Instructions for the

Requester of Form W-9

(Rev. March 2024)

Request for Taxpayer Identification Number

and Certification

Department of the Treasury

Internal Revenue Service

Section references are to the Internal Revenue Code unless 

otherwise noted.

Future Developments

For the latest developments related to Form W-9 and its 

instructions, such as legislation enacted after they were 

published, go to IRS.gov/FormW9.

What’s New

Line 3a. We clarified that a Limited Liability Company (LLC) that 

is a disregarded entity should fill out line 3a by checking the 

appropriate box for the tax classification of its owner in the first 

row on line 3a. We also added guidance that provides clarity for 

disregarded entities completing lines 1 and 2. For proper 

processing, information for disregarded entities is reported as 

the owner’s name on line 1, and the disregarded entity’s name is 

entered on line 2.

For an LLC that is not disregarded, line 3a has a single box to 

check and available entry space for the LLC to notate the proper 

tax classification as corporation, S corporation, or partnership 

(C, S, or P).

We updated the Note in line 3a to emphasize this distinction 

for LLCs.

Line 3b. A new line has been added for partnerships (including 

limited liability companies (LLCs) classified as partnerships for 

U.S. federal tax purposes), trusts, or estates to indicate if they 

have foreign partners, owners, or beneficiaries when providing 

this form to a flow-through entity in which it owns an interest. This 

change provides the flow-through entity with information 

regarding the status of its indirect foreign partners, owners, or 

beneficiaries, so that it can satisfy any applicable reporting 

requirements.

You are only required to verify that the box on line 3b has 

been properly checked if you are a flow-through entity that is 

otherwise required to obtain a new Form W-9 from your partner, 

owner, or beneficiary. You may rely on the information provided 

on line 3b unless you know that it is incorrect. If line 3b is 

completed (or if it has not been completed and you know that 

this is incorrect), you may be required to report on Schedules 

K-2 and K-3 (Form 1065) or otherwise provide the relevant 

information to your partner, owner, or beneficiary. See 

Partnership Instructions for Schedules K-2 and K-3 (Form 1065).

Withholding and reporting under sections 1446(a) and (f) 

starting in 2023. Section 1446(f), added by P.L. 115-97, 

section 13501, enacted new rules for withholding on the transfer 

of a partnership interest.

In general, section 1446(f) applies to transfers of partnership 

interests occurring on or after January 1, 2018. However, certain 

withholding provisions of section 1446(f) apply to transfers after 

2022, including:

• Transfers of interests in publicly traded partnerships (PTPs) 

under section 1446(f);

• Distributions made by PTPs (PTP distributions); and

• Partnership withholding under section 1446(f)(4) on 

distributions to transferees of non-PTP interests that failed to 

properly withhold under section 1446(f).

The portion of the section 1446(a) regulations relating to 

withholding and reporting on distributions made by PTPs was 

expanded to allow certain additional entities to act as nominees 

for PTP distributions.

For applicability dates for certain regulations under sections 

1446(a) and (f), see Notice 2021-51, available at IRS.gov/irb/

2021-36_IRB#NOT-2021-51.

Updated qualified intermediary (QI) agreement. The QI 

withholding agreement, entered into by the Internal Revenue 

Service (IRS) and certain foreign persons under Regulations 

section 1.1441-1(e), and outlined in Rev. Proc. 2017-15, expired 

December 31, 2022. New QI guidance effective January 1, 

2023, was published in Rev. Proc. 2022-43 and allows certain 

persons to enter into an agreement to simplify their obligations 

as withholding agents under chapters 3 and 4 of the Code and 

as payors under chapter 61 and section 3406 for amounts paid 

to their account holders. See Rev. Proc. 2022-43, available at 

IRS.gov/irb/2022-52_IRB#REV-PROC-2022-43.

Reminders

Backup withholding rate. The backup withholding rate is 24% 

for reportable payments.

Foreign Account Tax Compliance Act (FATCA) and backup 

withholding exemptions. FATCA requires a participating 

foreign financial institution (FFI) to report all U.S. account holders 

that are specified U.S. persons (generally individuals, 

partnerships, S corporations, LLCs and certain estates and 

trusts). Form W-9 has space to enter an Exempt payee code (if 

any) and Exemption from FATCA Reporting Code (if any). The 

references for the appropriate codes are in the Exemptions 

section of Form W-9, and in the Payees and Account Holders 

Exempt From FATCA Reporting section of these instructions.

The Certification section in Part II of Form W-9 includes 

certification relating to FATCA reporting.

Differences in chapter 3 and chapter 4. Withholding on 

certain U.S. source reportable payments under chapter 3 is 

different than withholding on certain withholdable payments to 

foreign entities that fail to report U.S. owners and account 

holders under chapter 4. These instructions cover the basics. A 

review of Pub. 515, Withholding of Tax on Nonresident Aliens 

and Foreign Entities, is essential to learn details associated with 

backup withholding not covered here.

