Plan your Cognition Labs NSO exercise
Calculator · free · no signup · pre-IPOCognition Labs is pre-IPO. Plan your NSO exercise tax (federal, state, FICA) at any expected valuation.
Beta · invite-only · AlphaLatitude Inc. · Free Tools
Your grant
Seeded from secondary-market data, as of Jul 31, 2026
Tax inputs
Hold strategy
Best after-tax payout — at year 1
$356,833
Sell + invest wins by $173,337 over Hold 1 yr.
Estimates only. Not financial advice.
Sell + invest
Best payout| Bargain element (sale − strike) | $646,650 |
| Federal | |
| State | |
| Medicare | −$9,376 |
| Additional Medicare | −$5,820 |
| Market gain over 1 yr at 10.0% | $33,290 |
| LTCG on diversified gain (fed + state + NIIT) | −$9,354 |
| Net at year 1 | $356,833 |
Sell every share immediately; invest the after-tax cash at the market return for 1 yr, then liquidate. Diversified — no single-stock concentration risk.
Exercise + hold 1 yr
| Sale proceeds (year 1) | |
| LTCG tax (federal + state + NIIT) | $0 |
| Net at year 1 | $183,497 |
Sold 2,611 shares at exercise to cover strike + tax; 2,389 shares held 1 yr for LTCG.
Social Security + Medicare are payroll taxes (collectively called FICA) — they apply because you're exercising as a current employee.
Both columns are stated in year-1 dollars: sell-now proceeds compound at the market return and pay LTCG on the gain at year 1; any cash paid out of pocket on the hold side carries the same opportunity cost.
Net at year N — by hold period
Estimates only. Excludes AMT (NSOs do not trigger AMT), state-AMT, multi-state moves, and disqualifying-disposition edge cases. Not financial advice.
You calculated one NSO decision. The beta plans NSOs alongside RSUs and ISOs in a single multi-year tax plan.
Request beta access →Related calculators: Stock Concentration Calculator · Multi-Year ISO Exercise Schedule Calculator
About Cognition Labs
Cognition Labs is a privately held Dev Tools company, incorporated in Delaware and headquartered in San Francisco, CA.
Last reported secondary-market price: $139.33 per share (as of 2026-07-31). Your own 409A may differ.
$10.2B; acquired Windsurf.
Equity grants at Cognition Labs typically include incentive stock options (ISOs) and non-qualified stock options (NSOs).
Cognition AI, Inc., doing business as Cognition, is an American artificial intelligence (AI) company headquartered in San Francisco, California. The company developed Devin AI, an AI software developer.
Source: Wikipedia (CC BY-SA 4.0)
Founded in 2023 by IOI gold medalists Scott Wu (CEO), Walden Yan, and Steven Hao, Cognition builds Devin, an autonomous AI software engineer that plans, codes, and ships pull requests over long horizons. The San Francisco company raised a $21M Series A from Founders Fund in March 2024, then scaled rapidly: Devin ARR climbed from $1M (Sept 2024) to $73M (June 2025). After Google poached Windsurf's CEO in a $2.4B licensing deal, Cognition acquired the remaining Windsurf team and IDE in July 2025, then closed a $400M round at a $10.2B valuation in September 2025.
Sources: en.wikipedia.org · techcrunch.com · cnbc.com
OptionsAhoy is an independent tool and is not affiliated with, endorsed by, or sponsored by Cognition Labs.
Cognition Labs NSO exercise creates ordinary income on the bargain element (federal, state, and FICA) at the price on the day you exercise. The calculator works at any valuation, so you can model your exercise cost at the current 409A FMV, an expected IPO price, or post-IPO scenarios.
Example: at Cognition Labs's last reported price of $139.33, exercising 5,000 NSOs with a $41.8 strike creates a $487,650 bargain element, taxed as ordinary income on the day you exercise. Combined federal + state + FICA on that bargain typically lands between $131,666 and $219,443 depending on your bracket and state. The calculator above computes the exact figure for your situation and compares selling now vs. holding through the long-term capital-gains threshold.
All Cognition Labs tools → · Use the generic NSO Exercise Calculator for any company.
Cognition Labs equity questions
- How is a Cognition Labs NSO exercise taxed?
- Exercising a non-qualified stock option (NSO) creates ordinary income on the bargain element (the price on the day you exercise minus your strike), subject to federal income tax, state income tax, and FICA. The calculator above computes that tax for your Cognition Labs grant and compares selling the shares now against holding past the one-year mark for long-term capital-gains treatment.
- Does Cognition Labs grant ISOs, NSOs, or RSUs?
- Equity compensation at Cognition Labs typically takes the form of incentive stock options (ISOs) and non-qualified stock options (NSOs). Incentive stock options can trigger the alternative minimum tax (AMT) when you exercise.
- Are Cognition Labs shares eligible for QSBS?
- They might be. Qualified small business stock (QSBS) under Internal Revenue Code Section 1202 can exclude federal tax on much of the gain when shares were acquired at original issuance from a C-corporation while its gross assets were under $50 million, and held at least five years. Whether your Cognition Labs shares qualify turns on when you acquired them and the company's asset size at that time.
One piece of the puzzle.
OptionsAhoy plans your Cognition Labs equity alongside hedging, vesting, and de-concentration, across bullish, neutral, and bearish market scenarios. Free during beta.