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RSU Taxes in Canada | How RSUs Are Taxed

Updated

Restricted Stock Units are a common form of equity compensation in Canadian tech, and the tax treatment follows a two-event structure: the full fair market value at vesting goes on your T4 as employment income (taxed at your marginal rate), and your cost base resets to that vesting price so you’re only taxed once. The larger risk is often concentration rather than the tax: if your salary, bonus and RSUs all depend on one company, a stock drop hits your income, savings and net worth at the same time. RSUs are one of the equity-pay guides in this directory of taxable employment benefits.

RSU Basics

How RSUs Work

TermMeaning
RSURestricted Stock Unit
GrantCompany promises future shares
VestingWhen you actually receive shares
Restriction periodTime until vesting

RSU Timeline

EventWhat Happens
Grant datePromise of future shares
Vesting scheduleUsually 3-4 years
Vesting dateShares transfer to you
SaleWhenever you choose

Tax Treatment

Two Tax Events

EventTax Type
VestingEmployment income
SaleCapital gain/loss

At Vesting

What’s TaxedFull FMV of shares
Reported asT4 employment income
RateYour marginal rate

Example

Details
RSUs vesting100 shares
FMV at vesting$50/share
Taxable benefit$5,000

This $5,000 is added to your T4 income, the same way other taxable employment benefits are.

How Tax is Withheld

Common Methods

MethodHow It Works
Sell-to-coverEmployer sells shares to pay tax
Net settlementReceive fewer shares (net of tax)
Cash paymentYou pay the tax separately

Sell-to-Cover Example

RSUs vesting100 shares
Total value$5,000
Tax owed (~40%)$2,000
Shares sold~40 shares
Net shares received~60 shares

Withholding Rate

Typical Rate~25-40%
May not matchYour actual rate
ShortfallPay at tax filing
ExcessRefunded at filing

Checking the withholding rate against your marginal tax rate shows whether a vest will leave a balance owing at tax time.

When You Sell the Shares

Your cost base for RSU shares is their fair market value at vesting, because you’ve already paid tax on that amount: 60 shares received at $50 have a cost base of $3,000, so selling them later for $4,200 is a $1,200 capital gain. Canada uses the average cost of identical shares, so shares from several grants are pooled; the adjusted cost base guide shows how to track it across vests and sales, and the capital gains inclusion rate page covers how much of the gain is taxed.

RSU vs Stock Options

FeatureRSUStock Options
What you get and what it costsShares at vesting, $0 costRight to buy shares at the exercise price
TaxFull FMV at vesting is employment income; no 50% deductionBenefit at exercise; the 50% deduction may apply

The stock options taxation guide covers the deduction’s conditions and CCPC deferral.

Managing a Large Vest

ApproachTrade-off
Sell at vestingReduces concentration and fixes the value; may miss later gains; trading restrictions may apply
Hold long-termKeeps the upside and the company-specific risk
Partial sellBalances both

The tax at vesting is the same whichever you choose: it is based on the vesting price, not on what you do with the shares. Selling at vesting and reinvesting through a TFSA or RRSP is one way people diversify.

A large vest can push income into the top tax brackets in one year. An RRSP contribution reduces taxable income and charitable donations earn a tax credit; if tax owing at filing gets large, CRA may require instalments.

Recording and Reporting

Your T4

What’s Included
Box 14Includes RSU benefit
Box 38Security options benefits

What to Track

InformationWhy
Grant detailsVesting schedule
Vesting datesEach vesting event
FMV at vestingFor cost base
Shares receivedActual net shares
SalesFor capital gains

Special Situations

Company Goes Public (IPO)

Before IPOPrivate company RSUs
At IPOMay trigger vesting
Lock-up periodCan’t sell immediately
Tax dueEven if can’t sell

Leaving the Company

ScenarioEffect
Unvested RSUsUsually forfeited
Vested RSUsYours to keep
Check agreementFor specifics

US-Based Employer

A Canadian resident is taxed in Canada on RSUs from a US employer; any US withholding may be claimed as a foreign tax credit, and the W-8BEN form is used for US tax purposes.