Podcast Episode25:13 • 2026-04-29

Executive Retirement: Maximize Your RSUs & Stock Options

“Are you sitting on a seven-figure tax bomb without realizing it?”

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About This Episode

Are you sitting on a seven-figure tax bomb without realizing it? Executive retirement planning looks nothing like the advice in mainstream financial guides—especially when RSUs, stock options, and deferred compensation plans are involved. In this episode, we dive deep into the strategies C-suite executives, VPs, and senior professionals need to know to maximize their wealth while minimizing unnecessary taxes. The decisions you make in the five to ten years before retirement can literally mean the difference between a massive tax bill and a carefully optimized wealth transfer. We’ll explore how fiduciary, fee-based financial planning approaches can help you navigate these complex compensation structures and build a retirement strategy tailored to your executive-level situation. Ready to talk? Schedule a complimentary discovery call at TDWealth.net. For educational purposes only. Not investment advice.

📖 Full show notes: https://tdwealth.net/executive-retirement-maximize-your-rsus-stock-options/

Full Transcript

Episode Transcript

Auto-generated transcript. May contain minor errors.

Imagine waking up, grabbing your coffee, checking your portfolio, and realizing a million dollars of your net worth just vanished overnight. Yeah, that's a nightmare scenario right there. Right. And not because the global markets crashed or because of some massive recession, but simply because you were, well, a little too loyal to your boss.

It's a brutal wake-up call. And unfortunately, for a very specific tier of professionals, it is a shockingly common one. Welcome to today's Deep Dive, tailored specifically for you, the learner. Today we are decoding a high-stakes financial world that most people, frankly, never get to see.

Exactly. So if you're an executive trying to make sense of your own compensation, or maybe you're a professional prepping for a meeting with a high-net-worth client, or honestly, if you're just insanely curious about how the C-suite manages millions and incredibly complex assets, this is your ultimate shortcut to being well-informed. It really is. We are unpacking some of this material from Thomas Davies.

He's a fee-based fiduciary advisor out of Stewart, Florida, with Davies Wealth Management. And this research was originally crafted for the 1715 Treasure Coast Financial Wellness Podcast. It's called The Executive Retirement Playbook, Seven Proven Strategies for RSUs, Stock Options, and Deferred Comp. And, you know, it is a fascinating look under the hood.

Because the standard retirement advice you always hear, you know, put 10% on a 401k, buy a target date index fund, go play golf, that just completely falls apart at the executive level. It really does. Yeah, the actual mechanics of how they are paid change the entire math of retirement. Okay, let's unpack this.

Because before we even touch the crazy tax strategies, we really have to talk about that million-dollar vanishing act I mentioned earlier. Oh, absolutely. Concentration risk. Right.

There's this glaring structural flaw in almost every executive portfolio. And yeah, it revolves around that exact concept, concentration risk. That is the foundational trap. I mean, we routinely see senior executives, VP level and above, who have 40 to even 70% of their entire net worth tied up in a single company's stock.

Wait, 70%? Yes, 70%. We're talking restricted stock units, unexercised options, maybe even shares sitting inside their company retirement plan. 70% of your life savings in one single ticker symbol.

That just seems wild to me. It is. And the SEC, the Securities and Exchange Commission, they actually frequently highlight this as a vastly underappreciated risk. A bad.

Just think about the mathematics of it. If you have, say, $3 million invested stock from your employer, and that stock takes a routine 30% hit in the market. Which happens all the time. Exactly.

Because you just lost a million dollars overnight. To put that in perspective, it's like building a beautifully engineered million dollar mansion, but putting it on a single wooden stilt over a fault line. If that one stilt snaps, the whole house comes down. That is a perfect analogy.

But here's what I just don't get. These are smart people, right? They're strategic thinkers running major corporate divisions. Why do they let their own portfolios get so recklessly imbalanced?

