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The IRS 3921 form plays a crucial role in the reporting of stock transfers from an employee stock purchase plan. This form is primarily used by employers to report the transfer of stock to employees who have exercised their options. It captures essential information, including the employee's name, the date of the option exercise, and the fair market value of the stock at the time of transfer. Employers must file this form for each employee who exercises stock options during the tax year, ensuring accurate reporting for tax purposes. By doing so, they help employees understand their tax obligations related to the stock received. The IRS 3921 form also aids in maintaining compliance with tax regulations, making it an important document for both employers and employees alike.

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Attention:

Copy A of this form is provided for informational purposes only. Copy A appears in red, similar to the official IRS form. The official printed version of Copy A of this IRS form is scannable, but the online version of it, printed from this website, is not. Do not print and file copy A downloaded from this website; a penalty may be imposed for filing with the IRS information return forms that can’t be scanned. See part O in the current General Instructions for Certain Information Returns, available at IRS.gov/Form1099, for more information about penalties.

Please note that Copy B and other copies of this form, which appear in black, may be downloaded and printed and used to satisfy the requirement to provide the information to the recipient.

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2525

VOID

CORRECTED

 

 

 

TRANSFEROR’S name, street address, city or town, state or province,

1 Date option granted

OMB No. 1545-2129

 

Exercise of an

country, and ZIP or foreign postal code

 

 

Form 3921

 

 

 

 

 

 

Incentive Stock

 

 

 

 

 

 

Option Under

 

 

 

2 Date option exercised

 

 

 

 

 

 

(Rev. April 2025)

 

Section 422(b)

 

 

 

 

 

 

 

 

 

 

 

 

 

TRANSFEROR’S TIN

EMPLOYEE’S TIN

 

3 Exercise price per share

4 Fair market value per share

Copy A

 

 

 

 

on exercise date

For

 

 

 

 

 

 

EMPLOYEE’S name

 

 

$

$

 

Internal Revenue

 

 

 

 

 

 

Service Center

 

 

 

5 No. of shares transferred

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For filing information,

Street address (including apt. no.)

 

 

6 If other than TRANSFEROR, name, address, and TIN of

 

 

Privacy Act, and

 

 

 

corporation whose stock is being transferred

 

 

 

Paperwork Reduction

 

 

 

 

 

 

 

 

 

 

 

 

Act Notice, see the

City or town, state or province, country, and ZIP or foreign postal code

 

 

 

 

 

 

General Instructions

 

 

 

 

 

 

 

 

 

 

 

 

for Certain

 

 

 

 

 

 

Information Returns.

Account number (see instructions)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

www.irs.gov/Form1099

 

 

 

 

 

 

Form 3921 (Rev. 4-2025)

Cat. No. 41179O

 

www.irs.gov/Form3921

Department of the Treasury - Internal Revenue Service

Do Not Cut or Separate Forms on This Page — Do Not Cut or Separate Forms on This Page

CORRECTED (if checked)

TRANSFEROR’S name, street address, city or town, state or province,

1

Date option granted

OMB No. 1545-2129

 

Exercise of an

country, and ZIP or foreign postal code

 

 

Form 3921

 

 

 

 

 

 

Incentive Stock

 

 

 

 

 

 

Option Under

 

 

2

Date option exercised

 

 

 

 

 

 

(Rev. April 2025)

 

Section 422(b)

 

 

 

 

 

 

 

 

 

 

 

 

 

TRANSFEROR’S TIN

EMPLOYEE’S TIN

3

Exercise price per share

4 Fair market value per share

Copy B

 

 

 

 

on exercise date

For Employee

 

 

 

 

 

 

EMPLOYEE’S name

 

$

 

$

 

This is important tax

 

 

5

No. of shares transferred

 

 

information and is

 

 

 

 

 

 

being furnished to the

 

 

 

 

 

 

IRS. If you are required

Street address (including apt. no.)

 

6

If other than TRANSFEROR, name, address, and TIN of

to file a return, a

 

 

 

corporation whose stock is being transferred

negligence penalty or

 

 

 

 

 

 

other sanction may be

City or town, state or province, country, and ZIP or foreign postal code

 

 

 

 

imposed on you if this

 

 

 

 

 

 

item is required to be

 

 

 

 

 

 

reported and the IRS

Account number (see instructions)

 

 

 

 

 

determines that it has

 

 

 

 

 

 

not been reported.

 

 

 

 

 

Form 3921 (Rev. 4-2025)

(keep for your records)

www.irs.gov/Form3921

Department of the Treasury - Internal Revenue Service

Instructions for Employee

You have received this form because your employer (or transfer agent) transferred your employer’s stock to you pursuant to your exercise of an incentive stock option (ISO). You must recognize (report) gain or loss on your tax return for the year in which you sell or otherwise dispose of the stock. Keep this form and use it to figure the gain or loss. For more information, see Pub. 525, Taxable and Nontaxable Income.

