US SEC Updates Crypto Guidance, Aligns With CFTC Approach

The U.S. Securities and Exchange Commission has refreshed its guidance on how federal securities laws may apply to certain crypto assets and crypto-related transactions, updating FAQs originally issued in March. The move follows similar steps by the CFTC last week, as lawmakers fall short of passing a broader crypto market-structure bill.

In a Friday update, the SEC emphasized that the guidance is non-binding and does not change existing law or create new legal obligations. Instead, it clarifies how the agency expects to evaluate digital asset products—particularly where the Howey test could be implicated.

Key takeaways

• The SEC’s FAQ update reiterates that its interpretations are non-binding and do not amend securities law.
• Token buybacks may avoid a securities “investment contract” conclusion if the system is functional and lacks a central party responsible for essential managerial efforts.
• For crypto networks, the SEC says activity that improves or facilitates network functionality may not automatically satisfy the Howey test.
• Staking receipt tokens are not automatically classified as securities; classification depends on how the arrangement is structured and presented.

What the SEC changed in its crypto FAQs