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Official form guide
Form 3922: Transfer of Stock Acquired Through An Employee Stock Purchase Plan Under Section 423(c)
IRS Form 3922 is used to report the first transfer of stock acquired through an employee stock purchase plan when the exercise price was less than 100% of the stock’s value on the grant date. Employers file it with the IRS and provide a copy to the employee.
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IRS Form 3922 - Transfer of Stock Acquired Through An Employee Stock Purchase Plan Under Section 423(c)
IRS Form 3922 is used to report the first transfer of stock acquired through an employee stock purchase plan when the exercise price was less than 100% of the stock’s value on the grant date. Employers file it with the IRS and provide a copy to the employee.
Risk Radar
Scan points- 1Leaving Box 8 blank when the exercise price was not fixed or determinable.
- 2Missing the corporation’s name or address.
- 3Omitting the employee’s identification number.
- 4Leaving Box 1 (date option granted) empty.
- 5Leaving Box 2 (date option exercised) empty.
Plain English
Form 3922 tells the IRS about stock you got from your company's purchase plan. It shows when you were granted the option, when you exercised it, and the price you paid. The company sends a copy to the IRS and you keep one for your records. You will need the information later when you sell the stock.
Submission Date
- Filing date: 2025-03-19 22:10:28
- Preparation window: collect IDs, supporting records, and signatures in advance.
- Final review: verify names, dates, and required fields before submission.
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What this form is for
- Use this form when the employer records a first transfer of legal title of stock acquired through an employee stock purchase plan and the exercise price was less than 100% of the stock’s value on the grant date or was not fixed or determinable on that date.
- Do not use it when the exercise price was 100% of the stock’s value on the grant date or when the transfer is not the first transfer of legal title.
- Check Form 1099 instead when reporting other types of income not covered by Form 3922.
Form selector
Use this form or another form?
First transfer of ESPP stock where exercise price <100% of grant FMV
Required to report basis and future gain/loss on the stock
✓ Confirm boxes 1‑8 are completed
Reporting other compensation not related to ESPP
Other compensation is reported on Form 1099, not Form 3922
✓ Verify the compensation type qualifies for Form 1099
Correcting an error on a previously filed Form 3922
A corrected form ensures IRS has accurate transfer information
✓ Mark the form as corrected and re‑enter all data
Deadline or filing window
Not stated in the official source.
Checklist
What you need before filling it out
Corporation’s name
Not stated in the official source · Form 3922 (Copy A)
Corporation’s federal identification number
Not stated in the official source · Form 3922 (Copy A)
Employee’s identification number
Not stated in the official source · Form 3922 (Copy A)
Box 1 – Date option granted
Not stated in the official source · Form 3922 (Copy A)
Box 8 – Exercise price if not fixed
Not stated in the official source · Form 3922 (Copy A)
Before you submit
- 1Enter the corporation’s name exactly as shown on its legal documents
- 2Enter the corporation’s federal identification number
- 3Enter the employee’s identification number
- 4Enter the employee’s name and full address
- 5Enter the account number if assigned
- 6Complete Box 1 with the date the option was granted
- 7Complete Box 2 with the date the option was exercised
- 8Enter the fair market value per share on the grant date in Box 3
- 9Enter the fair market value per share on the exercise date in Box 4
- 10Enter the exercise price paid per share in Box 5
- 11Enter the number of shares transferred in Box 6
- 12Leave Box 8 blank if the exercise price was fixed on the grant date
How to file this form
- 1Complete all required fields on Form 3922
- 2Attach Copy A to the employer’s filing package for the IRS
- 3Retain Copy B for the employee’s records
- 4Mail the completed form to the IRS address indicated in the instructions
Known limitations
- 1Form 3922 does not apply when the exercise price equals or exceeds 100% of the stock’s value on the grant date.
- 2Form 3922 does not apply for transfers after the first transfer of legal title.
- 3Form 3922 does not apply to stock acquired outside an employee stock purchase plan.
Field map
Compact field-by-field guide
General Info
2 items
Full legal name and taxpayer identification number (SSN or EIN).
Current mailing address.
Details
2 items
Complete all applicable sections of this form according to the official IRS instructions.
Enter the relevant dollar amount if this form involves tax calculation.
Certification
1 items
Read and acknowledge any certifications required by this form.
Signatures
1 items
Sign and date. Unsigned forms cannot be processed.
