Founders who move to Spain under the Beckham Regime often plan the move carefully and then treat the eventual payout as a separate, far-off problem. In practice the two are linked. The regime changes how many kinds of income are taxed, and a liquidity event — the sale of a company, a secondary sale of founder shares, a token generation event or unlock, an earn-out, or an IPO lock-up expiring — is usually the single largest number a founder will ever report. When that number lands relative to a person's Spanish residence timeline can matter as much as the headline valuation.
This page is about when, not how much. It does not repeat our pages on how capital gains and dividends are sourced, on stock options and RSUs as employment income, on token compensation character, or on how to structure the move itself. Those pages answer the "what kind of income is this" question. This one starts after that question is answered and asks a different one: given the character of the payout, does the calendar help or hurt?
On this page
The one variable founders sometimes control The three clocks that decide the answer Before you become a Spanish tax resident During the regime: source is everything Is it a gain, or is it pay? The year-seven cliff Staged sales, earn-outs and lock-ups US founders: two systems, two clocks Building a liquidity-event calendar Common mistakes
"With founder exits, the date does part of the work the deal terms cannot. We map the payout against the residence timeline early, so a genuine choice is still a choice and not a surprise."
— Jacob Salama · International Tax lawyer, Ilustre Colegio de Abogados de Málaga (nº 11294)
The one variable founders sometimes control
A founder rarely controls the valuation, the buyer, the market window or the vesting schedule they agreed to years earlier. But a founder sometimes does have influence over sequencing: whether to take a secondary now or at the next round, whether to sell before or after a move, whether to accept an earn-out that pushes income into later years, whether to exercise options this year or next, or whether a token unlock is scheduled before or after a specific date. Where that influence genuinely exists, it is worth understanding what the Spanish calendar does to the outcome — because by the time the wire arrives, the tax character and the residence year are already fixed.
The Beckham Regime, formally the special tax regime for workers displaced to Spain under Article 93 of the Personal Income Tax Act, treats a qualifying person broadly like a non-resident for a limited number of years. That single feature is what makes timing interesting. A non-resident is not taxed in Spain on most foreign-source income. So a founder inside the regime can sit in a very different position from the same founder one year later, once the regime has ended and ordinary worldwide taxation applies.
The three clocks that decide the answer
Most timing questions come down to three overlapping clocks. The first is the arrival clock: the point at which the founder becomes a Spanish tax resident. Gains that are fully realised and taxable before that point are generally outside the Spanish net entirely, but they may sit squarely inside another country's net. The second is the six-year clock: the Beckham Regime runs for the year of arrival plus the following five tax years. Inside that window, the non-resident-style treatment applies. The third is the exit clock: the moment the regime ends and the person becomes an ordinary Spanish resident taxed on worldwide income and wealth.
A liquidity event lands on exactly one point across these three clocks, and the point decides which set of rules applies. The planning work is simply to know where a realistic event date falls and what that means, rather than discovering it after the fact.
| When the event lands | Broad Spanish position (fact-specific) |
|---|---|
| Before Spanish tax residence begins | Generally outside Spanish income tax; check the other country's rules and any exit tax there |
| During the regime — foreign-source gain | Typically outside Spanish tax as a non-resident-style item |
| During the regime — Spanish-source gain | Taxed in Spain at savings rates, like a non-resident on Spanish assets |
| During the regime — but it is employment/activity income | Taxed at the flat regime rate on the qualifying base, worldwide, not as a capital gain |
| After the regime ends (year seven onward) | Ordinary Spanish resident: worldwide gains, savings-rate scale, wealth tax and reporting |
The valuation is the founder's story. The date is the tax authority's. A liquidity plan reads both.
Before you become a Spanish tax resident
The cleanest — and most commonly missed — timing point is the one before the move. A gain that is fully realised, closed and taxable while the founder is still resident somewhere else is generally not a Spanish event at all, regardless of Beckham. That can sound like a simple answer: sell first, move later. In reality it is rarely that simple, because the departure country almost always has its own rules. Some countries impose an exit tax on unrealised gains when a founder leaves, some tax the sale on the way out, and the United States taxes its citizens wherever they live. So "realise before arrival" solves the Spanish side but opens the other side.
What matters is that the pre-arrival window is a real decision point, not an accident. If a secondary or a sale is genuinely imminent and the move is flexible, the sequence is worth modelling on both sides before either is locked. If the move is fixed and the sale is years away, this point may simply not apply — but it should be checked rather than assumed away.
During the regime: source is everything
Once the founder is a Spanish tax resident inside the Beckham window, the decisive question for a capital gain is source. As a broad matter, a person in the regime is taxed like a non-resident, meaning Spain generally reaches Spanish-source income but not foreign-source income. A gain on the sale of shares in a foreign company is often a foreign-source item and may therefore sit outside Spanish tax while the regime applies. A gain on the sale of a Spanish company's shares, or of assets located in Spain, is typically Spanish-source and taxed at the savings-income scale, in the same way a non-resident would be taxed on Spanish assets. This sourcing analysis is exactly what our capital gains and dividends page works through in detail; the timing point here is simply that the source characterisation is set by the facts at the time of the sale.
This is why a foreign-company founder can be in a materially different position from a Spanish-company founder for the same size of exit, and why "I'm on Beckham so my sale is tax-free" is an unsafe shortcut. The regime is favourable to many foreign-source items, but it does not convert a Spanish-source gain into a foreign one, and it does not last forever.