Purpose

Chapter 3 provides that non-U.S. persons, whether individuals or 

entities, are subject to tax on their income that is effectively 

connected to a U.S. trade or business. A properly completed and 

signed Form W-9 can be relied upon to avoid backup 

withholding to a payee. However, a payor of certain information 

return reportable payments is subject to the withholding 

requirements under section 3406 (backup withholding), if:

Mar 11, 2024 Cat. No. 20479P
1. A payee fails to furnish a taxpayer identification number 

(TIN);

2. IRS provides notification that a payee's TIN is incorrect;

3. There has been a notified payee underreporting of 

payments of interest or dividends; or

4. There has been a payee failure to certify that the payee is 

not subject to backup withholding.

A payor must deduct, withhold, and deposit with IRS 24% of 

reportable payments made to that payee until the cause of the 

backup withholding is remedied.

Backup withholding liability. If you don’t collect backup 

withholding from affected payees as required, you may become 

liable for any uncollected amount.

Chapter 4. For chapter 4 purposes, Form W-9 is used to 

withhold on payments to foreign financial institutions (FFI) and 

non-financial foreign entities (NFFE) if they don't report all 

specified U.S. account holders. If an account holder fails to 

provide its TIN, then the withholding rate is 30%.

TIN matching e-services. The IRS website offers TIN 

matching e-services for certain payors to validate name and TIN 

combinations. See Taxpayer Identification Number (TIN) 

Matching, later.

Background. Chapter 3

Section 1446(f) generally requires that if a portion of a gain on 

any disposition of an interest in a partnership would be treated 

under section 864(c)(8) as effectively connected income (ECI), 

the transferee purchasing an interest from a non-U.S. transferor 

must withhold a tax equal to 10% of the amount realized, unless 

an exception applies. The amount of gain or loss treated as ECI 

is equal to the distributive share of ECI that would be allocated to 

the transferring partner if the partnership sold all of its assets as 

of the date of the transfer. (The partner is deemed to have sold 

its proportionate share of the assets the partnership uses in its 

U. S. trade or business.) If a partnership also holds one or more 

U. S. real property interests, at the time of the disposition of the 

interest, the gain or loss treated as ECI is figured under 

Regulations section 1.864(c)(8)-1(c).

Generally, a presumption of foreign status is required if a 

properly completed and signed Form W-9 is not received. A 

payee may rebut any presumption by providing reliable 

documentation to the withholding agent or, if applicable, to the 

IRS.

If the transferor furnishes an affidavit stating, under penalty of 

perjury, the transferor's U.S. TIN and that the transferor is not a 

foreign person, then no withholding is required for a disposition. 

Withholding is required if the transferee has actual knowledge 

that the affidavit is false, or the transferee receives a notice from 

an agent that the statement is false, or the IRS requires the 

transferee to furnish a copy of the affidavit/statement and the 

transferee fails to furnish a copy.

If the transferee fails to withhold, the partnership is required to 

withhold from distributions to the transferee a tax (equal to the 

amount the transferee failed to withhold, plus interest). See 

generally T.D. 9926.

Background. Chapter 4

U.S. persons are subject to tax on worldwide income from all 

sources including income generated outside of the United 

States. It is not illegal or improper for U.S. taxpayers to own 

offshore structures, accounts, or assets. However, taxpayers 

must comply with income tax and information reporting 

requirements associated with these offshore activities.

The Foreign Account Tax Compliance Act (FATCA) of 2010 

aims at getting information regarding account holders of foreign 

financial institutions (FFIs), and the substantial U.S. owners of 

certain foreign entities (more than a 10% ownership interest). A 

withholding agent must withhold 30% of any withholdable 

payment (with certain exceptions) to an FFI or non-financial 

foreign entity (NFFE) that fails to provide documentation that the 

withholding agent may rely upon to treat the payment as exempt 

or that fails to provide a certification that it does not have any 

substantial U.S. owners. See sections 1471 through 1474.

With a model 1 or 2 intergovernmental agreement (IGA), 

reporting FFIs must identify U.S. accounts and report information 

about U.S. account holders.

If a withholding agent makes a payment to a person that is not 

the payee, the withholding agent will be required to determine 

the chapter 4 status of each intermediary or flow-through entity 

in the payment chain until the withholding agent is able to identify 

the payee. Standards for determining when a withholding agent 

will be considered to have reason to know that a claim of 

exemption from withholding is unreliable or incorrect are outlined 

in Regulations section 1.1471-3(e)(4).

See Regulations section 1.1471-3 for details regarding 

presumptions, valid documentation to determine payee status, 

and consequences for an agent that fails to withhold in 

accordance with the presumptions or that has actual knowledge 

or reason to know facts contrary to the presumptions. For 

information on exempt payees, see Payees and Account Holders 

Exempt From FATCA Reporting, later.