When you exercise an ISO, you may have to include in alternative minimum taxable income a portion of the fair market value (FMV) of the stock acquired through the exercise of the option. For more information, see Form 6251, Alternative Minimum Tax—Individuals, and its instructions.

Employee’s taxpayer identification number (TIN). For your protection, this form may show only the last four digits of your social security number (SSN), individual taxpayer identification number (ITIN), or adoption taxpayer identification number (ATIN). However, the employer has reported your complete TIN to the IRS.

Account number. May show an account or other unique number your employer or transfer agent assigned to distinguish your account.

Box 1. Shows the date the option to purchase the stock was granted to you.

Box 2. Shows the date you exercised the option to purchase the stock.

Box 3. Shows the exercise price per share of stock.

Box 4. Shows the FMV of a share of stock on the date the option was exercised.

Box 5. Shows the number of shares of stock transferred to you pursuant to the exercise of the option.

Box 6. Shows the name, address, and TIN of the corporation whose stock is being transferred (if other than the corporation shown in TRANSFEROR boxes in the upper left corner of the form).

Future developments. For the latest information about developments related to Form 3921 and its instructions, such as legislation enacted after they were published, go to www.irs.gov/Form3921.

Free File Program. Go to www.irs.gov/FreeFile to see if you qualify for no-cost online federal tax preparation, e-filing, and direct deposit or payment options.

CORRECTED (if checked)

TRANSFEROR’S name, street address, city or town, state or province,

1

Date option granted

OMB No. 1545-2129

 

Exercise of an

country, and ZIP or foreign postal code

 

 

Form 3921

 

 

 

 

 

 

Incentive Stock

 

 

 

 

 

 

Option Under

 

 

2

Date option exercised

 

 

 

 

 

 

(Rev. April 2025)

 

Section 422(b)

 

 

 

 

 

 

 

 

 

 

 

 

 

TRANSFEROR’S TIN

EMPLOYEE’S TIN

3

Exercise price per share

4 Fair market value per share

 

 

 

 

 

on exercise date

Copy C

 

 

 

 

 

 

EMPLOYEE’S name

 

$

 

$

 

For Corporation

 

 

5

No. of shares transferred

 

 

 

 

 

 

 

 

 

This copy should

Street address (including apt. no.)

 

6

If other than TRANSFEROR, name, address, and TIN of

 

be retained by the

 

 

 

corporation whose stock is being transferred

 

 

 

corporation whose

 

 

 

 

 

 

City or town, state or province, country, and ZIP or foreign postal code

 

 

 

 

stock has been

 

 

 

 

 

 

transferred under

 

 

 

 

 

 

Section 422(b).

Account number (see instructions)

 

 

 

 

 

 

 

 

 

 

 

Form 3921 (Rev. 4-2025)

(keep for your records)

www.irs.gov/Form3921

Department of the Treasury - Internal Revenue Service

Form Specifications

Fact Name Description
Purpose The IRS Form 3921 is used to report the transfer of stock acquired through an employee stock purchase plan.
Who Files Employers are responsible for filing Form 3921 when they transfer stock to employees.
Filing Deadline The form must be filed with the IRS by February 28 of the year following the transfer, or March 31 if filed electronically.
Employee Copy Employers must provide a copy of Form 3921 to the employee by January 31 of the year following the transfer.
Information Required Form 3921 requires details such as the employee's name, address, and the date of stock transfer.
State-Specific Forms Some states may have their own reporting requirements. For example, California requires Form 592 for state tax purposes.
Governing Laws The reporting of stock transfers is governed by Internal Revenue Code Section 6039.
Penalties Failure to file Form 3921 on time may result in penalties imposed by the IRS.
Impact on Taxes Information reported on Form 3921 can affect an employee's tax obligations, particularly regarding capital gains.
Electronic Filing Employers can file Form 3921 electronically through the IRS e-file system, which may streamline the process.

IRS 3921: Usage Guidelines

Filling out the IRS Form 3921 is an important step for reporting certain transactions involving incentive stock options. After completing the form, you will need to submit it to the IRS and provide a copy to the employee involved in the transaction. Below are the steps to accurately fill out the form.

  1. Obtain a copy of IRS Form 3921 from the IRS website or your tax professional.
  2. Enter the name of the corporation that granted the stock options in the appropriate field.
  3. Provide the employer identification number (EIN) of the corporation.
  4. Fill in the address of the corporation, including city, state, and ZIP code.
  5. Enter the name of the employee who exercised the stock options.
  6. Provide the employee's address, including city, state, and ZIP code.
  7. Indicate the date the employee exercised the option.
  8. Fill in the date the stock was transferred to the employee.
  9. Enter the fair market value of the stock on the date of exercise.
  10. Provide the exercise price per share of the stock option.
  11. Indicate the number of shares transferred to the employee.
  12. Review all entries for accuracy before finalizing the form.
  13. Sign and date the form where indicated.
  14. Make copies for your records and for the employee.
  15. Submit the completed form to the IRS by the specified deadline.

