The Securities and Exchange Commission’s Division of Corporation Finance issued a statement today explaining that certain liquid staking activities are not securities offerings under federal law.
The guidance, published on August 5, 2025, makes clear that protocols or service providers that enable liquid staking, a function in which users stake crypto assets and are rewarded with tradable “staking receipt tokens” are not offering or selling securities, as long as they remain within defined parameters.
Liquid staking allows stakeholders to have liquidity without disengaging from network staking rewards. The SEC analysis concludes that such receipt tokens only represent ownership in underlying assets and not investment contracts under the Howey Test.
The Commission emphasized that sellers offering administrative or technical services in the staking process are not engaging in managerial or entrepreneurial undertakings, a leading factor in qualifying a security.
Chairman Paul S. Atkins commended the release, saying, “This staff statement is a significant step forward in providing greater clarity on crypto asset activities outside of the SEC’s jurisdiction.”
The action follows up on the agency’s wider “Project Crypto” program, through which it seeks to provide clearer, more customized regulation of digital assets in the U.S. market.
The announcement will extend to protocol-based providers and third-party liquid staking providers alike, provided their functions are ministerial and do not include overseeing investor gains.
This transparency should promote additional innovation in the U.S. crypto space without mandating securities registration for compliant staking models.
Also Read: SEC’s ‘Project Crypto’ Could Redefine Wall Street: Bernstein