Individual Taxpayer Identification 

Number (ITIN)

Form W-9 (or an acceptable substitute) is used by persons 

required to file information returns with the IRS to get the payee's 

(or other person's) correct name and TIN. For individuals, the 

TIN is generally a social security number (SSN).

However, in some cases, individuals who become U.S. 

resident aliens for federal tax purposes are not eligible to obtain 

an SSN. This includes certain resident aliens who must receive 

information returns but who cannot obtain an SSN.

These individuals must apply for an ITIN on Form W-7, 

Application for IRS Individual Taxpayer Identification Number, 

unless they have an application pending for an SSN. Individuals 

who have an ITIN must provide it on Form W-9.

Note. ITINs that haven’t been included on a U.S. federal tax 

return at least once in the last 3 consecutive tax years will expire. 

Expired ITINs must be renewed in order to avoid delays in 

processing the ITIN holder’s tax return. If the IRS deactivates the 

ITIN because it has expired, the ITIN may still be used on Form 

W-9. However, the ITIN holder will have to apply to renew the 

deactivated ITIN if there is a need to file a tax return. For more 

information, see the Instructions for Form W-7.

Substitute Form W-9

You may develop and use your own Form W-9 (a substitute Form 

W-9) if its content is substantially similar to the official IRS Form 

W-9 and it satisfies certain certification requirements.

A valid Form W-9, or a substitute form, must contain the 

payee's name and TIN and be signed and dated under penalties 

of perjury by the payee or a person authorized to sign for the 

payee. A foreign person, including a U.S. branch of a foreign 

person that is treated as a U.S. person under Regulations 

section 1.1441-1(b)(2)(iv) or a foreign branch of a U.S. financial 

institution that is a QI, may not provide a Form W-9.

You may incorporate a substitute Form W-9 into other 

business forms you customarily use, such as account signature 

cards. However, the certifications on the substitute Form W-9 

2 Instr. for Req. of Form W-9 (Rev. 3-2024)
must clearly state (as shown on the official Form W-9) that under 

penalties of perjury:

1. The payee's TIN is correct,

2. The payee is not subject to backup withholding due to 

failure to report interest and dividend income,

3. The payee is a U.S. person, and

4. The FATCA code entered on this form (if any) indicating 

that the payee is exempt from FATCA reporting is correct.

You may provide certification instructions on a substitute 

Form W-9 in a manner similar to the official form. If you are not 

collecting a FATCA exemption code by omitting that field from 

the substitute Form W-9, see Payees and Account Holders 

Exempt From FATCA Reporting, later. Notify the payee that item 

4 does not apply.

You may not:

1. Use a substitute Form W-9 that requires the payee, by 

signing, to agree to provisions unrelated to the required 

certifications, or

2. Imply that a payee may be subject to backup withholding 

unless the payee agrees to provisions on the substitute form that 

are unrelated to the required certifications.

A substitute Form W-9 that contains a separate signature line 

just for the certifications satisfies the requirement that the 

certifications be clearly stated.

If a single signature line is used for the required certifications 

and other provisions, the certifications must be highlighted, 

boxed, printed in bold-face type, or presented in some other 

manner that causes the language to stand out from all other 

information contained on the substitute form. Additionally, the 

following statement must be presented to stand out in the same 

manner as described above and must appear immediately 

above the single signature line:

“The IRS does not require your consent to any provision of 

this document other than the certifications required to avoid 

backup withholding.”

If you use a substitute form, you are required to provide the 

Form W-9 instructions to the payee only if he or she requests 

them. However, if the IRS has notified the payee that backup 

withholding applies, then you must instruct the payee to strike 

out the language in the certification that relates to 

underreporting. This instruction can be given orally or in writing. 

See item 2 of the Certification on Form W-9. You can replace 

“defined below” with “defined in the instructions” in item 3 of the 

Certification on Form W-9 when the instructions will not be 

provided to the payee except upon request. For more 

information, see Rev. Proc. 83-89,1983-2 C.B. 613, amplified by 

Rev. Proc. 96-26, which is on page 22 of Internal Revenue 

Bulletin 1996-8, available at IRS.gov/pub/irs-irbs/irb96-08.pdf.

TIN Applied For

For interest and dividend payments and certain payments with 

respect to readily tradable instruments, the payee may return a 

properly completed, signed Form W-9 to you with “Applied For” 

written in Part I. This is an “awaiting-TIN” certificate. The payee 

has 60 calendar days, from the date you receive this certificate, 

to provide a TIN. If you do not receive the payee's TIN at that 

time, you must begin backup withholding on payments.

Reserve rule. You must backup withhold on any reportable 

payments made during the 60-day period if a payee withdraws 

more than $500 at one time, unless the payee reserves an 

amount equal to the current year's backup withholding rate on all 

reportable payments made to the account.

Alternative rule. You may also elect to backup withhold during 

this 60-day period, after a 7-day grace period, under one of the 

two alternative rules discussed below.

