SEC and CFTC Issue Joint Crypto Asset Taxonomy Interpretation, United States, March 2026

On March 17, 2026, the U.S. Securities and Exchange Commission and the Commodity Futures Trading Commission jointly issued an interpretive release titled "Application of the Federal Securities Laws to Certain Types of Crypto Assets and Certain Transactions Involving Crypto Assets." The release, published in the Federal Register on March 23, 2026, is in final form as an agency interpretation and carries immediate persuasive authority. It does not constitute formal rulemaking under the Administrative Procedure Act and does not carry the binding force of a statute or duly promulgated regulation. SEC Chairman Paul S. Atkins and CFTC Chairman Michael S. Selig jointly announced the release, framing it as a bridge measure pending Congressional action on comprehensive market structure legislation.

The interpretation establishes a five-category token taxonomy: digital commodities, digital collectibles, digital tools, stablecoins, and digital securities. Three of those five categories—digital commodities, digital collectibles, and digital tools—are expressly classified as non-securities under the Securities Act of 1933 and the Securities Exchange Act of 1934. The release also addresses how a crypto asset initially sold as part of an investment contract under SEC v. W.J. Howey Co., 328 U.S. 293 (1946), may shed that investment contract status over time as the associated network becomes sufficiently decentralized. Bitcoin, Ether, Solana, XRP, Cardano, Chainlink, and Dogecoin are treated as non-securities. Mining rewards, staking rewards, whole NFTs, and stablecoins from approved issuers are also classified as non-security transactions. The CFTC simultaneously confirmed it will administer the Commodity Exchange Act consistently with the SEC's taxonomy, and that certain non-security crypto assets may qualify as "commodities" under 7 U.S.C. § 1a(9).

Token issuers whose assets fall within the digital commodities or digital tools categories no longer face a presumption of securities status and need not register offerings under the Securities Act or comply with broker-dealer or investment adviser registration requirements tied to that classification. Exchanges and trading platforms handling only digital commodities will fall under CFTC jurisdiction rather than SEC oversight, altering their compliance obligations regarding market manipulation, reporting, and customer protection rules. Decentralized finance protocol operators and developers of permissionless systems gain practical certainty about the applicable regulator for most activities. Issuers of fractionalized NFTs and hybrid instruments, expressly called out in the guidance as falling within the digital securities category, must continue to comply with full securities registration or exemption requirements.

The interpretive release does not establish a formal mechanism for issuers to obtain pre-clearance or a binding determination that their asset has shed investment contract status. The guidance is subject to reversal by a future commission without notice-and-comment rulemaking, and Chairman Atkins has indicated that formal rules under the APA are forthcoming. Open questions persist regarding fully permissionless DeFi protocols with no identifiable issuer and the precise decentralization threshold at which an investment contract terminates. Market participants should treat this document as a strong but revocable signal, not a final adjudication of their token's legal status.

Prokopiev Law Group advises clients across the digital asset spectrum and maintains a dedicated partner network covering U.S. federal securities and commodities regulatory matters. We welcome inquiries from token issuers, trading platforms, DeFi protocol operators, and institutional market participants seeking to assess their position under the new taxonomy. Our work spans token classification analysis, securities law exemptions, CFTC registration matters, exchange compliance, stablecoin regulatory structuring, digital asset offering counseling, and cross-border crypto regulatory advisory.

Source: CFTC Press Release No. 9198-26, "CFTC Joins SEC to Clarify the Application of Federal Securities Laws to Crypto Assets," March 17, 2026, https://www.cftc.gov/PressRoom/PressReleases/9198-26; Federal Register, "Application of the Federal Securities Laws to Certain Types of Crypto Assets and Certain Transactions Involving Crypto Assets," published March 23, 2026, by the SEC and CFTC, https://www.federalregister.gov/documents/search?conditions%5Bterm%5D=crypto+assets+securities&conditions%5Bagencies%5D%5B%5D=securities-and-exchange-commission&conditions%5Bpublication_date%5D%5Bgte%5D=2026-03-01. Confirmed March 22, 2026.

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