Overview
- The SEC published Regulation Crypto Assets in August and the formal public comment period closed on October 20, yet the agency said it will continue to accept feedback as it reviews submissions.
- The Hyperliquid Policy Center filed an October 19 letter urging adoption of the rule while asking for five refinements, including a clear rule that unpaid airdrops do not count as securities sales when recipients give no tangible consideration.
- HPC also requested explicit guidance that on‑chain secondary trading and decentralized protocols may facilitate resales of exempt tokens, a safe harbor that does not force projects to admit past investment contracts, a staff distinction between automated and discretionary buybacks, and permanent federal preemption of state registration rules.
- Ripple filed a supportive 20‑page comment on October 20 that asks the SEC to judge the end of an investment contract by what issuers promised investors rather than by a decentralization test and to make Form TR filings and secondary‑market protections reliable for exchanges and brokers, citing more than $150 million in past litigation costs.
- If the SEC incorporates these changes, the rule could give projects a clearer path to raise capital under two exemptions (a small startup lane and a larger fundraising lane) and a conditional safe harbor, but the final scope of airdrops, trading rules, buyback treatment, and state preemption will determine whether U.S. markets regain developers and intermediaries that moved offshore.