How to Track an 83(b) Election

How to track an 83(b) election is a 30-day file, not a multi-year holding-period board. Internal Revenue Code section 83(b) lets a person who receives restricted property for services include the excess of fair market value at transfer over the amount paid, in the year of transfer. The election must be made not later than 30 days after that transfer. Raziel's QSBS holding period tracker is the later clock. This page is the mailed statement, the company copy, and the date you can still prove.

This is not legal, tax, or investment advice. Raziel does not provide it. Copy the grant paperwork. Do not invent a filing fee or a tax rate.

What the election is

Section 83(a) generally waits until the property is transferable or no longer subject to a substantial risk of forfeiture. Section 83(b)(1) is the choice to include the excess of fair market value at transfer (ignoring lapse restrictions) over the amount paid, in the year of transfer. If you elect, subsection (a) does not apply. If the property is later forfeited, the statute allows no deduction for that forfeiture.

Treasury Regulation 1.83-2(a) says the inclusion can be used even if the transferee paid full value. Basis is the amount paid plus the amount included under 83(b). Publication 525 (2025): you can choose to include the value of restricted property in the year it is transferred rather than the year it becomes substantially vested (transferable, or not subject to a substantial risk of forfeiture).

Section 83(e)(3): section 83 does not apply to an option without a readily ascertainable fair market value. Do not treat a plain option grant as an 83(b) row unless counsel says the instrument is 83 property. Fair value on this row is the number on the grant paperwork (Form 15620 Box 6 if you use the form), not a 409A common FMV pasted as a mark.

The 30-day clock

Section 83(b)(2): make the election in the manner the Secretary prescribes, not later than 30 days after the transfer. It may not be revoked except with the consent of the Secretary. Regulation 1.83-2(b): file not later than 30 days after the property was transferred. You may file before the transfer date.

IRS Form 15620 (Rev. April 2025) repeats the 30-day rule and cites section 7503: if the thirtieth day is a Saturday, Sunday, or legal holiday, a postmark on the next succeeding day that is not a Saturday, Sunday, or legal holiday is timely. Put the transfer date and the last timely mail date on the row. Form 15620 says mail to the IRS office with which the person who performed the services files a federal income tax return. It does not name e-file.

Form 15620 or a written statement

Form 15620 is named on IRS.gov and in Publication 525. Use is voluntary. You may file Form 15620 or a written statement that satisfies Treas. Reg. 1.83-2. Publication 525: file the statement or form with the Internal Revenue Service Center where you file your return, no later than 30 days after the property was transferred.

Treas. Reg. 1.83-2(c), for property transferred on or after January 1, 2016: file one copy with the internal revenue office where the person who performed the services files a return. T.D. 9779 removed the old attach-to-return rule. Do not treat a Form 1040 attachment as required. Publication 525 still lists the contents: name, address, TIN; description; dates transferred and the tax year; restrictions; fair market value at transfer (ignoring restrictions except those that never lapse); amount paid; and a statement that copies went to the appropriate persons.

Regulation 1.83-2(d) and Form 15620 Additional Copies: send a copy to the person for whom the services were performed, and to the transferee if that person is different. Box 9 on the form (service recipient) is optional for a valid election. The copy-to-company duty still sits in Additional Copies.

Columns on the file

Open one row per transfer of 83 property. Do not overwrite a later vesting event onto this row.

• Transfer date. Form 15620 Box 3. Regulation 1.83-3(a) is what constitutes a transfer.

• Fair market value used. From the grant paperwork or Box 6, without regard to lapse restrictions. Do not invent a number.

• Amount paid. Box 7. The included amount is Box 6 minus Box 7 if you use the form.

• Mailed or filed date. Postmark or IRS receipt. Proof of mailing is a tracker column, not a certified-mail mandate.

• 30-day clock. Last timely day after the transfer date, applying section 7503 if needed.

• Copy stored. Your signed Form 15620 or written statement.

• Company copy. Date you sent the copy to the service recipient (and the transferee, if different).

• QSBS clock note. Regulation 1.83-4(a): if an 83(b) election is made, the holding period begins just after the transfer date. If no election, it begins when the property is substantially vested. That start date is a note. Eligibility is the QSBS sibling page.

When the ledger holds

The row holds if transfer date, FMV from the paperwork, mailed date, last timely day, and both copies are filled. It fails when you file after day 30 and call it timely, skip the company copy, or paste a 409A common FMV as the included amount. Revocation takes IRS consent. Regulation 1.83-2(f) and Form 15620 point to a mistake-of-fact standard and Revenue Procedure 2006-31.

Raziel's startup investment tracker is the book those grant files can sit on: cash dates, documents, cap tables, IRR and MOIC. Raziel does not file elections and does not give tax advice. Copy the 30-day date. Leave the inclusion math to the grant paperwork and your advisor.