SEC Releases New Guidance on Digital Assets

The SEC recently published interpretive guidance addressing how federal securities laws apply to various categories of crypto assets and related transactions, with the guidance taking effect on March 23, 2026. SEC Chairman Paul Atkins stated that, under the agency’s updated framework, “most crypto assets are not themselves securities.” The guidance introduces five categories of digital assets, each subject to different regulatory treatment: digital commodities, digital collectibles, digital tools, covered payment stablecoins, and digital securities.

The classifications are summarized below:

• Digital commodities refer to crypto assets connected to operational blockchain or crypto networks whose value is derived primarily from the system’s functionality and market supply-and-demand forces, rather than from expectations tied to managerial efforts by others. Examples include BTC and ETH. The SEC’s guidance states that these assets generally are not securities.
• Digital collectibles include assets such as NFTs tied to art, music, videos, gaming items, memes, trading cards, and similar cultural or entertainment uses. According to the SEC, these assets are generally outside the definition of securities.
• Digital tools are crypto assets designed for practical utility purposes, including tickets, memberships, credentials, title instruments, or identity-related functions. The guidance likewise treats these assets as non-securities.
• Stablecoins are evaluated on a case-by-case basis. Certain payment stablecoins identified under the GENIUS Act are expressly treated as non-securities.
• Digital securities consist of tokenized traditional financial instruments that remain subject to federal securities laws and continue to be regulated as securities.

Although the SEC’s position departs from aspects of prior guidance, the agency reaffirmed that the analysis still relies on the test established in SEC v. W.J. Howey Co., 328 U.S. 293 (1946). Under this framework, a token that is not inherently a security may nevertheless be involved in a securities transaction if it is marketed alongside promises that promoters will develop, manage, or enhance a network in ways that lead purchasers to anticipate profits based on those efforts.