What is a vesting cliff?
A period, often twelve months, before any shares vest. At the cliff the months already served vest at once; after it, shares vest monthly or quarterly until the end of the schedule.
Plan founder equity and vesting
Split founder equity, lay out vesting with its cliff and acceleration, and get the last day to file a Section 83(b) election, counted from the statute. Clauseworthy is not a law firm and does not give legal advice.
- Sources26 U.S.C. §§ 83(b), 7503; IRS Form 15620
- PrivacyRuns in this tab; nothing is uploaded
- OutputA summary PDF, no agreement text
Result
Your plan
Enter a vesting start date to see the schedule.
Why the date matters.
An 83(b) election has to be made within 30 days of the transfer; the statute provides no later date.
How the last day is counted
Thirty days after the transfer, moved to the next business day when it lands on a weekend or a District of Columbia legal holiday, as 26 U.S.C. § 7503 and the Form 15620 instructions apply it.
- 26 U.S.C. § 83(b)(2) — time for making the election
- 26 U.S.C. § 7503 — time for performance when the last day falls on a Saturday, Sunday or legal holiday
- 26 CFR § 301.7503-1 — legal holidays
- IRS Form 15620, Section 83(b) Election (Rev. 4-2025), with instructions
- D.C. Code § 28-2701 — legal holidays in the District of Columbia
What this does not do
- It generates no founder or stock purchase agreement; there is no public standard to draft one from.
- It does not say whether an 83(b) election suits you; that is a tax question.
- A statewide holiday where your IRS office is can make the true last day later; it is not counted here.
Questions about founder equity
What is the difference between single and double trigger?
Single trigger accelerates vesting on one event, usually a sale of the company. Double trigger needs two: the sale and, around it, a termination without cause or a resignation for good reason.
Does this draft a founder agreement?
No. It records the numbers you would hand to a lawyer who drafts one.