Skip to content

Guide

The 83(b) election, explained.

An 83(b) election changes when restricted founder stock is taxed: at transfer instead of as the restrictions lapse. The filing deadline is generally 30 days after that founder’s stock transfer. Choose a filing route and preserve proof of timely submission.

Why it exists

Founder stock usually comes with vesting: the company can repurchase unvested shares if you leave. Under Internal Revenue Code §83, stock that can be forfeited may otherwise create taxable income as the restrictions lapse. If the company grows, each vesting date can create a tax bill on illiquid stock.

The 83(b) election moves that tax timing to the actual transfer date. That is why founders receiving restricted stock usually evaluate and file it immediately, preserve submission evidence, and ask a tax professional about any non-standard facts rather than waiting for vesting to begin.

The mechanics, briefly

Each founder decides whether to make the election. In Corply's managed workflow, that founder reviews and personally signs the pre-filing Founder Formation Authorization in a secure browser. After the restricted stock purchase agreement establishes the actual transfer date, Corply completes and executes the election under that specific stored authority. The record ties the resulting document to the founder's authorization; it is not a new signature by the founder on that date. There is no second signing step in this standard workflow.

The founder then supplies their taxpayer identification number (TIN, usually an SSN or ITIN) through a secure browser page. Corply operations mails the election and stores the tracking and filing evidence. If you do not have an SSN or ITIN, contact the team before choosing this route; do not enter a placeholder number. The current secure form requires a nine-digit identifier.

This is step eight of the Delaware C-Corp formation sequence; international founders should also see the EIN guide.

File your election yourself

Choose I file it during intake. Corply charges no 83(b) mailing fee for this route, keeps your deadline visible, sends reminders, and provides a private page for your filing evidence. You complete, sign, and submit the election. If managed filing is already authorized or underway, contact Corply before changing routes to avoid duplicate submissions.

  1. Check the actual transfer date and deadline against your executed stock documents. Confirm the shares, restrictions, price paid, and fair market value. Par value is not automatically fair market value.
  2. For online filing, open IRS Form 15620. The IRS requires an Online Account for this signed form. Personally complete the identity check, review, signature, and submission. Save the submitted form and the success confirmation.
  3. For paper filing, complete and sign Form 15620 or a compliant election prepared for your circumstances. Use the IRS office where you file your federal income tax return, as the form instructions direct; the company's Delaware registered office does not determine this destination.
  4. Give the company a copy of the completed, signed election. If the service provider and the property transferee differ, the IRS instructions also require a copy for the transferee.
  5. Open the private self-filing link in your Corply status or reminder email. Redact taxpayer identifiers from the proof you upload, then supply the submission details for review. An upload alone does not close the deadline or establish IRS acceptance. Keep your complete signed election and proof in your own secure records too.

Your AI agent can help organize the non-sensitive facts and reminders. Never put an SSN, ITIN, identity credential, or unredacted tax document into chat. Personally enter sensitive fields on the IRS site or an appropriate secure form.

A standard paper packet includes two envelopes

For a mailed election with an IRS acknowledgment request, prepare the signed election, one acknowledgment copy, and a short cover letter asking the IRS to stamp and return that copy. Enclose a smaller, self-addressed envelope with enough prepaid postage to return the acknowledgment. Put these inside the outbound envelope. Weigh the complete packet and pay the postage required for its actual size and weight.

Use standard USPS First-Class Mail with Certified Mail and keep the dated USPS acceptance receipt, a copy of everything enclosed, tracking, and any delivery evidence. A printed label or purchased postage alone does not prove USPS accepted the packet. Corply's managed route uses standard service, without an expedited shipping tier.

The IRS mailroom instructions describe returning an acknowledgment when a stamped, self-addressed envelope is supplied. Its return timing is outside your control. Do not wait for that copy to preserve proof of timely filing. The prepaid return envelope is separate from the optional USPS Return Receipt service; a returned acknowledgment confirms receipt, not a legal or tax determination.

If you do not have an SSN or ITIN

Form 15620 asks for the taxpayer's TIN. Corply's managed secure form currently requires a nine-digit SSN or ITIN, and self-filing does not remove the IRS's identification requirements. Do not substitute the company EIN, another person's number, or a placeholder. Ask a qualified U.S. tax advisor promptly about your facts and filing route; obtaining an EIN for the company does not resolve this personal election issue or extend its deadline.

Do it from your agent

Each founder can choose managed standard certified mail or self-filing. Corply tracks the deadline and filing evidence for either route.

Agent setup instructions

Claude Code, Codex, Cursor, and OpenCode setup →

Primary sources

FAQ

When exactly does the 30-day clock start?
The clock starts on the actual stock-transfer date, not the formation date. The IRS requires filing no later than 30 days afterward. Its instructions address a deadline that falls on a Saturday, Sunday, or legal holiday; confirm the exact deadline for your transfer.
Does Delaware acceptance start the 30-day clock?
No. Delaware acceptance supplies the corporation's formation date and Corply's standard vesting commencement date. The separate 83(b) clock starts only when that founder's restricted stock is actually transferred or purchased.
How does Corply handle filing?
For Corply’s managed filing service, each founder decides whether to elect 83(b) and personally signs the pre-filing Founder Formation Authorization in a secure browser. Corply later executes that founder’s election from this stored authorization after the stock-transfer date is established. There is no second signature in this standard path. The founder supplies their tax ID securely; operations mails the election and records evidence.
Can I file directly with the IRS online?
Yes. Choose self-filing during intake; there is no Corply 83(b) mailing fee. The IRS offers online Form 15620 through an IRS Online Account. You complete, sign, and submit it personally, retain the submitted election and confirmation, and add proof through your private Corply self-filing page. Corply keeps the deadline open until the submitted proof has been reviewed.
Is the IRS acknowledgment copy the same as a USPS return receipt?
No. An IRS acknowledgment is a copy of your election returned in the stamped, self-addressed envelope you enclose. A USPS return receipt is a separate paid delivery service. Keep proof of timely mailing even if you request an IRS acknowledgment; neither receipt is a ruling that the election is legally valid.
What happens if I miss the deadline?
Missing the filing deadline can change the tax treatment as stock restrictions lapse. Contact a tax professional promptly to assess your facts and options. Corply cannot promise relief from a missed statutory deadline.
Should every founder file one?
The election is each taxpayer’s decision. It can have important tax consequences, including when stock later loses value. Review your own circumstances with a tax advisor; the software does not make the election decision for you.

This page is general education, not legal or tax advice, and reading it does not create an attorney-client relationship. Corply is operated by 0Lumen Labs Corp., is not a law firm, and routes questions that need individualized judgment to licensed professionals. Rules and fees change, so verify current requirements with the relevant state, the IRS, or your counsel.