Well, what's fascinating here is the behavioral finance aspect. It is pure psychology. They hold the stock because they, quote unquote, believe in the company. They helped build the current product pipeline.

They golf with the CEO. They feel close to it. Exactly. They feel this sense of control.

But they completely fail to separate their emotional loyalty to their employer from objective financial risk management. They view selling the stock as almost like betting against their own team. Precisely that. Objectively, look, you already rely on this company for your salary, your healthcare, your annual cash bonuses.

Yeah, that's true. So, if the company hits a rough patch, you might lose your job. And if you also have your life savings tied up in their stock, a corporate downturn becomes a total personal financial disaster. You are amplifying your risk, not managing it.

Wow. That makes total sense when you put it like that. Yeah. So, avoiding that disaster naturally forces these executives to sell their company stock, which pulls us right into the tax landmines.

Oh, yeah. The IRS is always waiting. Right. Because you can't just sell this stuff without the IRS wanting a massive cut.

So let's start with RSU's restricted stock units. How do those actually work in the real world? At a basic level, an RSU is just a promise. The company promises to give you shares of stock on a specific date, provided you meet certain conditions.

And usually, that's just what? Not quitting? Yeah. Usually just staying employed for three or four years.

That waiting period is what we call the vesting period. Got it. And the second that vesting period ends? The IRS treats the fair market value of those shares as ordinary income, period.

Just like a paycheck? Exactly like a paycheck. The exact value of the stock on the day it vests is slapped right onto your W-2, just like your regular salary. Okay.

Let's run the numbers on that. If I'm an executive in 2026, and I receive, say, $500,000 in RSUs that vest this year, that pushes my taxable income completely through the roof? It absolutely does. I mean, for a single filer in 2026, any taxable income above roughly $609,000 lands in the highest federal tax bracket.

Which is 37%, right? Right. Or about $731,000 if you're a married couple. So you could easily owe over a third of that equity right back to the government the very moment you receive it.

Which is incredibly painful. So the playbook suggests getting around this by using a, quote, three to five year systematic diversification runway. Yes. And they mention tax lot optimization and tax loss harvesting.

Now those sound like great industry buzzwords, but mechanically, how does an advisor actually do that for an executive? It's a great question. Systematic diversification just means you commit to selling a fixed percentage of your RSUs every single quarter. Oh, so no matter what the stock price is doing.

Exactly. It's trying to remove the emotion. Now the tax lot optimization, that is the surgical part. When you accumulate RSUs over several years, you're essentially buying those shares at different prices.

Those different groups are called lots. When you sell, a good advisor will specifically tell the brokerage to sell the shares that you acquired at the absolute highest price. Because if the purchase price was higher, your actual profit on the sale is lower. Which means, oh, I see you pay less capital gains tax.

You've got it. Tax loss harvesting takes it one step further. How so? The advisor looks at the rest of your portfolio.

Maybe you have some international funds or some tech stocks that are currently down. They sell those at a loss. Okay, wait. Why sell at a loss?

Because the IRS lets you use those investment losses to offset the taxable gains from your company's stock sales. Oh, that's clever. Okay, but I'm going to push back on this whole concept for a second. Let's play devil's advocate.

Go for it. If I'm the executive and my company is just crushing it, we launch a new product, earnings are way up. If my RSU vests and I immediately sell it using this systematic plan, aren't I throwing away massive future growth? That is easily the number one objection advisors here, honestly.

It feels counterintuitive to sell a winner. It does. But I want you to completely reframe how you look at a vested RSU. Remember, when it vests, you have already paid the ordinary income tax on it.

So holding that company's stock is mathematically identical to your company handing you a half million dollar cash bonus and you taking that cash, logging into your E-Trade account and intentionally buying half a million dollars of your company's stock on the open market today. Wait, seriously, I have to think about that. Yeah, it's a paradigm shift. You're saying the tax impact has already happened, so the stock is basically just liquid cash sitting in my account.

