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ARTICLE · 27 MARCH 2026

The SEC Is Not The 'Securities And Everything Commission' Anymore

Riker, Danzig, Scherer, Hyland & Perretti
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On March 17, 2026, the U.S. Securities Exchange Commission ("SEC") with the U.S. Commodity Futures Trading Commission ("CFTC"), issued comprehensive guidance clarifying the application of federal securities...

United StatesTechnology
Hunt Ricker
Hunt Ricker

WHAT YOU NEED TO KNOW

  • The SEC and CFTC issued comprehensive guidance on March 17, 2026, concluding that most cryptocurrencies are not securities.
  • Crypto assets that derive their value from network functionality and market demand, rather than the managerial efforts of others, are not securities.
  • A non-security crypto asset becomes subject to securities laws when offered as an investment contract, where purchasers invest money in a common enterprise with a reasonable expectation of profits based on the issuer's essential managerial efforts.
  • Once purchasers no longer reasonably rely on the issuer's managerial efforts, the investment contract terminates and secondary market transactions are generally not securities transactions. Issuers remain liable, however, for violations occurring during the existence of the investment contract.

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