Election Under Section 83(b) of the Internal Revenue Code

FILING DEADLINE: This election must be filed with the Internal Revenue Service (IRS) office where the taxpayer files their federal income tax return no later than 30 days after the date of transfer of the property described below. This 30-day deadline is set by statute and cannot be extended. Send the signed election by certified mail, return receipt requested, retain proof of mailing, and keep a copy with your tax records. Provide a copy to the company.

The undersigned taxpayer hereby makes an election under Section 83(b) of the Internal Revenue Code of 1986, as amended, and Treasury Regulation Section 1.83-2, with respect to the property described below, and provides the following information as required by the regulation:

1. Taxpayer Information

2. Description of Property

The property with respect to which this election is made is shares of common stock (the “Shares”) of Galaxy Holdings, a TX LLC.

3. Date of Transfer and Taxable Year

The date on which the Shares were transferred to the taxpayer was . The election is made for the taxable year , which is the year in which the property was transferred.

4. Nature of the Restrictions

The Shares are subject to a substantial risk of forfeiture. Specifically, the Shares vest over time based on the taxpayer’s continued service, and the Company has the right to repurchase any unvested Shares at the lower of their original purchase price or fair market value if the taxpayer’s service terminates before the Shares vest. The Shares are also subject to transfer restrictions.

5. Fair Market Value

The fair market value of the Shares at the time of transfer (determined without regard to any restriction other than a restriction that by its terms will never lapse) was per share, for an aggregate fair market value of .

6. Amount Paid for the Property

The amount paid by the taxpayer for the Shares was in the aggregate.

7. Amount to Include in Gross Income

The amount to be included in the taxpayer’s gross income as a result of this election is the excess of the aggregate fair market value of the Shares over the amount paid for them, which is . (If the amount paid equals the fair market value, this amount is $0.)

8. Furnishing of Statement

A copy of this election has been furnished to Galaxy Holdings, the person for whom the services were performed in connection with which the property was transferred. The taxpayer will also file a copy of this election with their federal income tax return for the taxable year in which the property was transferred.

The undersigned understands that this election may not be revoked except with the consent of the Commissioner of Internal Revenue.

TAXPAYER

Name: Michael Yuan
Date:

SPOUSE (if applicable)

 

Name: ______________________
Date: ______________________