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Selling a business in North Dakota: what the state takes (2026)

North Dakota’s top individual income tax rate is 2.5%. Here is what an owner selling company stock pays, with 2026 rules from official sources and worked examples at $10 million, $25 million and $50 million.

Laurent Capital Research | Updated | Tax year 2026
2.5%
Top North Dakota income tax rate (2026)
$375,000
State tax on a $25M long-term gain
25.3%
Combined federal and state rate on $25M
41 of 51
Rank by total tax on $25M (1 = highest)

How North Dakota taxes a business sale

Income tax
Top rate 2.5%: Over $244,825 (single, 2025 indexed amount; 2026 indexed figure not retrieved).
Long-term capital gains
North Dakota taxable income is reduced by 40% of net long-term capital gain (net of short-term loss) allocated to North Dakota, with no dollar cap; the rest is taxed at 2.5%, an effective rate of 1.5% on the gain.

Three worked examples

Long-term gain$10,000,000$25,000,000$50,000,000
Federal capital gains tax (20%)$2,000,000$5,000,000$10,000,000
Net investment income tax (3.8%)$380,000$950,000$1,900,000
North Dakota tax$150,000$375,000$750,000
Total tax$2,530,000$6,325,000$12,650,000
Effective combined rate25.30%25.30%25.30%
Net proceeds after tax$7,470,000$18,675,000$37,350,000
Extra tax versus Texas$150,000$375,000$750,000
Simplified illustration: sale price equals the gain (zero basis), all gain long-term, top marginal rates, net investment income tax applied, no planning, credits or local taxes. Not tax advice.

Seller’s tax calculator

Estimate federal and state tax on a stock sale and what is left before fees and debt.

$
$

What you paid for the shares plus capital contributed (S corps: adjusted for earnings and distributions).

Long-term capital gain
$25,000,000
Federal capital gains tax (20%)
$5,000,000
Net investment income tax (3.8%)
$950,000
North Dakota tax
$375,000
Gain excluded or deducted
$10,000,000
Taxable gain at 2.5%
$375,000
Total tax
$6,325,000
Effective rate on the gain
25.30%
Net proceeds after tax
$18,675,000

Illustration, not tax advice. Assumes a resident individual, the whole gain long-term, top marginal rates, no state credits, installment terms, QSBS exclusion or other planning, and no local taxes. Net proceeds are before transaction fees, debt repayment, escrows and earn-outs. Rates are for tax year 2026 where published; see the methodology.

Compare with other states

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Common comparisons

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Methodology and sources

North Dakota figures are for tax year 2026. 2026 inflation-adjusted brackets not found; 2025 Tax Commissioner schedule used (top bracket starts at $244,825 single). Rates unchanged for 2026. The examples assume a resident individual selling privately held stock for a long-term gain equal to the sale price (zero basis), with every dollar taxed at the top marginal rates, the federal 20% capital gains rate and the 3.8% net investment income tax, and no planning, credits or local taxes. Full assumptions are in the report methodology.

Download the data (CSV)

All 50 states and DC with source URLs.

  1. 1N.D.C.C. 57-38-30.3 (rate schedules and 40% long-term capital gain exclusion, subsection 2(d))
  2. 2ND Tax Commissioner 2025 Form ND-1 tax tables and rate schedules
  3. 3Tax Foundation, State Individual Income Tax Rates and Brackets, 2026 (as of Feb 11, 2026). Secondary source

Data last updated October 26, 2026.

Cite this research

You may quote and republish figures from this page with attribution and a link to the source.

Citation

Laurent Capital Research, “The Seller’s Tax Map: What Selling a Business Costs in Every State (2026): North Dakota,” 2026, https://laurent.capital/research/seller-tax-map/north-dakota

Link (HTML)

<a href="https://laurent.capital/research/seller-tax-map/north-dakota">The Seller’s Tax Map: What Selling a Business Costs in Every State (2026): North Dakota</a> (Laurent Capital)

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