Form 15620 is the IRS's own form for making a section 83(b) election. It lets someone who receives restricted property, such as unvested shares, for their work include the value in income now rather than when it vests. It must be filed no later than 30 days after the property is transferred.
Everything here comes from Form 15620 and its instructions (Rev. April 2025), as of October 2026. The IRS says using the form is voluntary: an election can still be made with a written statement that meets Regulations section 1.83-2.
What an 83(b) election does
When substantially nonvested property is transferred in connection with services, the person doing the work normally pays tax when the property vests. The election flips that. You include in gross income now the excess, if any, of the property's fair market value at transfer over what you paid for it, rather than waiting until it becomes substantially vested. Employees and independent contractors can both make the election.
The IRS points to the Restricted Property section of Publication 525 for the full tax consequences, and they matter: you're choosing to be taxed earlier on a value that may later rise, fall or be forfeited.
The 30-day deadline
The election has to be filed no later than 30 days after the date the property was transferred. If the 30th day falls on a Saturday, Sunday or legal holiday, it's on time if it's postmarked by the next day that isn't one. There's no extension in the instructions, so count from the transfer date in your grant paperwork, not from when you got round to reading it.
Box by box
| Box | What to enter |
|---|---|
| 1 | Your name, taxpayer identification number and address |
| 2 | The property and quantity, for example 1,000 shares of Class A common stock of Corporation B |
| 3 | The date the property is transferred |
| 4 | The taxable year that includes the transfer date, such as calendar year 2025 |
| 5 | The restrictions, for example forfeiture if you stop working there before a set date |
| 6 | Fair market value per item, quantity and total, ignoring lapse restrictions |
| 7 | Price paid per item, quantity and total |
| 8 | The amount to include in income: box 6(c) minus box 7(c) |
| 9 | Optional: name, TIN and address of the person you work for |
Box 9 is optional and leaving it blank doesn't invalidate the election. Then sign and date the declaration, made under penalties of perjury.
Where it goes and who gets copies
- Mail the signed form to the IRS office where you file your federal income tax return.
- Give a copy to the person for whom you perform the services, usually your employer or the company.
- If the person receiving the property isn't you, give a copy to that transferee too.
Keep proof of the posting date. Because timing is everything with this election, a dated mailing receipt is the record that shows you met the 30 days.
Getting the value right
Box 6 asks for fair market value at the time of transfer, worked out without regard to any lapse restriction, the kind of restriction that ends once you vest. Box 4 is the taxable year that includes the transfer date, written like calendar year 2025 or fiscal year ending May 31, 2025. Get the transfer date in box 3 from the grant or purchase agreement, since that one date drives both the year and the 30-day clock.
Why an 83(b) election is so hard to undo
This is the part people don't expect. An 83(b) election can't be revoked except with the consent of the IRS. The instructions point to Regulations section 1.83-2(f) and Revenue Procedure 2006-31 for revocation guidance. Treat the decision as permanent when you make it.
When the election tends to make sense
- When the value at transfer is low, so the income included now is small, as with early-stage shares.
- When you paid fair market value for the shares, so box 8 is zero and there's nothing to include in income.
- When you expect the value to rise before vesting, so taxing it now uses the lower figure.
The risk runs the other way if the shares fall in value or you forfeit them before vesting, because you'll already have reported the income. That trade-off is why the IRS sends readers to Publication 525 first.
Related paperwork
Restricted stock is different from stock bought through an incentive or employee purchase plan, which come with their own forms such as Form 3921. When you later sell shares you made the election on, the sale shows up on Form 1099-B.
The verdict
If you've been granted unvested shares and the election suits you, use Form 15620 because it walks you through every element the regulations require. File it well inside the 30 days, send the copies, and keep the postmark. Then talk the numbers through with a tax adviser, since there's no easy way back.
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Frequently asked questions
What is Form 15620?
It's the IRS form for making a section 83(b) election to include the value of restricted property in income when it's transferred rather than when it vests.
What is the deadline for an 83(b) election?
No later than 30 days after the date the property was transferred, moved to the next business day if the 30th day is a weekend or legal holiday.
Is Form 15620 required for an 83(b) election?
No. Using the form is voluntary; a written statement that meets Regulations section 1.83-2 also works.
Where do I send Form 15620?
By mail to the IRS office where you file your federal income tax return, with copies to the person you work for and to the transferee if that's someone else.
Can I revoke an 83(b) election?
Only with the consent of the IRS, under Regulations section 1.83-2(f) and Revenue Procedure 2006-31.
Is box 9 on Form 15620 required?
No. The name, TIN and address of the service recipient in box 9 is optional and isn't needed for a valid election.
What does box 8 on Form 15620 show?
The amount to include in gross income for the year: the total fair market value in box 6(c) minus the total price paid in box 7(c).
What if the 30th day is a weekend?
The election is timely if it's postmarked by the next day that isn't a Saturday, Sunday or legal holiday.
Can independent contractors make an 83(b) election?
Yes. The person performing the services can make it, whether they're an employee or an independent contractor.