Your Questions, Answered

What is the IRS 3921 form?

The IRS 3921 form is used by companies to report the transfer of stock acquired through an employee stock option plan. When an employee exercises their stock options, the employer must provide this form to the IRS and the employee. It includes important details such as the number of shares transferred, the date of exercise, and the fair market value of the stock at the time of exercise.

Who needs to file the IRS 3921 form?

Employers who grant stock options to their employees must file the IRS 3921 form. This requirement applies to both public and private companies. If an employee exercises their stock options during the tax year, the employer must report this transaction using the form. Failure to file can result in penalties.

When is the IRS 3921 form due?

The IRS 3921 form must be filed by January 31 of the year following the stock option exercise. Employers should also provide a copy of the form to the employee by the same deadline. This allows employees to accurately report their income on their tax returns.

What information is included on the IRS 3921 form?

The form includes several key pieces of information. This includes the employee's name and address, the number of shares transferred, the date of the option exercise, the fair market value of the stock on that date, and the exercise price per share. This information is crucial for both the IRS and the employee to ensure proper tax reporting.

What should an employee do if they do not receive the IRS 3921 form?

If an employee does not receive the IRS 3921 form from their employer by the January 31 deadline, they should first reach out to their employer's HR or payroll department. It's important to clarify whether the form was issued and to request a copy if it was not. Employees need this form to accurately report their income and avoid potential issues with the IRS.

Common mistakes

  1. Incorrect Taxpayer Identification Number (TIN): One of the most common mistakes is entering the wrong TIN. Ensure that the Social Security Number or Employer Identification Number is accurate to avoid delays.

  2. Missing Signature: Failing to sign the form can render it invalid. Always check that the form is signed before submission.

  3. Incorrect Date of Transfer: The date when the stock was transferred must be precise. An incorrect date can lead to confusion regarding tax obligations.

  4. Failure to Report All Transfers: Some individuals may forget to report all stock transfers. Ensure that every transaction is documented on the form.

  5. Using Incorrect Form Version: The IRS updates forms periodically. Using an outdated version can result in errors or rejections.

  6. Not Following Instructions: Each form comes with specific instructions. Ignoring these can lead to mistakes that could have been easily avoided.

  7. Inconsistent Information: Ensure that the information on the IRS 3921 form matches other tax documents. Discrepancies can raise red flags.

  8. Failing to Keep Copies: Not retaining a copy of the completed form for personal records can lead to issues in the future. Always keep a copy for your files.

  9. Neglecting to Check for Errors: Rushing through the form can lead to simple mistakes. Take the time to review the entire document before submission.

  10. Submitting Late: The IRS has strict deadlines for form submission. Failing to meet these deadlines can result in penalties.

Documents used along the form

The IRS 3921 form is essential for employers and employees involved in stock option exercises. However, it is often accompanied by several other forms and documents that help clarify tax obligations and provide necessary information for both parties. Understanding these additional documents can streamline the process and ensure compliance with tax regulations.

  • IRS Form W-2: This form reports an employee's annual wages and the taxes withheld from their paycheck. It is crucial for employees to accurately file their income tax returns.
  • IRS Form 1099: This document is used to report various types of income other than wages, salaries, and tips. If an employee receives stock options that result in income, this form may be relevant.
  • IRS Form 1040: This is the standard individual income tax return form used to report income, claim deductions, and calculate tax liability. Employees must include any income from stock options on this form.
  • Stock Option Agreement: This legal document outlines the terms and conditions under which stock options are granted to an employee. It specifies the number of options, exercise price, and vesting schedule.
  • Exercise Notice: This notice is submitted by an employee to formally exercise their stock options. It typically includes details such as the number of shares being purchased and the exercise price.
  • Brokerage Statement: When an employee exercises stock options and sells shares, a brokerage statement provides a record of the transaction, including purchase and sale prices, which is important for tax reporting.

In conclusion, while the IRS 3921 form plays a critical role in reporting stock option exercises, it is important to be aware of the accompanying documents that provide a complete picture of an individual's tax obligations. Each of these forms and agreements contributes to a clear understanding of financial responsibilities and ensures compliance with IRS regulations.

Similar forms

The IRS Form 3921 is used primarily for reporting the transfer of stock acquired through an employee stock purchase plan. It serves a specific purpose, but there are other forms that share similarities in function or context. Below is a list of eight documents that are comparable to the IRS Form 3921.

