The U.S. Securities and Exchange Commission (SEC) and Commodity Futures Trading Commission (CFTC) published a 68-page joint guidance on March 18, establishing a new framework for classifying digital assets under federal securities law. Stablecoins, digital commodities, and what the agencies term "digital instruments" are now explicitly excluded from traditional securities regulation. Digital collectibles—including art, cultural products, and media representations—also fall outside the securities definition.
Stablecoins and Digital Commodities Exempted, Collectibles Unaffected
The document introduces a nuanced classification system: only tokens issued in a manner comparable to conventional financial instruments—labeled "digital securities"—remain subject to standard securities rules. Non-investment tokens, including payment stablecoins, commodity-like digital assets (e.g., Bitcoin), and collectibles, are no longer under SEC jurisdiction. CFTC Chair Mike Selig observed that the joint approach deepens regulatory cooperation and delivers more transparent rules for the industry.
Mining, Staking, and Airdrops No Longer Treated as Securities
The guidance clarifies the long-debated application of the Howey Test in crypto markets. A digital asset is only considered a security if it is marketed as part of a common enterprise promising profits from the efforts of others; once such promise ends, the asset ceases to be a security. Activities like Bitcoin mining, cryptocurrency staking, and certain airdrop transactions will not be viewed as securities. The regulators note that airdrops lack investment intent and do not involve "monetary investment," thus falling outside the traditional security definition.
A Sharp Departure from the Gensler Era
SEC Chair Paul Atkins stated at the DC Blockchain Summit in Washington that the framework "finally offers market players clarity on how the Commission views crypto assets," ending more than a decade of uncertainty. This stance stands in stark contrast to the enforcement-heavy approach under former Chair Gary Gensler, during which numerous crypto firms and tokens faced securities investigations, drawing criticism of "regulation by enforcement." The new guidance aims to resolve market uncertainty and enable crypto companies to operate more effectively within the U.S. regulatory landscape.
Next Steps: Innovation Exemption and Congressional Legislation
Although the guidance itself is not legally binding, the SEC is expected to propose additional regulations in the coming weeks, including an "innovation exemption" designed to provide greater flexibility for startups and innovators. Meanwhile, Congress is advancing comprehensive legislation to regulate crypto asset markets. Officials from both agencies emphasize that legislative action is crucial for the permanence of this new approach. The shift by U.S. regulators marks a fundamental change, delivering the long-elusive clarity for digital asset classification.