The eRulemaking Program
02/11/2026 | Press release | Distributed by Public on 02/11/2026 06:52
Excise Tax on Repurchase of Corporate Stock; Correction
DEPARTMENT OF THE TREASURY
Internal Revenue Service
26 CFR Part 58
[TD 10037]
RIN 1545-BQ59
Excise Tax on Repurchase of Corporate Stock; Correction
AGENCY:
Internal Revenue Service (IRS), Treasury.
ACTION:
Final rule; correcting amendments.
SUMMARY:
This document includes corrections to final regulations (TD 10037) published in the Federal Register (90 FR 53144) on Monday, November 24, 2025, providing guidance regarding the application of the excise tax on repurchases of corporate stock made after December 31, 2022.
DATES:
Effective date: These corrections are effective on February 11, 2026.
Applicability date: For dates of applicability, see §§ 1.1275-6(f)(12)(iii)(B), 58.4501-6, 58.4501-7(r), and 58.6011-1(d).
FOR FURTHER INFORMATION CONTACT:
Concerning § 58.4501-7, Brittany N. Dobi of the Office of Associate Chief Counsel (International) at (202) 317-5469 (not a toll-free number). For all other issues, Kailee H. Hock of the Office of Associate Chief Counsel (Corporate) at (202) 317-3181 (not a toll-free number).
SUPPLEMENTARY INFORMATION:
Background
The final regulations (TD 10037) subject to these corrections are issued under sections 1275, 4501, and 6011 of the Internal Revenue Code.
List of Subjects in 26 CFR Part 58
Excise taxes, Stocks, Reporting and recordkeeping requirements.
Correction to the Regulations
Accordingly, 26 CFR part 58 is corrected by making the following correcting amendments:
PART 58-STOCK REPURCHASE EXCISE TAX
Regulatory Text
Paragraph 1. The authority citation for part 58 continues to read in part as follows:
Authority:
26 U.S.C. 4501(f) and 7805.
Par. 2. Section 58.4501-4 is amended by revising paragraph (f)(3)(i) to read as follows:
§ 58.4501-4 Application of netting rule.
* * * * *
(f) * * *
(3) * * *
(i) Any stock issued by a recapitalizing corporation as part of a transaction qualifying as an E reorganization, but only to the extent such stock was issued in exchange for other stock of the recapitalizing corporation.
* * * * *
Par. 3. Section 58.4501-5 is amended by revising paragraph (b)(20)(ii) to read as follows:
§ 58.4501-5 Examples.
* * * * *
(b) * * *
(20) * * *
(ii) Analysis. Corporation X reduces its gross repurchase amount by an amount equal to the sum of the fair market values of the different class of stock at the time the stock is contributed to the employer-sponsored retirement plan ($1,000x + $500x = $1,500x). Corporation X's stock repurchase excise tax base for its 2025 taxable year is $0 ($1,200x repurchase−$1,500x exception). The $300x excess of the contributions qualifying for the exception under § 58.4501-3(d) over the gross repurchase amount ($1,500x exception−$1,200x gross repurchase amount) may not be carried forward or backward to preceding or succeeding taxable years of Corporation X. See § 58.4501-2(c)(2)(ii).
* * * * *
Oluwafunmilayo A. Taylor,
Chief, Publications and Regulations Section, Associate Chief Counsel (Procedure and Administration).
[FR Doc. 2026-02748 Filed 2-10-26; 8:45 am]
BILLING CODE 4831-GV-P
The eRulemaking Program published this content on February 11, 2026, and is solely responsible for the information contained herein. Distributed via Public Technologies (PUBT), unedited and unaltered, on February 11, 2026 at 12:52 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]