Sitemaps

Questions

Fundraising

What are the tax consequences for founders if the seed round investors take common stock instead of preferred?

The founders all have common stock which was valued nominally at time of incorporation. An 83(b) election was filed. We have read that it may trigger immediate tax payments for founders.

Answer This Question

2

Answers

Ben Savage

President at Bellfoundry Advisors

There shouldn't be any tax consequences for the founders if you've made 83b elections--the election meant you paid tax already on the full value of the stock at the time of the election (presumably zero) even though it was subject to future forfeiture. If you sell newly-issued stock there should be no tax impact. If you sell your own common stock, you'd pay tax on the gain, but I doubt that is what you mean here.

Of course, you should not take the free advice dispensed on Clarity and consult your own tax preparer--this is not tax advice.

Answered over 10 years ago