Option 1. Backup withhold on any reportable payments if the 

payee makes a withdrawal from the account after the close of 7 

business days after you receive the awaiting-TIN certificate. 

Treat as reportable payments all cash withdrawals in an amount 

up to the reportable payments made from the day after you 

receive the awaiting-TIN certificate to the day of withdrawal.

Option 2. Backup withhold on any reportable payments made 

to the payee's account, regardless of whether the payee makes 

any withdrawals, beginning no later than 7 business days after 

you receive the awaiting-TIN certificate.

The 60-day exemption from backup withholding does 

not apply to any payment other than interest, dividends, 

and certain payments relating to readily tradable 

instruments. Any other reportable payment, such as 

nonemployee compensation, is subject to backup withholding 

immediately, even if the payee has applied for and is awaiting a 

TIN.

Even if the payee gives you an awaiting-TIN certificate, you must 

backup withhold on reportable interest and dividend payments if 

the payee does not certify, under penalties of perjury, that the 

payee is not subject to backup withholding.

If you do not collect backup withholding from affected payees as 

required, you may become liable for any uncollected amount.

For payees exempt from backup withholding, see Payees 

Exempt From Backup Withholding. For payments exempt from 

backup withholding, see Payments Exempt From Backup 

Withholding.

How Do I Know When To Use

Form W-9?

Use Form W-9 to request the taxpayer identification number 

(TIN) of a U.S. person (including a resident alien) and to request 

certain certifications and claims for exemption. (See Purpose of 

Form on Form W-9.) Withholding agents, defined later, may 

require signed Forms W-9 from U.S. exempt recipients to 

overcome a presumption of foreign status. For federal tax 

purposes, a U.S. person includes, but is not limited to:

• An individual who is a U.S. citizen or U.S. resident alien;

• A partnership, corporation, company, or association created 

or organized in the United States or under the laws of the United 

States;

• Any estate (other than a foreign estate); or

• A domestic trust (as defined in Regulations section 

301.7701-7).

Submission of a signed Form W-9 or other certification of 

non-foreign status may be required from a U.S. person to avoid 

withholding applicable to foreign persons when:

• A withholding agent makes a reportable payment of an 

amount subject to withholding under sections 1441–1443 or a 

withholdable payment under sections 1471–1474.

• A transferor disposes of a U.S. real property interest and the 

amount realized is subject to withholding under section 1445(a).

• A U.S. real property holding corporation, certain real estate 

investment trusts (REITs), regulated investment companies 

(RICs), or certain partnerships makes a distribution subject to 

withholding under section 1445(e).

• A partnership is required to withhold under section 1446(a) on 

a partner's allocable share of the partnership's effectively 

connected taxable income.

• A transferor transfers an interest in a partnership engaged in a 

trade or business within the United States and the amount 

realized is subject to withholding under section 1446(f)(1).

CAUTION

!

Instr. for Req. of Form W-9 (Rev. 3-2024) 3
Generally, if a Form W-9 or other certification of non-foreign 

status has not been received, the rules under chapters 3 and 4 

require the withholding agent, transferee, or partnership (payor) 

to presume that the recipient, owner, transferor, or partner 

(payee) is subject to withholding and payment of the applicable 

withholding tax.

See Pub. 515 for more information.

A participating foreign financial institution (PFFI) should 

request Form W-9 from an account holder that is a U.S. person. 

If an account is jointly held, the PFFI should request a Form W-9 

from each holder that is a U.S. person. A recalcitrant account 

holder is an account holder that is not an FFI and that fails to 

comply with documentation or information requests from an FFI 

in which it holds an account. In the case of such clients, PFFIs 

must withhold 30% on all U.S. withholdable payments as defined 

by the IRS FATCA regulations.

A partnership that receives a signed Form W-9 that has 

box 3b checked from any of its partners, indicating that the 

partner has (direct or indirect) foreign partners, owners, or 

beneficiaries, may be required to complete Schedules K-2 and 

K-3 (Form 1065).

Advise foreign persons to use the appropriate Form W-8 or 

Form 8233, Exemption From Withholding on Compensation for 

Independent (and Certain Dependent) Personal Services of a 

Nonresident Alien Individual. See Pub. 515 for a list of the W-8 

forms.

Establishing U.S. Status for Purposes 

of Chapter 3 and Chapter 4 

Withholding

Under chapters 3 and 4 of the Internal Revenue Code:

• A withholding agent that makes a payment of an amount 

subject to withholding or a withholdable payment to a foreign 

person generally must withhold and pay a withholding tax under 

sections 1441–1443 or 1471–1474.

• A transferee of a U.S. real property interest from a foreign 

transferor generally must withhold and pay a withholding tax 

under section 1445(a).

• A U.S. real property holding corporation, certain REITs or 

RICs, and certain partnerships must withhold and pay a 

withholding tax under section 1445(e) on certain distributions to 

a foreign person.

