Bay Area ยท Equity Compensation CPA

Compensation without the complication.

RSUs, ISOs, NSOs, 83(b) elections, AMT cliffs, QSBS exclusions: Bay Area tech compensation doesn't fit on a standard tax return. OGCPA is built specifically for people whose wealth is tied up in equity, and who need a CPA who's actually been on your side of the table.

Equity compensation

Every form of equity comp, handled correctly

Each type of equity compensation comes with its own tax rules, timing considerations, and planning opportunities. Getting it wrong, or just not planning ahead, can be extraordinarily expensive.

RSUs

Restricted stock units

RSUs are taxed as ordinary income on vest. The planning happens in how you manage the withholding, timing of sales, and layering with other income.

ISOs

Incentive stock options

ISOs have a preferential tax rate, but trigger AMT when exercised. The exercise timing strategy is everything, especially pre-IPO.

NSOs

Non-qualified stock options

NSOs are taxed as ordinary income on exercise. The spread between strike and FMV hits your W-2. Planning the exercise year matters.

83(b)

83(b) elections

You have 30 days from grant to file. Missing it can cost you significantly on a successful exit. I help founders and early employees get this right.

AMT

Alternative minimum tax

ISO exercises are the most common AMT trigger for tech employees. Planning the exercise amount and year is critical to avoiding an AMT bill you didn't expect.

QSBS

Qualified small business stock

Section 1202 can exclude up to $10M of gain from federal tax. If you hold stock in a qualifying startup, this is one of the most powerful tax benefits available.

When it matters most

The moments that define your tax outcome

Most tax mistakes in equity comp happen not because of bad luck, but because the planning didn't happen before the deadline. Here's where I focus.

01

Before your company goes public

An IPO changes everything. The 6-month lockup, the AMT from ISO exercises, the QSBS clock: there are real planning windows before the bell rings. Most people only find out about them after.

02

When you're considering exercising ISOs early

Early exercise can be smart: it starts the long-term capital gain clock and manages AMT exposure. But it has to be modeled against your full income picture, not done in isolation.

03

During a large RSU vest year

When a big vest hits, your effective tax rate can spike. Managing supplemental withholding, timing other deductions, and planning estimated payments ahead of the vest is what keeps the surprise off the table.

04

At acquisition or tender offer

An M&A exit or secondary tender offer crystallizes all your equity at once. The structure of the deal, your holding periods, and your QSBS eligibility all determine the tax outcome, and some of it is negotiable.

05

When you leave a company with unvested equity

Departure negotiations, post-termination exercise windows, and what happens to your unvested shares vary widely. The tax implications of your options at departure are worth understanding before you sign.

Background

Big Four tax (Deloitte) + founding team of a Y Combinator-backed startup

Approach

Proactive and year-round, not just a return preparer

Clients

Tech employees, startup founders, and people approaching liquidity events

Location

Serving Bay Area clients remotely with secure portals and video calls

Common questions

Bay Area equity comp FAQ

I have ISOs and I'm worried about AMT. When should I be thinking about this?

Ideally, before you exercise. The AMT exposure from ISO exercises can be modeled in advance, and there's often a sweet spot: an exercise amount that starts your long-term capital gain clock without triggering a large AMT bill. This is best planned in Q4 of the prior year, or at least early in the calendar year before you exercise.

My company is getting acquired. What do I need to do before the deal closes?

Quite a bit, potentially. The structure of the deal (stock vs. asset), your holding periods, whether your stock qualifies as QSBS, and whether you can negotiate any terms all affect your tax outcome. These conversations need to happen before close, not after. Reach out as early as possible once a deal is announced.

I missed the 83(b) election window. Is there anything I can do?

Unfortunately, there's no late-filing option for 83(b) elections. The 30-day window is hard. But depending on your situation, there may be other planning strategies to minimize the damage. It's worth a conversation.

I moved from California to another state (or to Bend). Do I still owe California taxes?

California is notoriously aggressive about residency. If you left mid-year, had income sourced to California (including equity comp that accrued while you were a resident), or maintain ties to California, you may still have a filing obligation. This is one of the most common and expensive surprises for people who relocate from the Bay Area.

Can you work with Bay Area clients remotely?

Yes, all of my Bay Area clients work with me remotely. Everything runs through secure document portals, e-signatures, and video calls. I'm based between Bend, Oregon and San Francisco, with deep ties to the Bay Area tech community.

Your equity deserves a CPA who's been on your side of the table.

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