context matters for securities laws

What qualifies as a securities transaction depends more on the nature of the deal than the asset itself, according to US Securities and Exchange (SEC) Commissioner Hester Peirce.

Speaking at the Bitcoin 2025 conference in Las Vegas, Nevada, Peirce said the SEC needs to develop a framework outlining situations in which crypto transactions fall under the purview of securities laws. Examples of this might include offering cryptocurrency to investors as part of an initial public offering (IPO) or tokenizing a company’s stock. Peirce told the audience:

“Most crypto assets as we see them today are probably not themselves securities. That doesn’t mean that you can’t sell a token that is not itself a security in a transaction that is a securities transaction. That is where we really need to provide some guidance.”

Peirce said she expects more digital assets that do fall under the definition of securities to emerge, as assets like tokenized stocks and bonds come onchain.

Peirce’s remarks come amid efforts from the SEC, lawmakers, and the executive branch of the US government to establish comprehensive crypto regulations in the United States and prevent the migration of the industry to other jurisdictions.

Related: SEC’s Peirce says NFT royalties do not make tokens securities

SEC toward comprehensive regulatory reform

The SEC launched the crypto task force on January 21, the day after US President Donald Trump’s inauguration.

Since then, the agency has held a series of roundtable discussions with industry executives to guide the development of comprehensive crypto regulations in the US.