SEC Proposes New Regulation Crypto Assets
Who may be interested: Registered Investment Companies; Directors of Registered Investment Companies; Investment Advisers; Broker-Dealers
Quick Take: The SEC has proposed Regulation Crypto Assets, a new regulatory framework for certain investment contracts involving crypto assets. The proposal would establish two exempt offering pathways and a conditional safe harbor and may be of interest to registered funds and their advisers as the regulatory framework applicable to crypto assets continues to evolve.
On August 18, 2026, the SEC proposed Regulation Crypto Assets, a new rule intended to create a tailored securities offering regime for certain investment contracts involving crypto assets. The proposal builds on the SEC’s March 2026 interpretive release regarding the application of federal securities laws to crypto assets and seeks to facilitate capital formation and innovation while maintaining investor protections.
The proposal addresses the circumstances under which certain crypto assets may be treated as securities under the federal securities laws and may be relevant to registered funds and their advisers with exposure to digital assets. For registered funds and their advisers, the proposal may be significant because it would create a framework for certain crypto asset offerings and establish a conditional safe harbor addressing when a crypto asset would no longer be deemed an investment contract. Fund boards and advisers that are interested in developments in digital asset markets may wish to follow the proposal as it progresses.
For a more detailed discussion of Regulation Crypto Assets, including the proposed exempt offering frameworks and conditional safe harbor, see our client alert: SEC Releases Much Awaited Proposal: Regulation Crypto Assets.
Comments on the proposal should be submitted to the SEC on or before October 20, 2026.
The proposed rule is available here.