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Official form guide
Form 3922: 3922
Form 3922 reports the transfer of stock that an employee bought under an Employee Stock Purchase Plan (ESPP). Employers must file it with the IRS and give a copy to the employee after the stock is transferred.
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IRS Form 3922 - 3922
Form 3922 reports the transfer of stock that an employee bought under an Employee Stock Purchase Plan (ESPP). Employers must file it with the IRS and give a copy to the employee after the stock is transferred.
Risk Radar
Scan points- 1A single typo in an employee’s SSN can invalidate the entire filing and trigger penalties.
- 2Incorrect Social Security Number
- 3Mismatched purchase date vs. transfer date
- 4Wrong fair market value or purchase price
- 5Omitting required employee copies
Plain English
When a company lets you buy its shares at a discount, the IRS wants a record of each share you actually receive. The employer fills out Form 3922 and sends you a copy so you can report any gain on your tax return.
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 when you transfer ESPP‑purchased stock to an employee.
- Do not use for stock acquired through other plans (e.g., RSUs).
- Check Form 3921 if the transfer involves incentive stock options.
Form selector
Use this form or another form?
Transfer of incentive stock options
Tracks ISO exercises, not ESPP purchases
✓ Verify plan type first
Non‑qualified stock purchase
Report on employee’s W‑2
✓ Confirm plan qualification
Deadline or filing window
Employers must file Form 3922 with the IRS by February 28 of the year after the transfer. Employee copies must also be delivered by that date. If the deadline falls on a weekend or holiday, the next business day is acceptable.
- —Number of shares transferred | Multiply shares by purchase price | Total purchase amount | Verify rounding rules
Checklist
What you need before filling it out
Employee name & SSN
Payroll/HR file · Form W‑2
Transfer date
Brokerage statement · Form 3922 line 1
Fair market value
Daily market price on transfer date · Stock exchange record
Purchase price
ESPP plan document · Payroll deduction record
Number of shares
Plan allocation report · Share ledger
Before you submit
- 1Verify SSN matches IRS records
- 2Confirm transfer date is within the reporting year
- 3Check fair market value matches closing price on transfer date
- 4Ensure purchase price reflects ESPP discount
- 5Confirm total shares transferred are correct
- 6Sign the form with authorized officer’s title
- 7Use the 2024 edition of Form 3922
- 8Submit via FIRE or correct mailing address
- 9Retain a copy of each employee’s Form 3922
- 10Record filing confirmation number if electronic
- 11Cross‑check employee copy against employer copy
How to file this form
- 1Log into the IRS FIRE system with your Transmitter Control Code.
- 2Upload the completed PDF of Form 3922 for each employee.
- 3Validate the batch to catch format errors.
- 4Transmit the batch and save the acknowledgment receipt.
- 5If filing paper, print legible copies, sign, and mail to the IRS address.
- 6Mail or securely email employee copies within the deadline.
- 7File a copy of the transmission receipt with your payroll records.
Known limitations
- 1Form does not calculate capital gains; employees must use the data on their own returns.
- 2The IRS does not provide real‑time error checking for paper submissions.
- 3Only the employer’s authorized officer can sign; unauthorized signatures are rejected.
- 4Electronic filing requires a valid TC code; expired codes cause rejection.
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->Form 3922 is currently in its 2024 edition. The IRS updates the form annually; verify the edition date before filing.
What changed or needs a fresh check
- Edition date – confirm the form is the 2024 version
- Fee – none for filing Form 3922
- Mailing address – use IRS address in the 2024 instructions if filing paper
- Electronic transmission – FIRE system credentials must be current
- Signature requirement – employer authorized officer must sign
Quick Facts
Downloads
After you file
- 1Store the IRS acknowledgment and all sent copies for at least three years.
- 2Reconcile the total shares reported with your year‑end ESPP ledger.
- 3Notify employees that their copy is on file and advise them to keep it.
- 4Monitor for any IRS notices of correction or penalty.
- 5Update your payroll system to reflect the reported transfer dates.
- 6Prepare for next year’s filing by archiving this year’s data.
Sources
- SRCIRS Form 3922 instructionsconfirm purpose and filing deadline
- SRCIRS FIRE system guidelinesconfirm electronic filing requirements
- SRC2024 edition headerverify edition date
- SRCForm 3922 line itemslist data captured
- SRCIRS penalty guidancerisk of errors
- SRCEmployee Stock Purchase Plan regulationsdefine qualified plan
- SRCNot found in provided source
Common confusion points
ESPP vs. ISO
Employees think any stock purchase needs Form 3922
→ Verify plan type before filing
Electronic vs. paper filing deadline
Some think paper deadline is later
→ Both share the same February deadline
Fair market value source
Different sources give slightly different prices
→ Use the official closing price on the transfer date
Number of shares rounding
Shares may be fractional
→ Follow plan’s rounding rules and document them
Employee copy delivery method
Some assume email is acceptable
→ Use the method specified in the instructions (mail or secure electronic delivery)
Workflow map
Related forms and next steps
Before
Current
After
Often used with
⚠ If something goes wrong
- Form 3922‑C (correction) – file to amend errors
Source transparency
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