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Nontaxable Exchanges and Taxable Fractional Shares

Corporate restructuring sometimes involves exchanging shares of stock in one company for shares of stock in another company. These exchanges are often nontaxable events for the shareholders of both companies. However, the shareholders might receive fractional shares of stock.

Most companies don't want to give fractional shares, so they’ll sell the fractional share and send you a check. This cash is usually called “cash paid in lieu of” on the Form 1099-B your broker sends you. The basis of the fractional share is based on the amount you paid for the original shares.

You’ll report a sale of fractional shares on Form 8949.

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