Executive Compensation-IRS Issues New Forms To Be Used To Report Transfers Of Stock Pursuant To An Exercise Of An Incentive Stock Option Or An Option Under An Employee Stock Purchase Plan

The Internal Revenue Service (“IRS”) has issued Forms 3921 and 3922 (both information returns), to be used by corporations to report certain transfers of stock to employees. According to IRS Instructions, Forms 3921 and 3922 are required to be filed for such stock transfers occurring after 2009. The filing of these information returns is required by section 6039 of the Internal Revenue Code (the “Code”), as amended by the Tax Relief and Health Care Act of 2006. Form 3921 is to be used to report a corporation’s transfer of stock pursuant to an employee’s exercise of an incentive stock option described in section 422(b) of the Code. Form 3922 is to be used to report a transfer of stock by an employee where the stock was acquired pursuant to the exercise of an option described in Section 423(c) of the Code (that is, an option granted under an employee stock purchase plan, where the exercise price is less than 100% of the value of the stock on the date of grant, or is not fixed or determinable on the date of grant).