• A partnership that conducts a trade or business in the United 

States generally must withhold and pay a withholding tax under 

section 1446(a) on any foreign partner's allocable share of 

effectively connected taxable income from such business.

• A transferee of an interest in a partnership engaged in a trade 

or business within the United States from a foreign transferor 

generally must withhold and pay a withholding tax under section 

1446(f)(1).

In the cases below, the following person must be the one that 

provides the Form W-9 to the payor for purposes of establishing 

its non-foreign status.

• In the case of a disregarded entity with a U.S. owner, the U.S. 

owner of the disregarded entity and not the disregarded entity.

• In the case of a grantor trust with a U.S. grantor or other U.S. 

owner, generally, the U.S. grantor or other U.S. owner of the 

grantor trust and not the grantor trust.

• In the case of a U.S. trust (other than a grantor trust), the U.S. 

trust and not the beneficiaries of the trust.

See Pub. 515 for more information.

Electronic Submission of Forms W-9

Requesters may establish a system for payees and payees' 

agents to submit Forms W-9 electronically, including by fax. A 

requester is anyone required to file an information return. A 

payee is anyone required to provide a taxpayer identification 

number (TIN) to the requester. A payee is the holder of the 

account except if there is a QI, or a foreign person acting as 

agent or intermediary for a payment.

Electronic system. Generally, the electronic system must:

• Ensure the information received is the information sent, and 

document all occasions of user access that result in the 

submission;

• Make reasonably certain that the person accessing the 

system and submitting the form is the person identified on Form 

W-9, the investment advisor, or the introducing broker;

• Provide the same information as the paper Form W-9;

• Be able to supply a hard copy of the electronic Form W-9 if 

the IRS requests it; and

• Require as the final entry in the submission an electronic 

signature by the payee whose name is on Form W-9 that 

authenticates and verifies the submission. The electronic 

signature must be under penalties of perjury, and the perjury 

statement must contain the language of the paper Form W-9.

For Forms W-9 that are not required to be signed, the 

electronic system need not provide for an electronic 

signature or a perjury statement.

For more details, see:

• Announcement 98-27, which is on page 30 of Internal 

Revenue Bulletin 1998-15, available at IRS.gov/pub/irs-irbs/

irb98-15.pdf.

• Announcement 2001-91, which is on page 221 of Internal 

Revenue Bulletin 2001-36 at IRS.gov/pub/irs-irbs/irb01-36.pdf.

Responsibility of a Withholding Agent/Qualified 

Intermediary (QI)/Nominee

Payee's agent. A payee's agent can be an investment advisor 

(corporation, partnership, or individual) or an introducing broker. 

An investment advisor must be registered with the Securities and 

Exchange Commission (SEC) under the Investment Advisers Act 

of 1940. The introducing broker is a broker-dealer that is 

regulated by the SEC and the Financial Industry Regulatory 

Authority (FINRA), and that is not a payor. Except for a broker 

who acts as a payee's agent for “readily tradable instruments,” 

the advisor or broker must show in writing to the payor that the 

payee authorized the advisor or broker to transmit the Form W-9 

to the payor.

A withholding agent may be an individual, corporation, 

partnership, trust, association, or any other entity, including (but 

not limited to) any foreign intermediary, foreign partnership, or 

U.S. branch of certain foreign banks and insurance companies. If 

several persons qualify as withholding agents for a single 

payment, the tax must only be withheld once.

A withholding agent is any person, U.S. or foreign, in 

whatever capacity acting, that has the control, receipt, custody, 

disposal, or payment of a withholdable payment or foreign 

pass-through payment. Generally, a withholding agent can 

reliably associate a withholdable payment with valid 

documentation if, before the payment, it has obtained (either 

directly from the payee or through its agent) valid documentation 

appropriate to the payee's chapter 4 status, it can reliably 

determine how much of the payment relates to the valid 

documentation, and it does not know (or have reason to know) 

that any of the information, certifications, or statements in, or 

associated with, the documentation are unreliable or incorrect.

A withholding agent that is making a withholdable payment to 

a nonqualified intermediary, for which a withholding statement is 

required under chapters 3 or 4, may accept a withholding 

statement that meets the requirements described in Regulations 

section 1.1471-3(c)(3). A nonqualified intermediary (NQI) is an 

TIP

4 Instr. for Req. of Form W-9 (Rev. 3-2024)
intermediary that has not entered into any agreement with the 

IRS, and NQIs generally do not have any obligations other than 

passing up information regarding the persons for whom they 

receive payments so that upstream withholding agents can 

withhold and report as required.

A certificate or other documentation becomes invalid on the 

date that the withholding agent knows (or has reason to know) 

that circumstances affecting the correctness of the certificate or 

documentation have changed. See Pub. 515 for examples. For 

due diligence requirements applicable to withholding agents 

under chapter 4, see Regulations section 1.1471-3.

