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ARTICLE · 05 JUNE 2025

SEC Staff Takes A Position On The Securities Status Of Protocol Staking Activities

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On May 29, 2025, the staff of the SEC's Division of Corporation Finance (the "Staff") issued a statement concluding...

United StatesFinance and Banking
A&O Shearman
A&O Shearman
Susan Gault-Brown
Susan Gault-Brown
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On May 29, 2025, the staff of the SEC's Division of Corporation Finance (the "Staff") issued a statement concluding that certain proof-of-stake blockchain "staking" activities do not involve the offer or sale of "securities" within the meaning of the Securities Act of 1933 or the Securities Exchange Act of 1934.

In other words, the SEC Staff's view is that participating in proof-of-stake ("PoS") network consensus—whether by solo staking or through third-party staking services—does not amount to an investment contract under the Howey test requiring Securities Act registration.

This marks a significant clarification for the crypto industry, closely following the Staff's recent guidance on meme coins, USD-backed stablecoins, and crypto mining.

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