S. 2403 · Passed both chambers · Labor and Employment

Retire through Ownership Act

Sponsor: Roger Marshall (R-KS)

What it does

• Allows fiduciaries of Employee Stock Ownership Plans (ESOPs) to rely on valuations from independent valuation experts or business appraisers when determining fair market value of non-publicly traded securities.
• Requires independent experts or appraisers to adhere to the methodology established under Internal Revenue Service Ruling 59-60 when valuing closely held business stock for ESOPs.

Official summary

Retire through Ownership Act This bill allows the fiduciary of an Employee Stock Ownership Plan (ESOP) to rely on a valuation provided by an independent valuation expert or business appraiser in determining the fair market value of the plan's securities if the securities are not traded on a national securities exchange (i.e., not publicly traded) and the expert or appraiser follows specified methodologies. In general, ESOPs are defined contribution pension plans where employees accrue shares of their employers' stock in individual accounts as part of their compensation. After separating from employment or retiring, employees receive the cash value of their shares. Under the bill, an independent expert or appraiser must adhere to the methodology established under the Internal Revenue Service Ruling 59-60, which prescribes the factors a professional business appraiser should consider in forming a valuation of the stock for a closely held business.

Latest action

Oct 5, 2026: Presented to President.

Committee: Senate Health, Education, Labor, and Pensions