  • IRS Form 3922: This form is also related to employee stock purchase plans, specifically for reporting the transfer of stock acquired under an employee stock ownership plan (ESOP). Both forms report stock transfers but differ in the type of plan they cover.
  • IRS Form 1099-MISC: Used for reporting various types of income, including non-employee compensation. Like Form 3921, it informs the IRS about income that may not be reported through traditional payroll methods.
  • IRS Form 1099-INT: This form is used to report interest income. Similar to Form 3921, it provides the IRS with information about income earned, ensuring proper taxation.
  • IRS Form 1099-DIV: This document reports dividends and distributions. Both forms serve to inform the IRS about income that taxpayers must report on their tax returns.
  • IRS Form W-2: This form reports wages and salary paid to employees. While it is focused on regular income, it also plays a role in reporting taxable income, similar to Form 3921 for stock transfers.
  • IRS Form 1098: Used for reporting mortgage interest, this form provides necessary information to the IRS about interest payments made by taxpayers, akin to how Form 3921 reports stock transactions.
  • IRS Form 1042-S: This form reports income subject to withholding for foreign persons. Both forms help the IRS track income that may not be straightforwardly reported through other means.
  • IRS Form 8886: This form is used for reporting transactions that may be considered tax avoidance. While it serves a different purpose, both forms contribute to the IRS's understanding of taxpayer activities.

Dos and Don'ts

When filling out the IRS 3921 form, it is important to follow certain guidelines to ensure accuracy and compliance. Here are six things you should and shouldn't do:

  • Do double-check all personal information, including names and Social Security numbers, for accuracy.
  • Don't leave any required fields blank; all sections must be completed.
  • Do use the most current version of the form to avoid any outdated information.
  • Don't forget to sign and date the form before submitting it.
  • Do keep a copy of the completed form for your records.
  • Don't submit the form late; adhere to the deadlines set by the IRS.

By following these guidelines, you can help ensure that your IRS 3921 form is filled out correctly and submitted on time.

Misconceptions

The IRS Form 3921 is often misunderstood, leading to confusion among taxpayers and businesses alike. Here are nine common misconceptions about this form, along with clarifications to help clear up any uncertainty.

  1. Form 3921 is only for employees who receive stock options. Many believe this form is exclusive to employees. In reality, it applies to any individual who exercises an incentive stock option (ISO), including contractors in some cases.
  2. Form 3921 is only necessary for large corporations. This form is required for any company that grants ISOs, regardless of size. Small businesses must comply just as much as larger corporations.
  3. Form 3921 needs to be filed only if the stock is sold. Some think that this form is only relevant when the stock is sold. However, it must be filed when the ISO is exercised, even if the stock is not sold immediately.
  4. Only the employer is responsible for filing Form 3921. While the employer does file this form, the employee also has a responsibility to report the income when filing their tax return.
  5. Form 3921 is not necessary for tax purposes. This form plays a crucial role in tax reporting. It helps employees report their income accurately, which can affect their tax liability.
  6. There is no deadline for filing Form 3921. Some believe that timing isn’t an issue. In fact, employers must file this form by January 31 of the year following the exercise of the ISO.
  7. Form 3921 is the same as Form 1099. While both forms report income, they serve different purposes. Form 3921 specifically relates to the exercise of ISOs, whereas Form 1099 covers various types of income.
  8. Form 3921 is only relevant for federal tax purposes. This form is essential for federal tax reporting, but it can also impact state tax returns, depending on the state’s tax laws.
  9. All stock options are reported on Form 3921. Not all stock options qualify for this form. Only incentive stock options (ISOs) are reported here; non-qualified stock options are reported differently.

Understanding these misconceptions can help ensure compliance and accurate reporting when dealing with stock options and related tax obligations.

Key takeaways

The IRS 3921 form is essential for reporting the exercise of incentive stock options (ISOs). Understanding how to fill it out correctly can help ensure compliance and avoid penalties.

  • Purpose: The form is used to report the transfer of stock acquired through the exercise of ISOs.
  • Who files: Employers must file the form for each employee who exercises ISOs during the tax year.
  • Filing deadline: The form must be submitted to the IRS by February 28 if filed on paper, or by March 31 if filed electronically.
  • Recipient copies: Employers must provide a copy of the form to the employee by January 31 of the following year.
  • Information required: The form requires details such as the employee’s name, address, and Social Security number.
  • Stock details: Include information about the stock, such as the date of exercise, fair market value, and number of shares.
  • Reporting income: Employees may need to report the income from the exercise of ISOs on their tax returns.
  • Importance of accuracy: Ensure all information is accurate to avoid issues with the IRS.
  • Penalties: Incorrect or late filing can lead to penalties for both the employer and the employee.
  • Record keeping: Employers should maintain copies of the filed forms for their records for at least three years.