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Official form guide
Form 8937: 8937
Form 8937 is the IRS Statement of Organizational Actions. It reports certain corporate events that affect a taxpayer’s basis, such as mergers, acquisitions, or reorganizations, and must be attached to the entity’s tax return.
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IRS Form 8937 - 8937
Form 8937 is the IRS Statement of Organizational Actions. It reports certain corporate events that affect a taxpayer’s basis, such as mergers, acquisitions, or reorganizations, and must be attached to the entity’s tax return.
Risk Radar
Scan points- 1A single omitted action can trigger an audit and basis correction for years.
- 2Omitting a required organizational action
- 3Misstating the effective date of the transaction
- 4Incorrect basis calculations
- 5Using the wrong tax‑year version of the form
Plain English
When a company goes through a big structural change—like buying another business or merging—it has to tell the IRS how that change affects the owners’ tax basis. Form 8937 is the worksheet the company files with its tax return to disclose those details.
Submission Date
- Filing date: 2017-12-26 22:00:09
- 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 a corporate reorganization, merger, or acquisition changes shareholder basis.
- Do not use for routine capital asset purchases that do not affect ownership basis.
- If the transaction is a simple stock sale without basis impact, consider Form 8949 instead.
Form selector
Use this form or another form?
Stock split or dividend
Tracks capital gains/losses
✓ Verify if basis change required
Asset contribution to partnership
Reports partner basis
✓ Confirm contribution details
Corporate spin‑off
Reports foreign partnership info
✓ Ensure foreign reporting compliance
Deadline or filing window
Form 8937 must be filed with the entity’s income tax return for the year the organizational action occurred. If the return is extended, the form follows the extension deadline. No separate filing deadline exists.
- —Adjusted basis increase | Original basis + Transaction adjustment | New basis | Verify adjustment amount with transaction documents
Checklist
What you need before filling it out
Action description
Transaction agreement or merger plan · Corporate records
Effective date
Closing statement · Board minutes
Basis adjustment amount
Cost allocation schedule · Tax basis worksheet
Shareholder/partner identification
Stock ledger or partnership agreement · Ownership ledger
Before you submit
- 1Use the 2024 edition of Form 8937
- 2Confirm the organizational action meets reporting thresholds
- 3Enter the correct EIN and tax year
- 4Accurately copy dates from transaction documents
- 5Calculate basis adjustments using supporting schedules
- 6Attach the form to the correct tax return (1120, 1120‑S, 1065, etc.)
- 7Sign with an authorized officer
- 8Include any required statements or footnotes
- 9Check that all required pages are present
- 10Mail to the address listed for the attached return
How to file this form
- 1Download or request the 2024 Form 8937 from IRS.gov
- 2Complete Part I with entity information and EIN
- 3Fill Part II with details of each organizational action
- 4Attach supporting schedules for basis adjustments
- 5Sign and date the form
- 6Attach the form to the entity’s federal income tax return
- 7Mail the combined package to the IRS address for that return
Known limitations
- 1IRS instructions do not list a filing fee, but state agencies may have separate requirements
- 2The form does not capture foreign partnership reporting – separate forms may be needed
- 3Only actions that affect basis are required; minor restructurings may be exempt
- 4Electronic filing is only possible when the attached return is e‑filed
Field map
Compact field-by-field guide
Entity Info
1 items
Name and taxpayer ID of the entity claiming the credit.
Credit Info
1 items
Type of credit or incentive being claimed.
Calculation
2 items
The base amount used to calculate the credit.
Calculated credit amount after applying formulas and limitations.
Certification
1 items
Detailed breakdown supporting the credit calculation.
Signatures
1 items
Sign and date the form.
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Fillable formOpen in Editor->Form 8937 is currently in the 2024 edition. Check the IRS website for any later revisions before filing.
What changed or needs a fresh check
- Edition date – verify you have the 2024 version
- Fee – no filing fee for Form 8937
- Mailing address – use the address for the attached tax return
- Signature line – authorized officer must sign
- PDF vs. paper – IRS accepts both if printable
- Form length – ensure all required pages are included
Quick Facts
Downloads
After you file
- 1Retain a copy of the filed Form 8937 with corporate records
- 2Keep all supporting transaction documents for at least seven years
- 3Update shareholder/partner basis worksheets with the new amounts
- 4Monitor subsequent tax returns for consistency with the reported adjustments
- 5Respond promptly to any IRS notices referencing the form
- 6Document any corrections in an amended return if errors are discovered
Sources
- SRCIRS Form 8937 instructionsdescription of purpose and filing requirement
- SRCIRS website2024 edition date
- SRCIRS Publication 542corporate reorganizations and basis adjustments
- SRCForm 8937 PDFpart headings and signature line
- SRCIRS filing address tableswhere to mail attached returns
- SRCIRS FAQno filing fee for Form 8937
- SRCNot found in provided sourceelectronic filing capabilities beyond attached return
Common confusion points
Organizational action vs. ordinary asset purchase
Many think any acquisition needs Form 8937
→ Verify if the event changes ownership basis
Which tax return to attach to
Partnerships vs. corporations have different return numbers
→ Match the form to the entity’s filing type
Effective date vs. filing date
Dates are often confused
→ Use the closing date from the transaction documents
Basis adjustment calculation
Complex allocations can be mis‑computed
→ Cross‑check with the transaction’s cost allocation schedule
Signature authority
Not all officers can sign
→ Confirm signer is authorized in corporate bylaws
Workflow map
Related forms and next steps
Before
Current
After
Often used with
⚠ If something goes wrong
- File an amended return with corrected Form 8937
Source transparency
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