The U.S. Securities and Exchange Commission's "Regulation Crypto Assets" proposal — a three-tier safe harbor framework that would exempt early-stage token projects from full securities registration — has cleared the commission and now sits at the White House Office of Information and Regulatory A...
"We will have reg crypto that we will be proposing here shortly. It's in fact at OIRA right now." — Paul Atkins, Chairman, U.S. Securities and Exchange Commission
The U.S. Securities and Exchange Commission's "Regulation Crypto Assets" proposal — a three-tier safe harbor framework that would exempt early-stage token projects from full securities registration — has cleared the commission and now sits at the White House Office of Information and Regulatory Affairs (OIRA). SEC Chair Paul Atkins confirmed the status on April 7, 2026, at a Vanderbilt University and Blockchain Association event in Nashville. Publication in the Federal Register for public comment is expected within weeks, pending OIRA review, which typically takes 30 to 90 days.
The proposal is the most concrete product of a regulatory reset that began with a March 11 SEC-CFTC Memorandum of Understanding and continued with a March 17 joint interpretive release that classified 16 crypto assets — including Bitcoin, Ether, Solana, and XRP — as digital commodities outside securities law. Reg Crypto would add a fundraising layer on top of that taxonomy, creating registration relief pathways for startups raising up to $5 million and issuers raising up to $75 million annually. Citadel Securities has filed comments urging the SEC to use formal notice-and-comment rulemaking instead of broad exemptions; the Blockchain Association responded on April 6 that the exemptive pathway is "essential for blockchain initiatives" that do not fit existing frameworks.
The proposal, internally referred to as "Regulation Crypto Assets," creates three distinct exemptive pathways under the Securities Act of 1933. All three build on the token taxonomy established in the March 17 joint SEC-CFTC interpretive release.
Startup Exemption. Early-stage crypto projects receive a time-limited, non-exclusive registration exemption lasting up to four years. During this window, projects can raise approximately $5 million while providing principles-based disclosures about the investment contract and underlying crypto asset. Notice filings are required both when entering the exemption and when exiting it. The exemption is modeled on, and expands, Commissioner Hester Peirce's "Token Safe Harbor" proposal, originally introduced in February 2020 and updated in April 2021. Peirce's version offered a three-year grace period; Reg Crypto extends that to four.
Fundraising Exemption. A separate pathway permits larger capital raises of up to approximately $75 million in a 12-month period. This tier carries enhanced disclosure requirements, including mandatory financial statements and audited financial condition reports. The $75 million cap aligns it with existing Regulation A+ thresholds, though the specific compliance obligations differ to account for the on-chain nature of the offerings.
Investment Contract Safe Harbor. A rule-based framework defines when a crypto asset exits securities-law classification. The core trigger: once an issuer has "permanently ceased all essential managerial efforts promised to investors" — the language from the interpretive release — the token no longer meets the Howey test's requirement for reliance on the efforts of others. This provision addresses a long-standing ambiguity: tokens sold as securities during fundraising that later become sufficiently decentralized to no longer qualify as such.
Additionally, the SEC is developing a parallel "innovation exemption" that would function as a regulatory sandbox. Atkins noted the exemption "wouldn't disadvantage incumbents and focus solely on startups," adding: "We want people really to experiment within [that] framework."
Reg Crypto does not exist in isolation. It sits atop two prior actions that together represent the most significant rewrite of U.S. crypto oversight since the SEC's 2019 FinHub framework.
March 11, 2026 — SEC-CFTC Memorandum of Understanding. Chairmen Paul Atkins (SEC) and Michael Selig (CFTC) signed a formal MOU ending years of jurisdictional rivalry. The agreement created a Joint Harmonization Initiative, co-led by Robert Teply (SEC) and Meghan Tente (CFTC), to coordinate rulemaking, examinations, and enforcement across digital assets. The agencies pledged to end duplicative enforcement actions and coordinate exam planning. The MOU establishes four coordination pillars: joint product definitions, modernized clearing and margin frameworks, reduced friction for dually registered venues, and a unified crypto oversight framework.
March 17, 2026 — Joint Interpretive Release. A 68-page document established a five-category token taxonomy: digital commodities, digital collectibles, digital tools, payment stablecoins, and digital securities. Sixteen specific tokens were named digital commodities: Bitcoin, Ether, Solana, XRP, Dogecoin, Cardano, Avalanche, Chainlink, Polkadot, Hedera, Litecoin, Bitcoin Cash, Shiba Inu, Stellar, Tezos, and Aptos. Two additional examples — Algorand and LBRY Credits — were cited to illustrate that the digital commodity determination stands independently of derivatives market infrastructure.
The interpretive release also clarified that protocol mining, protocol staking, certain airdrops, and the wrapping of non-security crypto assets do not constitute securities transactions. This replaced the 2019 FinHub framework entirely.
The sequence is deliberate: taxonomy first (March 17), fundraising rules second (Reg Crypto, now at OIRA), enforcement coordination throughout (MOU, March 11). Each layer depends on the one before it.
OIRA review is the final bureaucratic gate before a proposed rule enters the Federal Register. The process is standardized under Executive Order 12866.
Typical duration: 30 to 90 days. Reviews can extend if the agency requests revisions or if inter-agency consultations surface conflicts.
