What it computes
When appreciated employer stock leaves a 401(k) in a lump-sum distribution, you can move the shares to a taxable account instead of rolling them to an IRA. Then only the plan’s cost basis is taxed as ordinary income that year[3]; the net unrealized appreciation (NUA) is taxed when you sell, always as long-term capital gain[2], and it is not subject to the net investment income tax[9]. Roll the shares to an IRA and every dollar comes out later as ordinary income. This calculator runs both paths through the simulator’s tax function, year by year, and finds the basis-to-value ratio at which they cost the same.
Worked example
A married 62-year-old holds company shares worth $400,000 with a plan cost basis of $50,000, has $60,000 of other income and plans to sell over 8 years while the shares grow 4% a year. Under the NUA rules the $50,000 basis is ordinary income now ($6,000 of tax), and the $350,000 of NUA plus later growth is taxed at capital-gains rates as the shares are sold: $6,000 in all. Rolling to an IRA and withdrawing the same amounts costs $56,021.
The difference, $50,021, depends mostly on how much of the value is basis. Here the paths break even when the basis is about 70% of the shares’ value; below that, NUA wins. A higher ordinary rate in retirement, or gains that fit in the 0% band, widen the gap.
What it ignores
- Whether you qualify: a lump-sum distribution of the whole balance after a triggering event, with the shares moved in kind. See the NUA guide.
- Time value: taxes paid now and later are added as they are, without discounting, and the tax on the basis is assumed paid from other money.
- State tax, required minimum distributions on the IRA, and the step-up in basis that heirs get on later growth but not on the NUA.
- Penalty exceptions for IRA withdrawals and the holding period of shares sold within a year of the distribution (all later growth is treated as long-term here).
- Concentration risk of holding one company’s stock, which is often the bigger issue.
The rule behind it
The full explanation, with sources, is in Net unrealized appreciation (NUA) tax treatment.
See it over a full plan
If you already have a saved plan, the link only takes you to the right panel; your plan is not changed.
This tool shows how the rules work. It is not financial, tax or investment advice. See the disclaimer.
Sources
- IRS Tax Topic 412: Lump-sum distributions (incl. net unrealized appreciation)
- IRS Publication 575: Pension and Annuity Income ↩
- 26 U.S. Code §402: Taxability of beneficiary of employees’ trust (§402(e)(4)) ↩
- Kitces: Net unrealized appreciation (NUA) rules and caveats
- Fidelity: Net unrealized appreciation: make the most of company stock
- Investopedia: Net unrealized appreciation (NUA)
- IRS Rev. Proc. 2025-32: 2026 inflation adjustments (maximum zero rate capital gains amounts)
- 26 U.S. Code §1014(c): No step-up for income in respect of a decedent (NUA is IRD under Rev. Rul. 75-125)
- Treas. Reg. §1.1411-8(b)(4)(ii): NUA is not net investment income ↩
- IRS: Net investment income tax