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Form 5472 for Shopify Sellers: Annual Tax Guide

Updated June 2026 · Reviewed by a Form 5472 specialist

foreign owned disregarded entity Form 5472 filing guide for Shopify sellers running a US LLC

The short answer

If you run a Shopify store through a US LLC you own as a non-US person, you operate a foreign owned disregarded entity — and you must file Form 5472 with a pro forma Form 1120 every year. Funding the LLC counts as a reportable transaction, so virtually every foreign-owned Shopify LLC must file. The deadline is April 15 (October 15 with Form 7004), by mail or fax only — never e-file. Skipping it triggers a $25,000 penalty per form, per year. This guide walks Shopify sellers through the whole obligation for 2026.

Key takeaways

Why do Shopify sellers have to file Form 5472?

Because a Shopify store run through a US LLC owned by a non-US person is a foreign owned disregarded entity, and IRC §6038A requires it to report transactions with its owner. The obligation began for disregarded entities in 2017 under T.D. 9796.

Many Shopify sellers form a US LLC to access Stripe, PayPal, US payment processors, and US-based suppliers. That is a smart move — but it carries a federal reporting duty most sellers never hear about until a notice arrives. When a non-US person owns a US single-member LLC, the IRS treats that LLC as a disregarded entity for income tax, but as a corporation for the limited purpose of Form 5472 reporting. Final regulations under T.D. 9796 created this rule for tax years beginning on or after January 1, 2017.

The obligation is identical to any other foreign owner — there is nothing Shopify-specific that exempts you. For the foundational rules, see Form 5472 for foreign-owned single-member LLCs. The same logic applies whether you sell physical goods, dropship, or run a print-on-demand store.

Which Shopify sellers actually need to file?

Any Shopify seller whose store runs through a US LLC that is at least 25% owned by a non-US person and had a reportable transaction must file. That captures virtually every foreign-owned Shopify LLC, because funding the store is itself reportable.

Two conditions must both be true: a foreign person owns at least 25% of the US LLC, and the LLC had a reportable transaction with that owner or a related foreign party. Because launching a Shopify business always means moving money into the LLC, the second condition is met in almost every case in year one.

Which Shopify-seller setups must file Form 5472
Your setupFiles Form 5472?Filed with
Non-US owner, US single-member LLCYes — if reportable transactionPro forma Form 1120
Non-US owner, US LLC taxed as C-corpYes — if reportable transactionForm 1120
Two non-US owners, US LLC as partnershipGenerally no (Form 1065/K-1)Form 1065
US-citizen owner, no foreign ownerNo

Source: IRC §6038A; IRS Instructions for Form 5472. Verified June 2026.

If you are still unsure, the rules are the same for every online business model — compare your situation against Form 5472 for e-commerce founders.

What counts as a reportable transaction for a Shopify store?

The most common triggers are capital contributions to fund the store, owner draws or distributions, and fees paid by the owner on the LLC's behalf. Even a single $100 contribution to open the LLC is a reportable transaction.

Form 5472 is triggered by transactions between you and your LLC, not by your Shopify revenue. The money you move to set up and run the store is what matters. Sales to customers are generally not reportable transactions; movements between you (the foreign owner) and the LLC are.

Common Shopify-seller reportable transactions
ActionReportable?
Wiring money to fund the LLC bank accountYes — capital contribution
Paying Shopify or app subscriptions from your personal cardYes — amount paid on behalf of the LLC
Taking an owner draw from store profitsYes — distribution
Lending money to the LLC for inventoryYes — loan
Customer buys a product on your storeNo — not a related-party transaction

Source: IRS Instructions for Form 5472, Part V/VI. Verified June 2026.

Because at least one of these almost always happens, plan to file every year the LLC exists — even a zero-revenue year. Read how the rule plays out for freelancers with US LLCs; the mechanics are the same.

How does a Shopify seller file Form 5472 in 2026?

You cannot e-file. Attach Form 5472 to a pro forma Form 1120, then mail it to P.O. Box 149342, Austin, TX 78714-9342, or fax it to 855-887-7737. Those are the only 2 accepted methods. Keep the receipt as proof.

There is no online submission portal for a foreign-owned disregarded entity. The IRS accepts only paper mail or fax for this filing. The pro forma Form 1120 is a near-blank corporate form: you complete the identifying header and write “Foreign-owned U.S. DE” across the top, then attach the completed Form 5472.

The two accepted filing methods
MethodWhereProof to keep
MailP.O. Box 149342, Austin, TX 78714-9342Certified-mail receipt
Fax855-887-7737Fax transmission confirmation

Source: IRS Instructions for Form 5472 (foreign-owned U.S. DE). Verified June 2026.

If preparing a corporate form for a store you only opened to take payments feels like overkill, that is exactly what a flat-fee service handles. Start on the apply page.

When is the Shopify seller's Form 5472 deadline?

Form 5472 for the 2025 tax year is due April 15, 2026, filed with the pro forma Form 1120. Filing Form 7004 by April 15 pushes the deadline to October 15, 2026 — a 6-month extension of filing only.