The Qualified Intermediary (QI) system is designed to simplify 

withholding and reporting obligations under Regulations section 

1.1441-1(e)(5) and allows an FFI, or foreign branches of a U.S. 

financial institution, to receive favorable documentation, 

reporting, and withholding tax treatment. A QI must provide a 

withholding agent with the Forms W-9 or disclose the names, 

addresses, and taxpayer identifying numbers, if known, of those 

U.S. non-exempt recipients for whom the QI receives reportable 

amounts to the extent required in the QI's agreement with the 

IRS. See Regulations section 1.1441-1(e)(5). For additional 

withholding and reporting provisions applicable to QIs under 

chapters 3 and 4, see Rev. Proc. 2022-43, available at 

IRS.gov/irb/2022-52_IRB#REV-PROC-2022-43.

For information for QIs, nominees, and brokers carrying out 

transfers of an interest in a PTP, see Regulations section 

1.1446(f)-4. See also Notice 2023-8, available at IRS.gov/irb/

2023-02_IRB#NOT-2023-8.

Section 1445. For a disposition of a U.S. real property interest, 

the transferee generally is required to withhold 15% of the 

amount realized. See Pub. 515. For definitions of a U.S. real 

property interest and a U.S. real property holding company, see 

section 897.

Payees Exempt From Backup 

Withholding

Certain payees are exempt from backup withholding with respect 

to the payments below, and should enter the corresponding 

exempt payee code on Form W-9. You may rely on the payee’s 

claim of exemption unless you have actual knowledge that the 

exempt payee code and/or classification selected are not valid, 

or if they are inconsistent with each other. In that case, you may 

rely on the Form W-9 for purposes of obtaining the payee’s TIN, 

but you must treat the payee as non-exempt. If the payee failed 

to enter an exempt payee code, but the classification selected 

indicates that the payee is exempt, you may accept the 

classification and treat the payee as exempt unless you have 

actual knowledge that the classification is not valid.

If the payee is not exempt, you are required to backup 

withhold on reportable payments if the payee does not provide a 

TIN in the manner required or does not sign the certification, if 

required. Exempt payees include:

1. An organization exempt from tax under

section 501(a), any IRA, or a custodial account under section 

403(b)(7) if the account satisfies the requirements of section 

401(f)(2);

2. The United States or any of its agencies or 

instrumentalities;

3. A state, the District of Columbia, a U.S. commonwealth or 

territory, or any of their political subdivisions, agencies, or 

instrumentalities;

4. A foreign government or any of its political subdivisions, 

agencies, or instrumentalities;

5. A corporation;

6. A dealer in securities or commodities required to register 

in the United States, the District of Columbia, or a U.S. 

commonwealth or territory;

7. A futures commission merchant registered with the 

Commodity Futures Trading Commission;

8. A real estate investment trust;

9. An entity registered at all times during the tax year under 

the Investment Company Act of 1940;

10. A common trust fund operated by a bank under

section 584(a);

11. A financial institution as defined under section 581;

12. A middleman known in the investment community as a 

nominee or custodian; or

13. A trust exempt from tax under section 664 or described in 

section 4947.

The following types of payments are exempt from backup 

withholding as indicated for payees listed in 1 through 13 above.

Interest and dividend payments. All listed payees are exempt 

except the payee in item 7.

Broker transactions. All payees listed in items 1 through 4 and 

6 through 11 are exempt. Also, C corporations are exempt. A 

person registered under the Investment Advisers Act of 1940 

who regularly acts as a broker is also exempt.

Barter exchange transactions and patronage dividends. 

Only payees listed in items 1 through 4 are exempt.

Payments reportable under sections 6041 and 6041A. 

Payees listed in items 1 through 5 generally are exempt.

However, the following payments made to a corporation and 

reportable on Form 1099-MISC, Miscellaneous Information, are 

not exempt from backup withholding.

• Medical and health care payments.

• Attorneys' fees (also gross proceeds paid to an attorney, 

reportable under section 6045(f)).

• Payments for services paid by a federal executive agency. 

(See Rev. Rul. 2003-66, which is on page 1115 of Internal 

Revenue Bulletin 2003-26, available at IRS.gov/pub/irs-irbs/

irb03-26.pdf.)

Payments made in settlement of payment card or third party network transactions. Only payees listed in items 1 through 

4 are exempt.

Payments Exempt From Backup 

Withholding

Payments that are not subject to information reporting also are 

not subject to backup withholding. For details, see sections 

6041, 6041A, 6042, 6044, 6049, and 6050N and their 

regulations. The following payments generally are exempt from 

backup withholding.

Dividends and patronage dividends. 

• Payments to nonresident aliens subject to withholding under 

section 1441.

• Payments to partnerships not engaged in a trade or business 

in the United States and that have at least one nonresident alien 

partner.

• Payments of patronage dividends not paid in money.

• Payments made by certain foreign organizations.