Current status: The proposal arrived at OIRA during the first week of April 2026. Assuming a standard review cycle, publication in the Federal Register could occur as early as May 2026 or as late as July 2026.
Post-publication: Once published, a public comment window opens — typically 30 to 60 days for significant rulemakings. After reviewing comments, the SEC would vote on a final rule. If the proposal enters the Federal Register by summer, according to multiple legal analyses, the framework could be finalized by the end of 2026.
Atkins addressed the political durability question directly: "I think we have enough of a runway now, even notwithstanding what may happen in the midterms — although I really still want a friendly Congress obviously — they can throw tacks on the road in front of our tires but they're not going to really slow us down."
This framing is notable. Atkins is signaling that the SEC intends to finalize Reg Crypto through agency rulemaking authority regardless of whether the CLARITY Act passes Congress. The implicit message: the SEC is not waiting for legislation.
The proposal has surfaced a clear fault line between crypto-native firms and traditional financial intermediaries.
Blockchain Association (filed April 6, 2026). The industry group's response to Citadel Securities' SEC filing argued that the innovation exemption pathway is "essential for blockchain initiatives" that do not fit existing securities law frameworks. The Association contended that restricting this pathway would push companies abroad rather than allowing domestic experimentation. It further noted that exemptions are not "free passes" — firms must follow investor-protection rules and report results to regulators.
Citadel Securities (filed December 2025). The market maker urged the SEC to tighten or roll back exemptive relief for crypto platforms, favoring "strict, uniform rules for trading venues." Citadel's core argument: broad exemptive relief risks building a parallel regulatory regime with weaker investor protections and more fragmented liquidity. The firm, one of the largest equity and options market makers globally, has a structural interest in maintaining the current intermediary framework.
Broader industry. According to reporting by CryptoTimes and Unchained, multiple crypto legal practitioners view the three-tier structure as workable but are watching the disclosure requirements closely. The principles-based disclosure standard for the startup exemption is seen as less burdensome than traditional registration; the enhanced disclosure for the $75 million tier could approach Regulation A+ compliance costs.
Two parallel tracks are now running to resolve U.S. crypto market structure: SEC rulemaking (Reg Crypto) and congressional legislation (the CLARITY Act). They overlap but are not identical.
| Dimension | Reg Crypto (SEC) | CLARITY Act (Congress) | |-----------|-----------------|----------------------| | Status | At OIRA, publication imminent | Stalled in Senate Banking Committee | | Mechanism | Agency rulemaking under Securities Act of 1933 | Federal statute | | Durability | Can be modified by future SEC commissioners | Requires congressional repeal | | CFTC jurisdiction | Coordinated via MOU and joint interpretive release | Grants CFTC "exclusive jurisdiction" over digital commodity spot markets | | Stablecoin treatment | Classified as non-security in March 17 taxonomy | Stablecoin yield provisions remain the primary legislative sticking point | | Timeline to effect | Potentially finalized by end of 2026 | Senate floor vote timeline unclear; ABA rejected White House compromise on March 5, 2026 |
The key difference: Reg Crypto gives the SEC flexibility to adjust rules without congressional approval, but a future administration could reverse it. The CLARITY Act would lock the taxonomy into statute. The SEC appears to be pursuing rulemaking as a hedge against legislative stall.
On March 5, 2026, the American Bankers Association formally rejected a White House-brokered compromise on the CLARITY Act over the question of whether stablecoin balances should earn interest — a provision banks view as competitive encroachment on deposit products.
For projects currently operating without clear regulatory status, Reg Crypto would create three concrete paths forward:
Early-stage projects (pre-product or early-product): The four-year startup exemption with a $5 million cap provides a structured runway for teams that need time to reach network maturity. The principles-based disclosure standard means less legal overhead than traditional registration, though the notice filing requirement creates a paper trail that the SEC can use for enforcement if conditions are violated.
Growth-stage projects (revenue-generating, seeking capital): The $75 million annual fundraising exemption offers a meaningful capital raise pathway. Enhanced disclosure requirements — including financial statements — add compliance cost but also signal legitimacy to institutional investors who require audited financials.
Mature networks (seeking to exit securities classification): The investment contract safe harbor provides the long-awaited mechanism for tokens to "graduate" out of securities law once the issuing team ceases managerial efforts. The practical question is how the SEC will evaluate whether managerial efforts have "permanently ceased" — a determination that will likely be litigated in early applications.
One constraint worth noting: These are SEC exemptions under the Securities Act. They do not address state-level securities regulations, money transmission licensing, or tax treatment. Projects will still need to navigate a multi-regulator environment.
Reg Crypto represents the SEC's attempt to resolve through rulemaking what Congress has not resolved through legislation. The three-tier structure — startup exemption, fundraising exemption, investment contract safe harbor — addresses the most common complaints from token issuers: unclear registration requirements, no path to raise capital legally, and no exit ramp from securities classification. Whether the framework survives the comment period, potential midterm political shifts, and inevitable legal challenges remains an open question. The OIRA clock is now running. The next data point will be whether the proposal appears in the Federal Register within the standard 30-to-90-day review window, or whether inter-agency complications extend the timeline.