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Can installment sale be used for non-public stock selling?


I am selling 25% of my stake in a startup that is a non-publicly listed C corporation to the same company as part of a stock buy back when I quit the company. The company wants to pay me in installments via promissory notes this year and next year.

The stock that is being sold qualifies for long term capital gain as it had been held for more than a year.

Reading IRS pub 537 it appears I can defer the taxes for the promissory notes that are due next year. If that is the case what forms should the company use to report the capital gains ? Under what exceptions would I not be able to use IRS form 6252 to structure this as an installment sale ?

Thanks

The company will do a 1099-DIV and put the proceeds in the Liquidating Distribution box. There are no exceptions that prevent the installment payment election. Any interest paid on the notes will go on 1099-INT.

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