I 
119TH CONGRESS 
1ST SESSION H. R. 4739 
To amend the Internal Revenue Code of 1986 to provide a reduced rate 
of tax for corporations that maintain a plan for distributing equity 
to employees, and for other purposes. 
IN THE HOUSE OF REPRESENTATIVES 
JULY 23, 2025 
Mr. SUOZZI (for himself, Mr. KELLY of Pennsylvania, Mr. THOMPSON of Cali-
fornia, 
Mr. 
FITZPATRICK, 
Mr. 
LARSON
of 
Connecticut, 
Ms. 
MALLIOTAKIS, Mr. PANETTA, Ms. TENNEY, Ms. SEWELL, Mr. SMUCKER, 
and Mr. HORSFORD) introduced the following bill; which was referred to 
the Committee on Ways and Means 
A BILL 
To amend the Internal Revenue Code of 1986 to provide 
a reduced rate of tax for corporations that maintain 
a plan for distributing equity to employees, and for other 
purposes. 
Be it enacted by the Senate and House of Representa-
tives of the United States of America in Congress assembled, 
SECTION 1. SHORT TITLE. 
This Act may be cited as the ‘‘Share Holder Alloca-
tion for Rewards to Employees Plan Act’’ or as the 
‘‘SHARE Plan Act’’. 
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SEC. 2. REDUCED RATE OF TAX FOR CORPORATIONS THAT 
MAINTAIN A PLAN FOR DISTRIBUTING EQ-
UITY TO EMPLOYEES. 
(a) IN GENERAL.—Part II of subchapter A of chap-
ter 1 of the Internal Revenue Code of 1986 is amended 
by redesignating section 12 as section 13 and by inserting 
after section 11 the following new new section: 
‘‘SEC. 12. REDUCED RATE OF TAX FOR CORPORATIONS 
MAINTAINING SHARE PLANS. 
‘‘(a) IN GENERAL.—In the case of any corporation 
which is a SHARE corporation for any taxable year, the 
rate of tax under section 11(b) shall be 3 percentage 
points less than the rate of tax otherwise in effect under 
such section. The preceding sentence shall not apply to 
any SHARE corporation for any taxable year, if the appli-
cation of such sentence to such taxable year would cause 
the aggregate income tax reductions for such taxable year 
and all preceding taxable years of such corporation by rea-
son of this section to exceed the aggregate market value 
of stock described in subsection (c)(1)(A) (determined as 
of the date of issue of such stock) with respect to such 
corporation. 
‘‘(b) SHARE CORPORATION.—For purposes of this 
section— 
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‘‘(1) IN
GENERAL.—The term ‘SHARE cor-
poration’ means, with respect to any taxable year, 
any corporation— 
‘‘(A) which has an average of 500 or more 
full-time employees resident in the United 
States during such taxable year, 
‘‘(B) which (as of the close of such taxable 
year) is domiciled in the United States, 
‘‘(C) which demonstrates to the satisfac-
tion of the Secretary that such corporation (as 
of the close of such taxable year) has— 
‘‘(i) a SHARE ratio of not less than 
5 percent, or 
‘‘(ii) made distributions of common 
stock of such corporation to employees of 
such corporation pursuant to a SHARE 
plan during such taxable year which in the 
aggregate equals or exceeds 1 percent of 
the aggregate outstanding shares of com-
mon stock of such corporation (other than 
shares held by such corporation), and 
‘‘(D) in the case of any corporation the 
common stock of which is not (as of the close 
of such taxable year) regularly traded on an es-
tablished securities market, which demonstrates 
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to the satisfaction of the Secretary that such 
corporation has— 
‘‘(i) conducted (as of the close of such 
taxable year) a valid market valuation of 
such corporation, and 
‘‘(ii) provided employees with ade-
quate opportunities during such taxable 
year to liquidate the employee’s holdings of 
such corporation’s stock at the fair market 
value of such stock. 
‘‘(2) SAFE HARBOR FOR ELECTIVE LIMITATION 
ON
AMOUNT
OF
STOCK
GRANTED
TO
EACH
EM-
PLOYEE.— 
‘‘(A) IN
GENERAL.—A corporation shall 
not be treated as failing to meet the require-
ment of paragraph (1)(C) solely because the 
SHARE plan of such corporation provides that 
the amount of common stock of such corpora-
tion distributed under such plan to each em-
ployee shall not exceed $250,000 (determined 
on the basis of the fair market value of each 
share on the date of issuance of such share). 
‘‘(B) ADJUSTMENT.—In the case of any 
taxable year beginning after December 31, 
2025, the Secretary shall annually adjust the 
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