Almost done reviewing the fields?
Fillable formOpen in Editor->The form is the Rev. April 2025 edition; the source links to a page for the latest information at www.irs.gov/Form3922.
What changed or needs a fresh check
- Edition date — confirm the revision date reads April 2025
- Fee — Not stated in the official source
- Mailing address — Not stated in the official source
- Signature — Not stated in the official source
- Form title — confirm the title matches "Transfer of Stock Acquired Through an Employee Stock Purchase Plan Under Section 423(c)"
Quick Facts
Downloads
After you file
- 1Retain Copy B of Form 3922 with your tax records.
- 2Use the form to calculate gain or loss when you sell the stock.
- 3File a corrected Form 3922 if any information is inaccurate.
- 4Do not cut or separate the form pages.
Sources
- SRCForm p.1 — header includes 'VOID CORRECTED' indicating corrected forms.
- SRCForm p.2 — note '(keep for your records)' indicating retention requirement.
- SRCForm p.3 — explains Box 1 shows date option granted.
- SRCForm p.3 — explains Box 2 shows date option exercised.
- SRCForm p.3 — explains Box 8 content and condition when blank.
- SRCForm p.3 — states you must recognize gain or loss on your tax return when you sell the stock.
- SRCForm p.1 — Copy A for IRS, Copy B for employee.
- SRCForm p.3 — describes that form is provided because exercise price was less than 100% of value or not fixed.
- SRCForm p.3 — instructs to keep the form to figure gain or loss.
- SRCForm p.1 — includes 'Do Not Cut or Separate Forms on This Page' instruction.
Common confusion points
What does Box 1 represent?
It shows the date the option to purchase the stock was granted.
→ Verify the date matches your grant notice.
What does Box 2 represent?
It shows the date you exercised the option to purchase the stock.
→ Verify the date matches your exercise confirmation.
What does Box 8 contain?
It shows the exercise price per share determined as if the option was exercised on the date in Box 1 when the price was not fixed or determinable.
→ Verify Box 8 is filled only when the price was not fixed; otherwise it should be blank.
Why is there a 'VOID CORRECTED' label?
It indicates the form has been corrected after initial filing.
→ Ensure you file a corrected Form 3922 if any data changes.
Do I need to file this form myself?
Copy A is for the IRS and Copy B is provided to the employee.
→ Confirm you received Copy B from your employer.
What should I do when I sell the stock?
You must recognize (report) gain or loss on your tax return for the year you sell or otherwise dispose of the stock.
→ Use the form to calculate basis and holding period.
Workflow map
Related forms and next steps
Before
Current
After
Often used with
⚠ If something goes wrong
- Form 3922 (Corrected) — file a corrected Form 3922 to amend errors.
Questions about IRS Form 3922
What is IRS Form 3922 used for?
Form 3922 tells the IRS about stock you got from your company's purchase plan. It shows when you were granted the option, when you exercised it, and the price you paid. The company sends a copy to the IRS and you keep one for your records. You will need the information later when you sell the stock.
Who must file IRS Form 3922?
The corporation (your employer) that issued the employee stock purchase plan must file IRS Form 3922 with the Internal Revenue Service.
What information does IRS Form 3922 require?
The form collects the corporation’s name, address, and EIN; the employee’s name, address, and identification number; the account number; and details in Boxes 1‑8 such as grant date, exercise date, fair market values, exercise price, number of shares transferred, and the date legal title was transferred.
How do I complete IRS Form 3922?
Enter the corporation’s name, address, and federal identification number, then the employee’s name, address, and identification number. Provide the account number and fill Boxes 1 through 8 with the required dates, values, and share counts. Copy A is sent to the Internal Revenue Service Center; Copy B is kept by the employee for records.
What does Box 1 represent?
It shows the date the option to purchase the stock was granted. Verify the date matches your grant notice.
What does Box 2 represent?
It shows the date you exercised the option to purchase the stock. Verify the date matches your exercise confirmation.
What does Box 8 contain?
It shows the exercise price per share determined as if the option was exercised on the date in Box 1 when the price was not fixed or determinable. Verify Box 8 is filled only when the price was not fixed; otherwise it should be blank.
Why is there a 'VOID CORRECTED' label?
It indicates the form has been corrected after initial filing. Ensure you file a corrected Form 3922 if any data changes.
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