• Section 404(k) distributions made by an employee stock 

ownership plan (ESOP).

Interest payments. 

• Payments of interest on obligations issued by individuals. 

However, if you pay $600 or more of interest in the course of your 

trade or business to a payee, you must report the payment. 

Instr. for Req. of Form W-9 (Rev. 3-2024) 5
Backup withholding applies to the reportable payment if the 

payee has not provided a TIN or has provided an incorrect TIN.

• Payments described in section 6049(b)(5) to nonresident 

aliens.

• Payments on tax-free covenant bonds under

section 1451.

• Payments made by certain foreign organizations.

• Mortgage or student loan interest paid to you.

Other types of payment. 

• Wages.

• Distributions from a pension, annuity, profit-sharing or stock 

bonus plan, any IRA, an owner-employee plan, or other deferred 

compensation plan.

• Distributions from a medical or health savings account and 

long-term care benefits.

• Certain surrenders of life insurance contracts.

• Distribution from qualified tuition programs or

Coverdell Education Savings Accounts (ESAs).

• Gambling winnings if regular gambling winnings withholding is 

required under section 3402(q). However, if regular gambling 

winnings withholding is not required under section 3402(q), 

backup withholding applies if the payee fails to furnish a TIN.

• Real estate transactions reportable under

section 6045(e).

• Cancelled debts reportable under section 6050P.

• Fish purchases for cash reportable under

section 6050R.

Payees and Account Holders Exempt 

From FATCA Reporting

Reporting under chapter 4 (FATCA) with respect to U.S. persons 

generally applies only to non-financial foreign entities (NFFEs), 

and foreign financial institutions (FFIs) (including a branch of a 

U.S. financial institution that is treated as an FFI under an 

applicable intergovernmental agreement (IGA)). For information 

on IGAs, see the IRS website FATCA page, available at IRS.gov/

FATCA. See also Pub. 5118, FATCA Online Registration User 

Guide, for more information.

Thus, for example, a U.S. financial institution maintaining an 

account in the United States does not need to collect an 

exemption code for FATCA reporting. If you are providing a Form 

W-9, you may pre-populate the FATCA exemption code with "Not 

Applicable," "N/A," or a similar indication that an exemption from 

FATCA reporting does not apply. Any payee that provides such a 

form, however, cannot be treated as exempt from FATCA 

reporting. See Regulations section 1.1471-3(d)(2) for when an 

FFI may rely on documentary evidence to treat a U.S. person as 

other than a specified U.S. person, and see Regulations section 

1.1471-3(f)(3) for when an FFI may apply a presumption rule and 

treat a U.S. person as other than a specified U.S. person.

If you receive a Form W-9 with a FATCA exemption code and 

you know or have reason to know the person is a specified U.S. 

person, you may not rely on the Form W-9 to treat the person as 

exempt from FATCA reporting. However, you may still rely on an 

otherwise completed Form W-9 to treat a person as a specified 

U.S. person. An exemption from FATCA reporting (or lack 

thereof) does not affect backup withholding as described earlier 

in these instructions. The following are not specified U.S. 

persons under chapter 4 and are thus exempt from FATCA 

reporting.

A. An organization exempt from tax under section 501(a), or 

any individual retirement plan as defined in section 7701(a)(37);

B. The United States or any of its agencies or 

instrumentalities;

C. A state, the District of Columbia, a U.S. commonwealth or 

territory, or any of their political subdivisions, agencies, or 

instrumentalities;

D. A corporation the stock of which is regularly traded on one 

or more established securities markets, as described in 

Regulations section 1.1472-1(c)(1)(i);

E. A corporation that is a member of the same expanded 

affiliated group as a corporation described in Regulations 

section 1.1472-1(c)(1)(i);

F. A dealer in securities, commodities, or derivative financial 

instruments (including notional principal contracts, futures, 

forwards, and options) that is registered as such under the laws 

of the United States or any state;

G. A real estate investment trust;

H. A regulated investment company as defined in section 

851 or an entity registered at all times during the tax year under 

the Investment Company Act of 1940;

I. A common trust fund as defined in section 584(a);

J. A bank as defined in section 581;

K. A broker;

L. A trust exempt from tax under section 664 or described in 

section 4947; or

M. A tax-exempt trust under a section 403(b) plan or section 

457(g) plan.

Joint Foreign Payees

Under chapter 4, if the first payee listed on an account gives you 

a form within the W-8 series, or a similar statement signed under 

penalties of perjury, backup withholding applies unless:

1. Every joint payee provides the statement regarding 

foreign status, or

2. Any one of the joint payees who has not established 

foreign status gives you a TIN.

If any one of the joint payees who hasn’t established foreign 

status gives you a TIN, use that number for purposes of backup 

withholding and information reporting.

Generally, if a withholding agent makes a payment to joint 

payees and cannot reliably associate the payment with valid 

documentation from each payee, but all of the joint payees 

appear to be individuals, then the payment is presumed made to 

an unidentified U.S. person, and backup withholding applies. 