Yes, exactly. If I handed you a briefcase with $500,000 in cold, hard cash right now, would you use every single dollar of it to buy your employer's stock? No. No way I'd diversify it.

I'd put some in real estate, some in index funds. Right. So why would you hold the vested RSU? It is the exact same financial position, just packaged differently.

Oh, wow. That completely flips the perspective. I mean, if you wouldn't buy with cash today, you shouldn't hold a vested stock. Exactly.

Okay, so that handles RSUs. But stock options are a whole different animal. The source material outlines ISOs, incentive stock options, and NQSOs, non-qualified stock options. Yes.

What is the actual mechanism separating those two? Well, it all comes down to when the IRS takes its bite. Let's start with non-qualified options, NQSOs. These are pretty straightforward.

Your company gives you the option to buy stock at, say, $10 a share. Fast forward a few years, the market price is $50. You exercise the option, meaning you buy it at $10. And make an instant $40 a share.

Right. That $40 spread between your price and the market price is taxed as ordinary income the very second you exercise it. Just like an RSU. You get hit with the income tax immediately.

Exactly. But ISOs, the incentive stock options, those are special. How so? When you exercise an ISO, you actually don't owe regular income tax on that spread.

Wait, really? It's just tax-free? It sounds amazing, I know. But there's a massive catch, and it's called the Alternative Minimum Tax, or AMT.

Ah. I've always heard AMT described as the IRS's shadow tax system. That's a really great way to put it. The AMT is literally a parallel tax code.

A parallel code. Why? Because years ago, the government realized that high earners were using so many deductions and special rules like ISOs that some just weren't paying any tax at all. Oh, so they wanted to close the loophole.

Right. So they created the AMT. You basically have to calculate your taxes the normal way, and then you calculate them again under the AMT rules. And let me guess, the AMT rules strip away all the good stuff.

Yep. It strips away a lot of deductions and adds back things like your ISO spread. And then you have to pay whichever tax bill is higher. Ouch.

So you could exercise your ISOs, think you're getting a great tax-free deal, and then just get slapped with a massive AMT bill in April. Happens all the time. Oh. And the playbook highlights an even bigger trap with options, which is the post-termination cliff.

What's that? Well, most executives honestly do not read the fine print on their equity agreements. If you quit, or get fired, or even just peacefully retire, you typically only have 90 days to exercise all your vested options. 90 days?

Are you kidding? So if you've been sitting on options for a decade and you retire? You are forced to exercise everything within three months, or you lose them completely. Oh my gosh.

Which means all that income gets piled into a single tax year. Exactly. You will get absolutely crushed by the top tax brackets. That is exactly why Davies Wealth Management insists on a two to four year pre-retirement timeline.

You have to spread it out. Right. You have to map out exercising those options across several years to keep your income from just spiking directly into the 37% bracket. Which honestly provides the perfect transition, because if executives are getting hammered on taxes from their equity, it makes total sense that they would try to hide their regular cash salary from the IRS.

It is. And that is exactly where deferred compensation comes in. Non-qualified deferred compensation, or NQDC. The concept is pretty simple, really.

You tell your employer, hey, I'm in the top tax bracket today. Don't pay me this $100,000 now. Hold onto it and pay it to me 10 years from now when I'm retired and presumably in a lower tax bracket. It sounds like a supercharged 401k.

It sounds like it, but legally it is entirely different. How so? A 401k is your money. It sits in a separate, legally protected trust.

If your company goes bankrupt, your 401k is completely safe. Deferred compensation, however, is merely an unsecured promise from your employer to pay you later. Unsecured, meaning if the company goes under. You are just a general creditor standing in line in bankruptcy court.

You might get pennies on the dollar, or you might get nothing. Wow. Yeah. The money isn't sitting in a vault with your name on it.

It's completely commingled with the company's general assets. That is a terrifying level of risk, especially if we remember these executives already have half their network in the company's stock. It really is. And the IRS rules around taking that money out, it's known as Section 409A, are notoriously brutal.

