> But vesting shares should not qualify as income. What should qualify as income is me selling those shares I believe that the logic here is the same reason AM

> But vesting shares should not qualify as income. What should qualify as income is me selling those shares I believe that the logic here is the same reason AMT was introduced in the past. I vest $1M in shares. I get a loan against those shares for 500k. I now have 500k in cash, that I have paid no taxes on. Someone will definitely give me that loan because _worst case_ I have to sell the underlying shares, pay tax, and still pay back the loan. When that loan is due? Refinance against the same shares that I still haven't sold. If you have a lot of assets, you can always get a loan against those assets. You can kick the can down the road long enough to, effectively, never pay taxes. Or you just kick it long enough for some sort of "tax holiday". Real estate lets you do this with refinances and 1031 exchanges all the way until you die (at which point the cost basis resets, and your heirs will most likely pay no tax).