However, if one of the joint payees provides a Form W-9 in 

accordance with the procedures described in Regulations 

section 31.3406(d)-1 through 31.3406(d)-5, the payment is 

treated as made to that payee, and no withholding is required. 

See Regulations sections 1.1441-1(b)(9), and 1.1471-3(f)(7).

For more information on foreign payees, see the Instructions 

for the Requester of Forms W-8BEN, W-8BEN-E, W-8ECI, 

W-8EXP, and W-8IMY.

Names and TINs To Use

for Information Reporting

Show the full name and address as provided on Form W-9 on 

the information return filed with the IRS and on the copy 

furnished to the payee. If the payee has marked their address 

“NEW,” you should update your records. If you made payments 

to more than one payee or the account is in more than one 

name, enter on the first name line of the information return only 

the name of the payee whose TIN is shown on Form W-9. You 

may show the names of any other individual payees in the area 

below the first name line on the information return. Forms W-9 

showing an ITIN must have the name exactly as shown on 

line 1a of the Form W-7 application. If you are a PFFI reporting a 

U.S. account on Form 8966, FATCA Report, and the account is 

6 Instr. for Req. of Form W-9 (Rev. 3-2024)
jointly held by U.S. persons, file a separate Form 8966 for each 

holder.

For more information on the names and TINs to use for 

information reporting, see section J of the General 

Instructions for Certain Information Returns, available at 

IRS.gov/instructions/i1099gi.

Notices From the IRS

The IRS will send you a notice if the payee's name and TIN on 

the information return you filed don’t match the IRS's records. 

(See Taxpayer Identification Number (TIN) Matching next.) If you 

receive a backup withholding notice, you may have to send a “B” 

notice to the payee to solicit another TIN. Pub. 1281, Backup 

Withholding for Missing and Incorrect Name/TIN(s), contains 

copies of the two types of “B” notices. If you receive a penalty 

notice, you may also have to send a solicitation to the payee. 

See Pub. 1586, Reasonable Cause Regulations & Requirements 

for Missing and Incorrect Name/TINs on Information Returns.

Taxpayer Identification Number (TIN) 

Matching

TIN matching allows a payor or authorized agent who is required 

to file information returns to match TIN and name combinations 

with IRS records before submitting the forms to the IRS. TIN 

matching is one of the e-services products that is offered and is 

accessible through the IRS website. Go to the eServices 

Registration home page, located at IRS.gov/e-services. See also 

Pub. 2108A, On-Line Taxpayer Identification Number (TIN) 

Matching Program, for guidance. It is anticipated that payors who 

validate the TIN and name combinations before filing information 

returns will receive fewer backup withholding (CP2100) notices 

and penalty notices. Program participants will generally be able 

to rely on a verified TIN/name match as reasonable cause under 

section 6724(a), which will provide significant incentive for 

payors to check and correct payee TINs before filing information 

returns and payee statements. See Rev. Proc. 2003-9, which is 

TIP

on page 516 of Internal Revenue Bulletin 2003-8, available at 

IRS.gov/pub/irs-irbs/irb03-08.pdf. Any information received 

through the TIN matching program must be kept confidential in 

accordance with Regulations section 31.3406(f)-1.

Payment and Returns of Tax Withheld

Form 945. If you withhold or are required to withhold federal 

income tax (including backup withholding) from nonpayroll 

payments, you must file Form 945, Annual Return of Withheld 

Federal Income Tax. Report all federal income tax withholding 

from nonpayroll payments or distributions annually on one Form 

945. Form 945 is used to report income tax withholding on 

nonpayroll payments including backup withholding and 

withholding on pensions, annuities, IRAs, military retirement, and 

gambling winnings. A payor must remit to the IRS all monies 

withheld from reportable payments based on a certain deposit 

schedule. Form 945-A, Annual Record of Federal Tax Liability, is 

used to report tax liability by payors who deposit nonpayroll 

income tax withheld on a semiweekly schedule, or whose tax 

liability on any day is $100,000 or more. See T.D. 8672 for details 

of reporting nonpayroll withheld income taxes under section 

6011. See the Instructions for Form 945.

Form 1042. Don't report on Form 945 withholding that is 

required to be reported electronically on Form 1042, Annual 

Withholding Tax Return for U.S. Source Income of Foreign 

Persons. Use Form 1042 to report tax withheld under chapter 3 

on certain income of foreign persons, including nonresident 

aliens, foreign partnerships, foreign corporations, foreign 

estates, and foreign trusts. Also use Form 1042 to report tax 

withheld under chapter 4 on withholdable payments. See the 

Instructions for Form 1042 for details.

Additional Information

For more information on backup withholding, see Pubs. 1281 

and 515.

Instr. for Req. of Form W-9 (Rev. 3-2024) 7