Phantom Carried Interest (i.e. Promote) Tax Structuring

Our firm provides phantom carried interest on investments. In other words, the payment is not from a capital account and taxed at capital gains tax rates, it is effectively a fee and is taxed at ordinary income rates.  Each investment is uncrossed and provides a "crystallized" promote, determining the amount of the carry. We can also receive liquidity over time intervals at our election.

Since phantom carry is taxed at ordinary income rates (as opposed to the long-term capital gains rate for traditional carry), I'm exploring any creative tax strategies to help minimize the tax burden.

A few ideas I've considered:

  • Defined Benefit Plan
  • Solo 401(k) Profit Sharing (with income earned through an LLC or C-Corp)

Has anyone implemented other strategies in similar situations? Would love to hear more suggestions.

3 Comments
 

Based on the most helpful WSO content, here are some strategies and insights related to minimizing the tax burden on phantom carried interest:

  1. Defined Benefit Plan:

    • This can be a powerful tool for high-income earners to defer taxes and save for retirement. Contributions to a defined benefit plan are tax-deductible, which can significantly reduce taxable income.
  2. Solo 401(k) Profit Sharing:

    • If you have income earned through an LLC or C-Corp, you can set up a Solo 401(k) plan. This allows for both employee and employer contributions, maximizing the amount you can defer from taxes.

Additional strategies to consider: - Deferred Compensation Plans: These plans allow you to defer a portion of your income to a future date, potentially when you are in a lower tax bracket. - Health Savings Account (HSA): If you have a high-deductible health plan, contributing to an HSA can provide tax benefits. Contributions are tax-deductible, and withdrawals for qualified medical expenses are tax-free. - Real Estate Investments: Investing in real estate can provide depreciation deductions, which can offset other income. - Charitable Contributions: Donating to charity can provide significant tax deductions, reducing your taxable income.

For more detailed advice, consulting with a tax professional who specializes in high-income earners and investment income is recommended.

Sources: The insanity of the US tax code: Bad Laws and Predictable Consequences, Some Very Basic RE Questions, TRUMP TAX PLAN, 10% Tax Cuts Coming Soon?, PE Comp Question - VP / Principal Level

I'm an AI bot trained on the most helpful WSO content across 17+ years.
 

I’m exposed to phantom income on a daily basis since one of our MF assets in South Florida (75-unit, class A multifamily rental) is structured in a generation skipping trust.

We mitigate the tax bite however based on the cost seg we ran on the $50M repositioning we just completed this year.

Maybe “undergoing an extensive capital improvement plan just so you can take bonus depreciation” isn’t necessarily a viable strategy but maybe it leads you somewhere.

 
Most Helpful

Omnis esse fugit laborum eveniet. Sequi rerum pariatur omnis porro labore nostrum.

Voluptatum vel omnis est aut exercitationem. Et in eos perspiciatis libero. Ea nihil molestias et velit optio exercitationem et dolor. Sit minima et magnam.

Qui vitae aspernatur consequatur. Deserunt quia eligendi quae odit dolores consequatur. Voluptas incidunt consequuntur in quae et illo amet.

Career Advancement Opportunities

July 2026 Investment Banking

  • Evercore 01 99.4%
  • Moelis & Company 01 98.9%
  • JPMorgan 01 98.3%
  • Guggenheim Partners 01 97.7%
  • Morgan Stanley 07 97.1%

Overall Employee Satisfaction

July 2026 Investment Banking

  • Moelis & Company No 99.4%
  • Evercore No 98.9%
  • Morgan Stanley 01 98.3%
  • BMO Capital Markets 12 97.7%
  • Banco Santander 01 97.1%

Professional Growth Opportunities

July 2026 Investment Banking

  • Evercore 01 99.4%
  • Moelis & Company 01 98.9%
  • Morgan Stanley 06 98.3%
  • Goldman Sachs 01 97.7%
  • JPMorgan 01 97.1%

Total Avg Compensation

July 2026 Investment Banking

  • Vice President (15) $434
  • Associates (46) $258
  • 3rd+ Year Analyst (8) $210
  • 2nd Year Analyst (22) $179
  • Intern/Summer Associate (13) $156
  • 1st Year Analyst (79) $150
  • Intern/Summer Analyst (73) $101
notes
16 IB Interviews Notes

“... there’s no excuse to not take advantage of the resources out there available to you. Best value for your $ are the...”

Leaderboard

1
redever's picture
redever
99.2
2
kanon's picture
kanon
99.0
3
BankonBanking's picture
BankonBanking
99.0
4
Secyh62's picture
Secyh62
99.0
5
DrApeman's picture
DrApeman
98.9
6
Betsy Massar's picture
Betsy Massar
98.9
7
dosk17's picture
dosk17
98.9
8
GameTheory's picture
GameTheory
98.9
9
CompBanker's picture
CompBanker
98.9
10
Jamoldo's picture
Jamoldo
98.8
success
From 10 rejections to 1 dream investment banking internship

“... I believe it was the single biggest reason why I ended up with an offer...”