What "RSU offset" actually means
When RSUs vest, payroll adds the vest-date value to your gross pay and withholds tax on it, the same as a paycheck. Because RSUs pay out in shares rather than cash, most plans use sell-to-cover: enough of the newly vested shares are automatically sold to fund that withholding. The value of those sold shares is what shows up as the offset — subtracted from your gross pay in the same pay period the RSU income was added, which is why the two numbers appear together on your stub.
"RSU Gain" vs. "RSU Offset"
Some payroll systems split the vest into two separate lines instead of one:
- RSU Gain (also "Stock Comp Gain") — the gross value added to your income: shares vested × the price on your vest date.
- RSU Offset — the portion withheld for taxes, subtracted back out in the same period.
Add the two together and they net out to the actual change in your take-home pay from the vest. If your stub shows only one line instead of two, it's usually labeled "Offset" and already nets both figures together.
Where you'll see it: paystub, W-2, and broker statements
- Paystub. Usually near your RSU vest entry, labeled something like "RS Offset," "RSU Tax Offset," or "Non-Cash Offset," depending on your payroll provider.
- Broker or stock plan statement. Shown as "shares withheld for taxes" or "shares sold to cover" — the same transaction the paystub offset represents.
- W-2. No separate offset line. Box 1 includes the full vest-date value; the tax withheld via the offset appears in Box 2 (federal) and Box 17 (state, if applicable). See our W-2 Box 12 guide for how RSU income is coded there.
A worked example
| Item | Value |
|---|---|
| Gross RSU vest value | $12,000 |
| Total withholding (35%) — shown as "RSU offset" | $4,200 |
| Shares sold to cover (≈53 × $80) | ≈$4,240 |
| Net shares deposited | 97 shares (≈$7,760) |
The $4,200 offset isn't extra tax on top of anything — it's the same withholding math from our RSU tax guide, just labeled as an offset because it left your account as shares instead of cash.
RSU offset vs. the RSU withholding gap
The offset tells you what was withheld. It doesn't tell you whether that was enough. See The RSU Tax Withholding Gap Explained to check whether your offset actually covered your liability, and How RSU Taxes Work for the full federal, state and FICA breakdown behind the number.
Common paystub labels for the same thing
Payroll providers don't standardize this term. If you see any of these, they all represent the same underlying transaction:
- RS Offset
- Non-Cash RSU Offset
- RSU Tax Offset
- Stock Comp Offset
- Vest Offset
- RSU Gain (usually paired with a separate Offset line — see above)
If you're unsure, cross-check the dollar amount against the shares withheld shown on your broker or stock-plan statement for the same vest date — they should match.