Securities Regulation Daily Wrap Up, BROKER-DEALERS—Division of Trading and Markets publishes views on crypto registration requirements, (Apr 13, 2026)

By Suzanne Cosgrove

Statement offers clarity on application of federal securities laws to trades involving crypto asset securities; Commissioner Peirce calls for a permanent regulatory approach.

The staff of the SEC’s Division of Trading and Markets Monday issued a statement that provides its views on the broker-dealer registration requirements under Section 15(a) of the Securities Exchange Act of 1934 with respect to a person that “creates, offers, and/or operates certain interfaces utilized by users to, among other things, prepare transactions in crypto asset securities.”

In a release, the Division said its statement is part of an effort to provide greater clarity on the application of the federal securities laws to activities involving crypto asset securities. It defined a “crypto asset” as any digital representation of value recorded on a cryptographically secured distributed ledger and includes tokenized versions of an equity or debt security.

Peirce on broker definition. “While the staff expressing its view is helpful, I favor a more permanent regulatory approach that addresses the broker definition in light of current market circumstances,” commented SEC Commissioner Hester Peirce.

“Crypto is forcing the Commission to confront its inner demons that have driven it toward ever more expansive readings of the securities laws,” Peirce said. “Recent history is littered with a patchwork of no-action letters and enforcement actions that have contorted the term ‘broker’ beyond recognition.

“People have shown great ingenuity in developing crypto wallets and front ends that serve users well,” she added. “It would be a shame if investors in crypto asset securities transactions were unable to use these tools because of an overly broad reading of the term ‘broker.’”

Covered user interfaces. The staff said it is providing its views as an interim step while the Commission considers various regulatory issues relating to crypto asset securities activities and the feedback it has received.

In the meantime, the Division issued several key definitions as part of its statement, including “covered user interfaces.”

For purposes of its statement, a covered user interface was defined as an interface provided by a website, browser extension, or other software application embedded in a wallet or separately available for download, designed to assist users engaging in user-initiated crypto asset securities transactions on blockchain protocols utilizing the user’s self-custodial wallet.

Covered user interfaces typically provide functionality with respect to any type of crypto asset transaction.

Further, the Division noted that Section 15(a) of the Exchange Act provides that, absent an exception or exemption, it is unlawful for any broker to induce or attempt to induce the purchase or sale of any security unless the broker is registered in accordance with Section 15(b) of the Exchange Act.

Section 3(a)(4) of the Exchange Act generally defines a “broker” to mean a person engaged in the business of effecting transactions in securities for the account of others.

Exceptions and exemptions. In circumstances where a covered user interface provider takes certain measures relating to its creation, offering, and/or operation of a covered user interface, the staff said it will not object to the provider creating, offering, and/or operating a covered user interface without registering as a broker-dealer pursuant to Section 15(b) of the Exchange Act in about a dozen instances.

Those exceptions include when:

• The covered user interface permits users to customize any default crypto asset security transaction parameters, and the covered user interface provides educational material to users to help users formulate and set their desired transaction parameters;

• The covered user interface provider does not solicit investors to engage in specific crypto asset securities transactions;

• The covered user interface provider selects one or more default trading venues (e.g., limit order book matching systems, request-for-quote systems) or distributed ledger trading systems (e.g., automated market maker liquidity pools and/or liquidity aggregators) with which to connect or interact.

An interim step. The staff said it is providing its views as an interim step while the Commission considers various regulatory issues relating to crypto asset securities activities and the feedback it has received. Unless the Commission intervenes, the Division said its statement will be considered withdrawn in five years from April 13, 2026.

Members of the public who wish to provide their views on the Division’s statement are encouraged to submit their comments to the SEC. Use the SEC’s online submission form or send an email to [email protected] with “File Number 4-894” included in the subject line.

For additional information on the Commission’s efforts addressing crypto asset securities and markets, see the Commission’s Crypto Task Force website.

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