In what way? Well, the IRS does not want people using deferred comp as a casual ATM. So under 409A, you have to decide exactly when and how you want the money paid out, say, you know, five annual installments starting at age 65. But you have to decide that before you even earn the money.

And if you get to age 64 and realize you don't actually need the cash yet, changing your mind is incredibly difficult. Really? Why don't you just call HR? Nope.

You have to make the change at least 12 months in advance, and you are forced by law to delay the payout by an additional five years. A mandatory five-year delay just for changing your mind. That's an incredibly rigid system. Very rigid.

And the playbook outlines an approach to handling all this deferred income called income layering. Yes. Here's where it gets really interesting, because this income layering strategy sounds like a high-stakes game of Petrus. Oh, I love that comparison.

Right. You're an executive who just retired. You have deferred comp blocks, you have standard brokerage account blocks, retirement accounts, and you are trying to drop these blocks of income perfectly into the lower tax brackets without letting the stack hit some invisible penalty ceiling. That Tetris analogy is perfect because it really is all about timing and capacity.

Let's look at a typical timeline. In years one through three after you retire, you might literally have zero salary, so you live off your taxable brokerage accounts or your Roth accounts. And those don't count as taxable income. Exactly.

So your tax return makes you look practically broke, which opens up all this room in the lower tax bracket. Oh, I see. Then in years four through eight, you start dropping those deferred compensation blocks into the mix, and while your income is still relatively low, you do Roth conversion. Oh, conversion.

Yeah. So you intentionally move money from your pre-tax traditional IRA into a Roth IRA. You voluntarily pay the tax on it now, filling up the 24% bracket, which is up to about $201,000 for a single filer in 2026. Wait, wait.

Why intentionally pay taxes now? That seems backwards. Because in year nine, you hit age 73 or 75 starting in 2033. That is when the IRS forces you to take required minimum distributions or RMDs from your pre-tax accounts.

If you hadn't done those Roth conversions in the early years, your RMDs would be absolutely massive and you'd be pushed right back into the top tax bracket. Okay. So in our Tetris game, we are carefully stacking income to manage these tax brackets. Yeah.

But what is the ultimate ceiling we are trying to avoid hitting with our stack? The absolute ceiling is IRMAA. IRMAA, the income-related monthly adjustment amount. That sounds like a terrible bureaucratic acronym.

It is a massive hidden tax on retirees, is what it is. IRMAA is a Medicare surcharge. If your modified adjusted gross income gets too high, the government aggressively hikes your Medicare Part B and Part D premiums. By how much?

At the top tier, it can add over $5,000 per person per year to your healthcare costs. Five grand. Just a straight penalty for having too much income. Yeah.

But here is the really tricky part. The playbook points out the two-year lag. Right, the lag. How does that work?

It catches so many people off-guard. The IRS uses your tax return from two years ago to determine your Medicare premiums today. Wait, really? So my income in 2024 dictates my IRMAA surcharges in 2026?

Exactly. So if you have a poorly timed stock option exercise or a massive RSU vesting event the year before you retire… Oh no. Yeah.

You might inadvertently spike your income and trigger that IRMAA ceiling trap two years into your retirement when you're supposed to be on a fixed income. It's incredible how connected all these moving parts are. One wrong move on an options exercise triggers an AMT bill today and a $5,000 Medicare penalty two whole years from now. It's all a web.

But let's look at the bright side for a second. Assuming an executive successfully navigates this Tetris board, they often end up with a massive surplus of wealth. They do. I mean, more money than they will ever spend on houses or travel or living expenses.

Which brings us nicely to the final tier of the playbook, philanthropy and estate planning. The question basically shifts from how do I fund my retirement to what is the optimal way to distribute all this excess? Right. So let's start with philanthropy.

