- The public comment period on the SEC’s proposed Regulation Crypto Assets closed on Tuesday, with more than 100 submissions filed. The rule would create a path for certain digital asset offerings to proceed without full securities registration, including a startup exemption for raises of up to $5 million and a fundraising exemption for up to $75 million over a one-year period.
- Support is broad but conditional. The Hyperliquid Policy Center urged the SEC to adopt the rule, yet asked it to codify that airdrops given away for nothing in return are not an investment of money and therefore not securities, and warned that the proposed safe harbor “requires a certification that many projects cannot make.”
- Traditional finance is weighing in on the details. The Alternative Investment Management Association wants clearer disclosure of investors’ legal rights and risks, including risks that could extend to managers, while SIFMA said the SEC’s separate innovation exemption for onchain trading of tokenized stocks must address investor protection and how issuers opt in from the start.
- The stakes extend beyond token startups to the structure of equity trading itself. The five-year innovation exemption, already in effect since September, lets tokenized securities venues and automated market-maker liquidity providers operate without being treated as exchanges or dealers, and SIFMA argued that early design choices will shape market practice long before any permanent framework arrives.
What Happened?
The SEC’s comment window on Regulation Crypto Assets ended Tuesday after drawing more than 100 letters from crypto firms, Wall Street institutions and advocacy groups. The Hyperliquid Policy Center backed the proposal while pressing for changes on airdrops and a broader safe harbor. AIMA asked for revisions focused on disclosure, saying issuers should distinguish utility or economic exposure from ownership, redemption, cash-flow and contractual rights. SIFMA, writing on Monday, focused on the innovation exemption the SEC put into effect in September, which opened the door to onchain trading of tokenized stocks for a five-year term.
Why It Matters?
Regulation Crypto Assets would give crypto fundraising a dedicated exemption framework, and the $5 million and $75 million thresholds define how much capital projects can raise outside full registration. The notable signal is that even the proposal’s supporters see the safe harbor as unusable for many projects, which suggests the final rule could look meaningfully different from the draft. For investors in listed equities, SIFMA’s letter is the more important one: tokenized versions of stocks trading on venues that are legally not exchanges is a structural change, and the rules on investor protection and issuer opt-in set now will be hard to unwind over a five-year window. The coalition of crypto natives and incumbent trade groups pushing for revisions also shows the debate has moved from whether to regulate crypto capital formation to how.
What’s Next?
The SEC now has to work through the submissions before issuing a final rule, and the treatment of airdrops and the safe harbor certification are the most likely areas for change. Watch whether the agency responds to SIFMA’s call to address investor protection and issuer opt-in under the innovation exemption already in force. In parallel, the CFTC, which approved the first U.S. perpetual futures for Kalshi and Coinbase in August, faces a push to allow oil and compute perpetual contracts. The Hyperliquid Policy Center argued on Tuesday that compute pricing remains fragmented and private, so a CFTC move there would extend crypto-style derivatives into the AI infrastructure trade.
Affected Tickers and Coins: COIN, HYPE
Source: The Block
