the two scenarios, it becomes evident that leveraging the NUA rule in scenario two leads to a significantly lower tax burden. The retiree saves $92,500 in federal taxes by utilizing the NUA strategy.

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NUA and Tax Treatment

To qualify for the favorable tax treatment linked to Net Unrealized Appreciation (NUA), the distribution must meet the requirements of a lump-sum distribution. This means that the distribution should occur within one taxable year of the recipient, and the assets must be present in the person’s account at the time of the transaction. Additionally, the distribution must originate from a qualified pension, profit-sharing, or stock-bonus plan due to specific events, such as the recipient’s death, the employee reaching age 59½, the employee’s separation from service, or a self-employed individual becoming disabled. Meeting these criteria is crucial to unlocking the potential benefits associated with NUA tax treatment.

Qualification Recap

  • Within one taxable year of the recipient
  • It has to be in the person’s account at the time of the transaction
  • From a qualified pension, profit-sharing, or stock bonus plan, which becomes payable to the recipient
    • on account of the employee’s death
    • after the employee reaches age 59½
    • on account of the employee’s separation from service
    • after a self-employed individual has become disabled

Negatives of NUA

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Concentration Risk

Net unrealized appreciation poses a potential concentration risk for investors holding significant amounts of their employer’s stock through various equity compensation methods. While tax advantages may be enticing, doubling the employer’s stock can lead to an imbalanced and overexposed portfolio.

For instance, imagine an employee who already possesses a considerable portion of their retirement savings tied up in their employer’s stock due to stock options, restricted stock units (RSUs), or employee stock purchase plans (ESPPs). In such a scenario, pursuing the NUA strategy by transferring more company stock into their taxable account might further exacerbate the risk of a downturn in the company’s performance, negatively impacting their retirement plan and overall financial well-being.


Diversification, a fundamental tenet of prudent investing, aims to spread risk across different assets to mitigate potential losses in any area. By focusing solely on the NUA strategy without taking heed of the concentration risk, investors might expose themselves to heightened volatility and diminished portfolio stability.

Tax Implications

While taxes undoubtedly hold paramount importance in financial decision-making, it would be imprudent to base choices solely on tax considerations. Tax laws are subject to change, making adopting a comprehensive approach to financial planning essential. Collaborating with a seasoned tax professional can prove instrumental in navigating the ever-evolving tax landscape and ensuring that your strategies remain aligned with current regulations and pay the income tax due.

For instance, While the NUA may seem appealing, tax laws could shift in the future, altering the landscape of retirement planning and affecting the viability of this approach. Moreover, changes in personal circumstances, such as a change in income or marital status, might also influence the suitability of the NUA. Individuals risk making suboptimal choices that could impact their long-term financial well-being by focusing on current tax benefits without accounting for tax consequences of potential changes or unforeseen events.

No Step-Up in Basis on NUA Portion Upon Death

When beneficiaries receive certain inherited assets, such as real estate, they often benefit from a step-up in basis. This step-up adjusts the inherited assets’ cost basis to their fair market value at the original owner’s death. As a result, any unrealized gains accrued during the deceased owner’s lifetime are effectively wiped out for tax purposes, potentially reducing the tax burden on the beneficiaries when they sell the inherited assets.

However, in contrast, the NUA portion of an inherited retirement account does not receive a step-up in basis. This means that the cost basis of the employer stock remains the original price at which it was acquired by the deceased employee, even if the stock has significantly appreciated over the years. Consequently, when beneficiaries choose to sell the inherited employer stock, they will be subject to capital gains tax on the entire NUA, including the appreciation that occurred during the original account holder’s lifetime.

NUA Step-Up Example

Consider a scenario where an individual inherits their late parent’s retirement account containing employer stock. The parent had initially acquired the stock for $10,000, but its current market value at their passing is $50,000. If the beneficiary decides to sell the stock for its current market value, they will be liable to pay capital gains tax on the $40,000 NUA, representing term capital gains tax on the difference between the original cost basis ($10,000) and the current market value ($50,000). You will pay almost $6,000 in capital gain taxes depending on your annual income.

The contrast in tax savings between NUA and other retirement portfolio options underscores the importance of comprehensively evaluating the NUA strategy within the context of estate planning and long-term wealth preservation. For some beneficiaries, the lack of a step-up in basis on the NUA portion may impact their overall tax liabilities and influence their decision-making when it comes to handling inherited retirement assets.

NUA and Retirement

While the NUA strategy may appear alluring regarding your personal tax implications, investors must exercise caution and recognize that a well-rounded approach to portfolio diversification might be the wiser choice in certain situations, safeguarding their financial standing against undue risk.

The NUA strategy might not invariably represent the optimal choice for every individual. Several factors come into play that warrant consideration, making it important to weigh the potential advantages against their drawbacks. The NUA strategy may not be suitable for inheritance tax implications, financial objectives, and risk tolerance. One of our financial advisors can help you identify the right strategy.

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Retirement Tips

Retirement Tips is an educational blog dedicated to helping workers and retirees become more knowledgeable about retirement and financial planning.

We want to help readers learn more about their retirement investing options, programs like Medicare and Social Security, and difficult-but-important topics like long-term care and estate planning.

Our goal is to help you make more informed decisions when it comes to your retirement and to make it easier for you to connect with an advisor in your area should you need professional financial advice.

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