SEC-CFTC Guidance Shifts Crypto Regulation, Expanding Institutional Access

The US Securities and Exchange Commission (SEC) and the Commodity Futures Trading Commission (CFTC) have jointly released new guidance on how to classify digital assets, clarifying when they cease to be securities. This dynamic framework could expand institutional participation in crypto markets while forcing projects to reassess their token offerings.

The guidance establishes that a crypto asset is not inherently a security but may be tied to an 'investment contract' depending on marketing and issuer promises. Regulators clarified that such classification is not permanent, and the investment contract can fall away as promised milestones are met or re-emerge with new promises introduced in connection with new sales of an existing token.

Industry experts say this new framework could have immediate commercial implications for large financial institutions. Avery Ching, co-founder and CEO of Aptos Labs, stated that the joint guidance resolves a critical question around secondary market activity, allowing assets like APT to be treated as digital commodities rather than securities. This could reduce compliance barriers and accelerate the rollout of crypto products across traditional financial platforms.

The coordinated approach marks a notable departure from years of regulatory uncertainty, with both agencies signaling a shared commitment to creating clearer boundaries for the industry. The guidance introduces a broader taxonomy covering digital commodities, stablecoins, collectibles, tools, and securities, while also addressing how activities such as staking, mining, airdrops, and token wrapping are treated under federal law.