Selling Your Dental Practice in Texas — Defer the Capital Gain
If you're selling a dental practice in Texas, the tax math depends heavily on your state's capital-gains treatment. Texas's top LTCG rate is 0% — combined with federal 23.8% (20% LTCG + 3.8% NIIT), a lump-sum sale gives back 23.8% of your gain in year one. IRC §453 structured installment sale spreads the gain across the payment schedule, keeping you in lower brackets each year.
This page covers the dental practice sale in Texas specifically. For the general framework see the dental practice guide or the §453 SIS basics.
The math — $4M sale, 80% goodwill, Texas resident
The §453 spread captures roughly the difference between these two numbers — typically 8-12 percentage points of the gain depending on your specific deal economics and Texas's bracket structure.
Texas-specific tax wrinkle
Texas has no state income tax, but federal LTCG + NIIT still apply. §453 still keeps you in lower federal brackets per year and preserves other deductions.
The Texas dental practice market
What is the tax bill on your dental practice sale going to be?
Send me the sale price and rough basis and I'll email you the actual number within one business day — plus the Seller's Guide to §453. If it doesn't fit your deal, I'll tell you that plainly.
No retainer · no obligation · the carrier compensates the broker, not you.
Texas has ~16,000 dentists. MB2 Dental is headquartered in Carrollton — they buy aggressively in TX/OK/NM with a partnership model that lets selling dentist roll 25-40% equity. No state income tax accelerates the DSO transition decision: a TX dentist's lump-sum tax is ~37% (federal-only), and §453 spreading drops effective rate to ~24%. Heartland active in DFW/Houston/Austin; Aspen Dental focuses on suburban corridors.
Texas buyers and consolidators
The active acquirers buying dental practices in Texas: Heartland Dental, Pacific Dental Services, Aspen Dental, MB2 Dental, Smile Brands, North American Dental Group. These institutional buyers' M&A counsel are familiar with the §453 mechanic — papering the assignment at closing is standard.
Dental Practice-specific §453 wrinkle (applies in every state)
Most DSO deals are 80%+ goodwill (self-created, $0 basis) — exactly what §453 was built for. Equipment §1245 recapture (CEREC, CBCT, scanners) hits year one regardless.
When this fits a Texas seller
- $1.5M+ sale price (carrier minimums on the §453-deferred portion)
- Long hold with meaningful gain (where Texas's 0% state rate stacks on federal)
- Sophisticated buyer whose counsel will paper the §453 assignment
- Texas resident at closing (state residency matters for the state-tax piece)
How I work
Hans Goldstein, IRC §453 specialist. I place §453 structured installment sales through carrier-appointed brokerage relationships with Pacific Life, Independent Life, and USAA Life, plus other A-rated Fortune 500 life and annuity carriers — all four licensed in all 50 states including Texas.
Free 15-minute fit-check call. Bring your Texas sale details (price, basis, prior depreciation if applicable, closing timeline) — I model lump-sum vs §453 against your actual numbers.
Frequently asked
Q: I'm a Texas resident but the property is in another state. Where's the tax? A: Generally the gain is sourced to where the property sits (real estate) or where the seller resides (intangibles). Talk to your CPA on multi-state allocation; §453 mechanic works the same.
Q: I'm planning to move out of Texas before closing. Does that change anything? A: Maybe. Texas's residency tests differ — California's exit tests are aggressive; other states less so. Talk to a state-tax specialist before timing the move.
Q: Does the §453 mechanic differ state-to-state? A: No. §453 is federal. State tax rates determine the size of the savings; the mechanic is identical.
Find out what your dental practice sale tax bill actually is — and what you can do about it
No retainer. The carrier compensates the broker — not you.
Find out what your tax bill actually looks like before you sell — including the parts your CPA may not raise until the return is already being prepared.
Most people find out what they owe after the sale closes, when nothing can be changed. A short conversation now tells you the number, which layers apply to your situation, and which options are still open while the sale is still in front of you.
- What you will actually owe — federal, the 3.8% surtax, recapture and your state
- Which of those layers you can still do something about
- Whether spreading the sale changes the number in your case
Hans Goldstein · 615-808-9731 · Goldstein & Co. LLC · This is an educational conversation, not tax advice. Bring your CPA in before you file.
Educational. Not tax or legal advice. Texas tax treatment of §453 generally follows federal — confirm with your CPA.
Run your specific numbers
The calculator runs your sale through real 2026 federal + state tax brackets and shows §453 savings vs lump sum side-by-side.
Run the calculator → 615-808-9731