The One Big Beautiful Bill Act rewrote Section 1202 on July 4, 2025, and it did so without touching anything already issued. Stock acquired after that date runs on a new schedule. Stock acquired on or before it keeps the old one, in full, for as long as you hold it. Most angel portfolios built across 2025 now straddle both.
Which rulebook you’re on is decided by the acquisition date and nothing else. The sale date is irrelevant: pre-2025 stock sold in 2035 is still on the old rules. The QSBS calculator routes a position from its acquisition date, which is the one input it can’t guess.
What changed
The holding period. Old rules: nothing until you’ve held more than five years, then 100% of the gain excluded. New rules: 50% at three years, 75% at four, 100% at five. More on how the holding period works, including why the anniversary counts differently under each.
The per-issuer cap. The exclusion is limited, per company, to the greater of a dollar cap or ten times your basis in the stock. The dollar cap rose from $10 million to $15 million. The new $15 million figure is indexed for inflation beginning in 2027; the old $10 million cap isn’t. Married taxpayers filing separately get half of either.
The gross-assets ceiling. The company’s aggregate gross assets have to be under a ceiling at the time your stock is issued. That ceiling rose from $50 million to $75 million, also indexed from 2027. Gross assets are the company’s balance sheet, not its valuation, so a company valued at $200 million can still be under the ceiling if it hasn’t raised or retained that much.
The AMT preference. Under the old law a partial exclusion (the 50% and 75% rates that applied to stock issued before September 28, 2010) put a slice of the excluded gain back into the alternative minimum tax. The new tiers carry no AMT preference at all.
What didn’t change
Everything that decides whether stock is QSBS in the first place. It still has to be stock in a U.S. C corporation, acquired by you at original issuance for money, property, or services, in an active business rather than a holding company or a professional-services firm. Gain that qualifies but isn’t excluded is still taxed at up to 28% rather than 20%. And the states that ignore Section 1202 still ignore both versions of it.
Two lots in one company
A follow-on check almost certainly lands on a different schedule from the first one. Seed stock bought in 2024 and Series A stock bought in 2026 in the same company are two lots with two holding periods, two exclusion schedules, and two caps. Track them separately, and expect a sale of the whole position to produce two different tax answers.
The date that matters for a lot is when the stock was issued, which isn’t always when you paid. A SAFE signed in 2024 that converts in 2026 is 2026 stock on the new tiers. An option granted in 2023 and exercised in 2026 is the same. The law also stops you from moving old stock onto the new schedule by swapping it: shares received in exchange for pre-2025 stock in a reorganization keep the old date.
The edge case
Stock acquired on July 4, 2025 is old-rules stock. The new schedule applies to stock acquired after the date of enactment, and the holiday itself is on the wrong side of that line. This is general information, not tax advice.