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The SEC Writes A New Rulebook For Crypto
A crypto-specific proposal with broader implications for institutional digital assets.
On August 18, the Securities and Exchange Commission proposed Regulation Crypto Assets, commonly called “Reg Crypto,” as a new framework for certain crypto offerings.
Although the proposal does not directly govern RedSwan’s tokenized commercial real estate securities, institutions do not assess each part of the digital-asset market in isolation. Regulatory developments affecting crypto can influence how investors, intermediaries and policymakers evaluate the broader market. For RedSwan, the proposal is most relevant as another step toward clearer regulatory boundaries for digital assets.
Reg Crypto is not yet final. Public comments are due October 20, 2026, and the framework could change before adoption.
The SEC proposes new fundraising pathways for crypto projects
Required disclosures would address token supply, insider allocations, release schedules, governance, smart-contract permissions, cybersecurity ad the development work promised to investors.
The proposal would also establish a conditional safe harbor. After completing or permanently discontinuing its promised development work, an issuer could file a transition report explaining why the original investment contract has ended. If the conditions are satisfied, the crypto asset would no longer be subject to that investment contract.
Galaxy Research argues that the near-term effect may be resolving the status of existing tokens rather than producing an immediate wave of new U.S. token launches. Read Galaxy’s analysis.
Why it matters: The safe harbor could prove as consequential as the fundraising exemptions by giving existing projects a defined process for resolving long-standing uncertainty around their regulatory status.
Institutional infrastructure firms are positioned to benefit
The proposal’s most direct beneficiaries would be existing token projects seeking a clearer legal transition, followed by new issuers looking to raise capital in the United States.
Regulated trading, custody, settlement and compliance providers could benefit from the activity surrounding those projects. Coinbase, Galaxy, Robinhood and Bitstamp, Anchorage Digital and Fireblocks already operate infrastructure that could support additional issuance and institutional participation.
Broker-dealers facilitating secondary transactions may also benefit. Reg Crypto would preempt certain state registration requirements and allow covered investment contracts to be transferred without the resale restrictions commonly associated with private securities offerings.
Sidley described those provisions as a meaningful development for broker-dealers supporting secondary markets. However, the proposal does not resolve whether trading platforms must register as exchanges, broker-dealers or alternative trading systems under federal law. Read Sidley’s analysis.
Why it matters: The firms connecting issuance, custody, trading, settlement and compliance may capture more durable value than businesses relying primarily on higher crypto prices.
Clearer rules do not remove market risk
Reg Crypto could make the fundraising process clearer, but it would not eliminate bad actors, misleading disclosures or weak governance.
The proposal also does not create comprehensive requirements for exchanges, custody or the segregation of customer assets. Those areas will require separate rule making, legislation and continued institutional due diligence.
Investors and institutions must still evaluate who controls an asset, where it is held, how transactions are authorized, what rights ownership provides and what happens if a service provider fails.
Why it matters: Regulatory clarity can improve market conduct, but it does not replace sound underwriting, independent controls or an understanding of what supports an asset’s value.
What this means for RedSwan
While Reg Crypto proposes a new pathway for certain native crypto projects, RedSwan already operates within the existing securities framework. RedSwan PC, Inc. is an SEC-registered investment adviser, and securities are offered through RedSwan Markets, LLC, an SEC-registered broker-dealer and member FINRA/SIPC. RedSwan Markets’ registration can be verified through FINRA BrokerCheck.
RedSwan continues to structure and distribute tokenized commercial real estate as digital securities representing interests connected to real estate offerings. As regulators establish clearer boundaries between native crypto and tokenized securities, we are expanding compliant institutional distribution and the digital infrastructure supporting commercial real estate ownership.
