WilmerHale
MONTH-IN-BRIEF (Aug 2026)
SEC Proposes New Regulation Crypto Assets
By Karen Liu, Reid & Wise LLC
On August 18, 2026, the U.S. Securities and Exchange Commission (“SEC”) announced its proposed new rule related to crypto assets, titled “Regulation Crypto Assets” (“Proposed Rules”), dedicated to create a fit-for-purpose offering framework for certain crypto-assets-related investment contracts, while legislation of the Clarity Act remains pending.
The Proposed Rules would include a “startup exemption” (Proposed Rule 200), a “fundraising exemption” (Proposed Rules 300 through 307), a conditional safe harbor (Proposed Rule 400) and a mechanism to preempt certain state regulatory requirements (Proposed Rule 500).
The startup exemption would be a one-time exemption from Securities Act registration requirements for offerings of “covered investment contracts” of up to $5 million during a four-year period if certain conditions are met, including, among other things, the filing of Form NOR (Notice of Reliance) prior to any offering, the filing of Form TR (Transition Report) no later than four years thereafter, and making certain principles-based narrative disclosures (which require annual updates for material changes) at a website in between.