If I'm an executive and I still have a massive chunk of highly appreciated company stock, the playbook suggests a donor advised fund or a DF. How does that actually save me from taxes? It's a brilliant tool. Honestly, if you just sell a highly appreciated stock, you pay capital gains tax on all that growth period.

But if you transfer those specific shares directly into a donor advised fund, two things happen. First, you get an immediate charitable tax deduction for the full market value of the stock. The full value. Full value.

Second, because the DF is a charitable entity, it can sell that stock and pay zero capital gains tax. Wow. So that's why it sits in the DF. It sits there.

It grows tax free. And you can take your time over the next decade directing the fund to make grants to your favorite charities. I see. The strategy here is called bunching.

Okay. Like instead of giving $20,000 a year for five years and maybe not even clearing the standard tax deduction, you dump $100,000 of stock into a DAF in a single high income year. Yes. You get a massive tax deduction when you actually need it most and then just trickle the money out to charities over time.

That's super smart. It is. And for older executives, those over 70 and a half, the playbook highlights Qualified Charitable Distributions or QCDs. How do those work?

In 2026, you can transfer up to $105,000 directly from your IRA to a charity. It counts toward your mandatory RMDs, but it never even touches your tax return. Wait. It bypasses the tax return completely.

Completely. So it's totally invisible to IRMA and your income tax brackets. Okay. Let's level up even more.

What if you have a massive single stock position? Okay. Let's say you have $2 million in company stock with a basis of almost nothing. You want to sell it to diversify, but the capital gains tax would just be astronomical.

The playbook introduces the Charitable Remainder Trust or CRT. Yes. The CRT. Walk me through the life cycle of an asset in a CRT.

Sure. Step one, you set up the CRT and you transfer that $2 million stock position directly into it. Okay. Got it.

Step two. But because the trust has a charitable component, it pays no capital gains tax on the sale. None at all. None.

The full $2 million is now liquid and can be safely diversified into other investments. Incredible. So you just dodged hundreds of thousands of dollars in taxes right there. Exactly.

Now, step three. The trust is legally required to pay you, the executive, a reliable income stream, usually a percentage of the trust's value. How long? Either for the rest of your life or for a set term of up to 20 years.

Okay. And finally, step four. When you pass away or the term ends, whatever is left in the trust, the remainder goes to the charity of your choice. Ah, hence Charitable Remainder Trust.

Exactly. So you get an upfront tax deduction, you get lifetime income, and you make a major philanthropic impact. It's fascinating. But it leads me to sort of a philosophical question about all this.

When we talk about CRTs or the estate planning tools the playbook mentions, like dynasty trusts or grantor retained annuity trusts, GRFs, is this fundamentally just about legally outsmarting the IRS? Or is there a broader wealth philosophy at work here? That's a great question. If we connect this to the bigger picture, it is deeply about legacy and control.

Control. Yes. Consider this. The federal estate tax exemption, that's the amount you can pass to your heirs completely tax-free, is roughly $13.61 million per person in 2026.

Okay, that's a lot. It is. But under current law, that exemption is scheduled to sunset after 2025. It could effectively get cut in half.

Really? So suddenly millions of dollars of an executive's estate could be subject to what, a massive 40% tax? Exactly right. So the philosophy isn't just, you know, avoid taxes.

It's a core belief that you should proactively architect your family's future rather than letting the government dictate it by default. That makes sense. That is why they use drates to freeze the value of an asset and pass all the future growth to their kids tax-free. Or irrevocable life insurance trusts, aisle-a-teets, where life insurance pays the estate tax so the heirs don't have to sell the family business.

Or setting up a dynasty trust in a state like Florida, right? Exactly. Florida has no state income tax, so you can shield that wealth for generations. Ultimately, it is about maintaining control over the life's work you've built.

So what does this all mean for the listener? I mean, we've gone through RSU tax lot optimization, AMT triggers, Section 418A deferred comp rules, IRMA-8 Tetris, and dynasty trusts. It's a lot. It is incredibly overwhelming.

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