Working…
This can take up to 15 seconds — please don't close this tab.

ITR-2 vs ITR-3 for RSU/ESPP Holders — Which Form Files Schedule FA

5 min read · Updated July 2026 · Applies to AY 2025-26 and AY 2026-27

One-line answer: Most RSU/ESPP holders file ITR-2 — including the year you sell shares. ITR-3 only kicks in if you separately have business or professional income (freelancing, consulting, F&O/intraday trading). Schedule FA is identical in both forms.

Why this trips people up

Selling RSU or ESPP shares generates capital gains, and capital gains sound like they need a "bigger" form. They don't. Schedule CG inside ITR-2 already handles capital gains from foreign equity — selling shares does not by itself require ITR-3. The confusion is common enough during filing season that people search for it directly while sitting inside the portal, unsure which form to pick.

What actually decides ITR-2 vs ITR-3

SituationForm
Salary + RSU/ESPP vesting, no salesITR-2
Salary + RSU/ESPP vesting + sold some/all shares (capital gains)ITR-2
Salary + RSU/ESPP + rental income, other-source incomeITR-2
Above, plus freelance/consulting incomeITR-3
Above, plus F&O or intraday trading (speculative/non-speculative business income)ITR-3
Above, plus a proprietorship or partnership share of profitITR-3

The determining factor is the nature of your income — is any of it business or professional income — not whether you hold foreign assets or realized capital gains on them.

ITR-1 and ITR-4 are never options here. Both forms exclude anyone with foreign assets. The portal's foreign-asset question ("Yes" for holding US RSUs/ESPP/Fidelity) disqualifies ITR-1 (Sahaj) and ITR-4 (Sugam) immediately, regardless of income level.

Schedule FA is the same in both forms

Once you're in ITR-2 or ITR-3, Schedule FA — Tables A2 (custodial account), A3 (equity holdings) and F (trust, if applicable) — is structurally identical. See the full Table A2 vs A3 breakdown. Choosing the right form doesn't change a single field of what you disclose about your Fidelity, Schwab, E*TRADE or Morgan Stanley account.

Where Schedule CG fits when you sold shares

If you sold vested RSU or ESPP shares during the year, that goes in Schedule CG within ITR-2 — a separate schedule from Schedule FA. Cost basis, holding period, and the 24-month unlisted-security threshold for foreign shares are covered in the sell-to-cover capital gains guide. Schedule FA still reports the lot (closing value 0, plus proceeds) even though the gain itself is reported elsewhere.

FAQ

Most file ITR-2, even after selling shares. ITR-3 only applies if you also have business/professional income.

No. Capital gains from selling shares are handled by Schedule CG inside ITR-2.

No. Tables A2, A3 and F are identical in ITR-2 and ITR-3.

No. Foreign assets disqualify ITR-1 and ITR-4 entirely.
Whichever form you file — Schedule FA in 2 minutes

Upload your Fidelity, Schwab, E*TRADE or Morgan Stanley CSVs. ITRFA.in computes Table A2, A3, F with correct SBI TTBR rates — ready to paste into ITR-2 or ITR-3.

Generate Schedule FA →

Related guides

Informational only, based on current law (FY 2025-26 / AY 2026-27). Consult a chartered accountant before filing.