The deadline is the 15th day of the 4th month after the tax year ends — April 15 for a calendar-year LLC, which covers nearly every Shopify store. Form 7004 buys you six more months, but because a disregarded entity has no entity-level income tax, the extension is purely about the paperwork date, not a payment date.

Do not wait until April to gather your records. Keep a running log of every contribution and draw throughout the year so the Part V totals are ready. The same deadline discipline that protects e-commerce founders protects Shopify sellers.

What is the penalty if a Shopify seller skips Form 5472?

The penalty is $25,000 per form, per year, under IRC §6038A(d). There is no cap and no statute of limitations (IRC §6501(c)(8)), and an extra $25,000 accrues every 30 days after a 90-day IRS notice.

This is one of the harshest information-return penalties in the tax code, and it applies even to an honest mistake or a forgotten form. Because there is no statute of limitations on an unfiled information return, a year missed three years ago can still be assessed today, with interest. A seller who ignored the rule for several years can face six figures in exposure.

How the penalty stacks

A single missed year is $25,000. After the IRS sends a 90-day notice, an additional $25,000accrues every 30 days the form stays unfiled, with no upper limit. Read the full breakdown on the Form 5472 penalty page before assuming a small store is safe to skip.

Does the BOI exemption change a Shopify seller's filing?

No. Under FinCEN's March 2025 interim final rule, US-formed entities including foreign-owned US LLCs are exempt from BOI; only foreign reporting companies file. Form 5472 is separate and still required every year.

Some sellers confuse the two regimes and assume that because BOI reporting was rolled back for domestic entities, their federal obligations are gone. They are not. Beneficial ownership information reporting and Form 5472 are entirely different rules administered by different agencies — FinCEN versus the IRS.

BOI vs Form 5472 for a foreign-owned Shopify LLC
RuleAgencyApplies to your US LLC?
BOI (beneficial ownership)FinCENNo — US-formed entities are exempt (March 2025 rule)
Form 5472 + pro forma 1120IRSYes — required every year with a reportable transaction

Source: FinCEN interim final rule (March 2025); IRC §6038A. Verified June 2026.

In short: the BOI relief does nothing to reduce your Form 5472 duty. If you sell on Shopify through a US LLC, the annual filing stands.

How much does filing cost, and is a service worth it?

The IRS charges nothing, but one mistake costs $25,000. Services range from $299(form5472.tax) to $547 (form5472.online) to $1,999/year (doola) for the same Form 5472 plus pro forma 1120.

DIY filing is technically free, but the pro forma 1120 and Part V totals trip up first-time sellers, and the $25,000 penalty leaves no room for an honest error. For a flat $299, form5472.tax prepares the forms, reviews them, and files them by mail or fax — saving $248 versus form5472.online and far more versus a doola annual plan at $1,999/year.

Compare every option on the pricing page, or read how the same flat fee works for SaaS founders with US LLCs. The form is identical regardless of who prepares it; what you pay for is getting it right and on time.

Frequently asked questions

Do Shopify sellers with a foreign-owned US LLC have to file Form 5472?
Yes. A Shopify seller who owns a US single-member LLC as a non-US person is running a foreign-owned disregarded entity, and Form 5472 applies the same as it does to any other foreign owner. Funding the LLC is a reportable transaction, so the form is due with a pro forma Form 1120 by April 15. Missing it costs $25,000.
Does selling on Shopify create a reportable transaction by itself?
Not directly, but the way you fund and run the store almost always does. Wiring money from your personal account to capitalize the LLC, paying Shopify subscription fees through the owner, or taking an owner draw are all reportable transactions. Virtually every foreign-owned Shopify LLC has at least one, so almost all must file.
Can a Shopify seller e-file Form 5472?
No. A foreign-owned single-member LLC cannot e-file. The pro forma Form 1120 with Form 5472 attached must be mailed to P.O. Box 149342, Austin, TX 78714-9342, or faxed to 855-887-7737. Those are the only two accepted methods. Keep the certified-mail receipt or fax confirmation as proof of timely filing.
What is the deadline for a Shopify seller's Form 5472?
Form 5472 for the 2025 tax year is due April 15, 2026, filed with the pro forma Form 1120. Filing Form 7004 by April 15 extends the deadline to October 15, 2026. The extension moves the filing date only; a disregarded entity has no entity-level tax to pay.
How much does it cost to file Form 5472 for a Shopify store?
The IRS charges nothing to file, but a single mistake or a missed deadline costs $25,000. form5472.tax prepares Form 5472 plus the pro forma Form 1120 for a flat $299, compared with $547 at form5472.online and $1,999 per year at doola. The form is identical regardless of who prepares it.
Does a Shopify seller still need to file BOI with FinCEN?
No. Under FinCEN's March 2025 interim final rule, US-formed entities including foreign-owned US LLCs are exempt from beneficial ownership information reporting, and only foreign reporting companies must file. BOI is a separate regime from Form 5472. Your Form 5472 obligation remains in place every year regardless of the BOI exemption.

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Run a Shopify store through a US LLC? File Form 5472 the right way.

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