Is it a gain, or is it pay?
Before any timing conclusion, the character of the payout has to be settled, because it changes which clock even matters. Money that looks like an exit is sometimes treated as remuneration for services rather than a capital gain. The spread on exercising stock options, the value of RSUs vesting, and tokens received for work can all be employment or activity income taxed when received — worldwide, on the qualifying base, at the regime's flat rate — rather than a capital event governed by source. The later sale of the shares or tokens the founder ends up holding is then a separate capital event with its own date.
For timing, that means a single "liquidity event" can actually be two events on two dates: the compensation event when equity or tokens are earned, and the disposal event when they are later sold. A founder can be planning the sale date carefully while an option-exercise or vesting date quietly does most of the tax work first. Our pages on stock options and RSUs and on token compensation go through the character question; the discipline here is to fix character before you argue about calendars.
The year-seven cliff
The most under-appreciated date in a founder's Spanish timeline is the first tax year after the regime ends. The Beckham Regime covers the year of arrival plus five more years, and then it stops. From that point the person is an ordinary Spanish tax resident: worldwide income becomes taxable, worldwide wealth can fall within wealth or solidarity taxes, and the reporting obligations that come with ordinary residence apply. A portfolio, a founder stake or a token holding that compounded quietly outside the Spanish net during the regime meets the ordinary Spanish system in full the year the regime ends.
For a founder sitting on a large unrealised position as the window closes, this is a genuine decision point rather than a technicality. A disposal that would have been a foreign-source, outside-scope event in year five can be an ordinary worldwide gain in year seven. That does not automatically mean "sell before the window closes" — deal readiness, valuation, US tax, double-tax treaty relief and personal circumstances all weigh in, and forcing a sale for tax reasons alone is often the wrong call. But a founder who reaches year six without having modelled the cliff has usually lost the chance to choose.
Staged sales, earn-outs and lock-ups
Real exits are rarely a single clean date. Secondaries sell a slice at each round. Trade sales carry earn-outs that pay over two or three years. IPOs lock founders up for six or twelve months before shares can be sold. Token unlocks release on a vesting curve. Each of these spreads the liquidity across several tax years — which means a single deal can straddle two or three different points on the three clocks.
The practical consequence is that an earn-out or a lock-up can quietly push income out of the Beckham window and into ordinary-residence years, or across the arrival line, without anyone deciding that on purpose. A staged plan needs the payment calendar mapped against the residence calendar from the start, so the founder knows which tranches fall inside the window, which fall after it, and which straddle the move. The deal lawyers optimise the deal; someone also has to look at where each payment lands on the tax timeline.
US founders: two systems, two clocks
For American founders, none of the above removes the United States. US citizens and green-card holders are taxed on worldwide income wherever they live, so a Spanish timing advantage on a sale does not switch off the US tax on the same sale. In effect there are two calendars running at once, and they do not line up automatically. Coordinating them — which country taxes first, how the double-tax treaty and foreign tax credits interact, whether any US exit-tax or expatriation question is in play, and how state residence is closed — is work that has to happen before the event, not in the following spring. A move that is elegant on the Spanish side can be expensive on the US side if the two are planned separately.
The same caution applies to founders from other countries with departure taxes, deemed-disposal rules on emigration, or their own controlled-foreign-company and reporting regimes. The Beckham calendar is one input into a multi-country decision, not the whole decision.
Building a liquidity-event calendar
A workable plan puts a handful of dates on one page and then reads them together. At minimum it should include: the Spanish tax-residence start year and the Modelo 149 election window; the last year the Beckham Regime applies and the first ordinary-resident year; the character of each expected payout (capital gain versus employment or activity income); the source of each capital item (foreign versus Spanish); vesting, exercise, unlock and lock-up dates; earn-out payment dates; and, for US persons, the parallel US calendar and any treaty or exit-tax checkpoints. The value is not in any single date but in seeing them on the same timeline, because that is where avoidable collisions become visible.
The right moment to build that calendar is before the move, and to revisit it in the year before the regime ends. Both are points where a founder still has options. After a deal signs, the calendar mostly just records what already happened.
Common mistakes
The first mistake is treating Beckham as a blanket exemption on exits — it is not; source and character decide the Spanish answer, and the regime has an end date. The second is ignoring the year-seven cliff until it has already passed. The third is planning the sale date while a vesting or option-exercise date quietly does the taxing first. The fourth is assuming a foreign incorporation makes every gain foreign-source without checking the actual sourcing. The fifth, for Americans, is planning the Spanish side in isolation and discovering the US bill afterwards. The sixth is forcing a sale purely for tax reasons when the deal, the valuation or the personal circumstances argue against it. Timing is one input, not the whole decision.
General information, not legal or tax advice. Sources reviewed July 2026: Article 93 of Law 35/2006 on Personal Income Tax and the special displaced-worker regime; Law 28/2022 on the startup ecosystem; AEAT Modelo 149 and Modelo 151 guidance; general rules on Spanish-source versus foreign-source income and savings-income taxation for non-residents. Liquidity events are highly fact-specific and depend on deal terms, sourcing, treaty position and personal circumstances; they should be reviewed before the event, ideally before relocation.