SEC and CFTC Joint Statement Clears Path for Certain Spot Crypto Products

Summary

On September 2, 2025, the staff of the Division of Trading and Markets at the Securities and Exchange Commission and the staff of the Division of Market Oversight and Division of Clearing and Risk (the two divisions collectively, the "Divisions") at the Commodity Futures Trading Commission issued a joint statement("Statement"). The Statement expresses the Divisions' view that current law does not prohibit SEC-registered national securities exchanges or CFTC-registered exchanges from facilitating the trading of certain spot crypto commodity products.¹ The Statement also announces that the Divisions will coordinate to promote trading venue choice for U.S. crypto market participants, and invites market participants to engage with the SEC and CFTC on exchange trading in spot crypto asset products.

The Statement addresses the uncertainty that exchanges and clearinghouses have faced with respect to listing spot crypto products. Section 2(c)(2)(D) of the Commodity Exchange Act requires that certain leveraged, margined or financed "retail commodity transactions" that are not actually delivered within 28 days be subject to certain provisions of the CEA "as if" they were futures contracts. Therefore, the CEA requires that such transactions be conducted on a CFTC-registered designated contract market ("DCM") or on a CFTC-registered foreign board of trade ("FBOT"). An exception, however, permits retail commodity transactions to be listed on an SEC-registered national securities exchange ("NSE"). Restrictions on the platforms on which retail commodity transactions can be conducted, paired with uncertainty regarding the legal status of crypto assets generally and enforcement actions against unregulated platforms, meant that trading for such spot crypto products had previously been largely concentrated on platforms outside the United States.

While the Statement does not create a new exemption and does not purport to alter or amend applicable law, it appears intended to clarify that a pathway exists for certain leveraged transactions (leveraged, margined or financed spot retail commodity transactions on crypto assets) to occur domestically in a regulated space consistent within existing statutory constraints. However, we note that platforms that support spot trading for crypto assets, but are not DCMs, FBOTs or NSEs, would fall outside the scope of the Statement.

The Statement not only permits, but also actively invites engagement on the listing of crypto asset products on major exchanges. The SEC and CFTC state that they will "promptly review filings and requests by DCMs, FBOTs and NSEs" seeking to facilitate access to the trading of spot crypto products. Furthermore, the staff of the SEC and CFTC highlight the anticipated benefits for investors: promoting effective market surveillance through sharing of reference pricing venues, educating the public through dissemination of transactions by NSEs and DCMs and increasing trading opportunities and competition among market participants through efficient executions and transparency. This Statement may open access to crypto asset products to a broader range of platforms and investors while signaling expected regulatory protections if and when trading in spot crypto migrates to registered venues.

SEC and CFTC Initiatives

On July 30, 2025, the White House released a report (the "PWG Report") titled "Strengthening American Leadership in Digital Financial Technology," which outlines the current administration's proposed policy roadmap on crypto assets.² The PWG Report was mandated by Executive Order 14178, effective January 23, 2025,³ which established the President's Working Group on Digital Asset Markets. In response to the recommendations in the PWG Report, both the SEC and CFTC have since announced policy initiatives to achieve this stated goal.

On July 31, 2025, the SEC announced its "Project Crypto," which includes several goals that align with the PWG Report. In particular, Chairman Paul Atkins stated that it is the SEC's goal to help "bring crypto asset distributions back to America" and to "swiftly establish a regulatory framework for distribution of crypto assets."⁴ The CFTC followed suit in August 2025 with the announcement of "Crypto Sprint." Acting Chair Caroline Pham stated that the initiative would seek to follow the PWG Report's directives.⁵ More recently, on September 5, Chairman Atkins and Acting Chair Pham issued a joint statement "reaffirm[ing] the need to ensure regulation does not stand in the way of progress" and noting that the Statement "is only a first step."⁶ The Statement makes clear that the agencies are aligned in following the recommendations of the President's Working Group on Digital Asset Markets and confirms that future SEC and CFTC regulatory initiatives will likely seek to continue to expand access to crypto asset products.

Takeaways

The cross-agency Statement continues to signal the SEC's and CFTC's intent to accelerate domestic leadership in crypto asset products and may encourage spot crypto platforms operating today to explore registration. The Statement is another example of the recent increase in cooperation between the two agencies and may indicate a broader plan to use crypto regulation to more closely align the SEC's and CFTC's trading and brokerage regulatory frameworks. Further guidance and rulemaking from both the SEC and the CFTC - both individually or jointly - can be expected, as can more market activity in the United States in this area, bolstered by proactive encouragement from U.S. financial regulators. Market participants, particularly trading platform operators, should consider how best to respond to the agencies' invitation to engage on moving spot crypto trading to registered venues.