When should a founder file an 83(b) election?
Short answer: Within 30 days of receiving any unvested equity. The deadline is statutory and cannot be cured. Missing it can cost a founder hundreds of thousands of dollars in unnecessary tax over the life of the vesting schedule.
When a founder receives restricted stock subject to vesting, the default tax rule under IRC § 83(a) is that the founder pays ordinary income tax at each vesting date, on the value of the shares at that date. If the company appreciates — which is the whole point — the tax bill grows with the valuation.
An 83(b) election lets the founder pay tax on the entire grant at the time of issuance, when the value is typically very low. From that point, future appreciation is taxed as capital gain (and may qualify for QSBS exclusion). The election must be filed with the IRS within 30 days of the grant. There is no extension, no late-filing relief, and no workaround. File it.
Updated May 26, 2026. General information only — not legal advice for your specific situation. For advice on your facts, book an intro call.