This question was answered by Taylor, CPAI, Deduction’s AI tax accountant, and Deduction’s licensed CPAs.
Your cost basis in stock acquired by exercising stock options generally equals what you paid to acquire the shares, plus any amounts that were taxable to you as compensation, plus certain acquisition-related fees. The exact calculation depends on the type of stock option.
For regular tax purposes, your cost basis is:
Exercise price × number of shares
For AMT purposes, a separate basis applies:
Exercise price + bargain element
Where the bargain element equals:
FMV on exercise date − exercise price
This AMT basis is used only for computing AMT gain or loss when the shares are later sold.
When you exercise a nonqualified stock option, you generally recognize ordinary compensation income at exercise.
Your basis is:
**Exercise price
The ordinary income amount is typically:
FMV on exercise date − exercise price
Because this income is already taxed as compensation (usually reported on Form W-2 or Form 1099-NEC), it must be added to the basis to prevent double taxation.
Brokers frequently report an incorrect or incomplete basis on Form 1099-B for stock acquired through option exercises—especially for NSOs. You are responsible for reporting the correct adjusted basis on Form 8949, even if it differs from the broker-reported amount.
IRS regulations generally prohibit brokers from including the "compensation" (the W-2 income) in the cost basis they report.
For Incentive Stock Options, you have two different options:
In 2026, if you sell ISO shares that you've held for several years, you must track your AMT cost basis separately on Form 6251. If you don't, you might fail to claim a "negative AMT adjustment," meaning you'd effectively pay tax twice on that same bargain element.
For NSOs, the calculation is more straightforward but more expensive upfront:
Cost Basis=(Exercise Price×Shares)+W-2 Ordinary Income+Fees
Note for 2026: If your total compensation (including the NSO spread) exceeds $1 million, your employer was required to withhold federal tax at the higher 37% supplemental rate rather than the standard 22%. This doesn't change your basis, but it does mean you’ve already "pre-paid" more of the tax that your basis is designed to protect.
Source:s
The information provided does not, and is not intended to, constitute legal advice.
