The US Securities and Exchange Commission updated its crypto frequently asked questions on Friday, telling token issuers that buyback programs and staking receipt tokens will not necessarily qualify as investment contracts under federal securities laws when the underlying network is functional and decentralized.

The update revises FAQs the agency first issued in March. It addresses how the SEC applies securities laws to "certain types of crypto assets and certain transactions involving crypto assets," and centers on the Howey test, the Supreme Court-derived framework the agency uses to determine whether an asset is an investment contract.

The SEC stressed the staff interpretation is non-binding. The updated FAQs, it said, have "no legal force or effect, [do] not alter or amend applicable law, and [do] not create any new or additional obligations for any person."

What does the guidance actually change?

Three operational positions stand out:

• Buybacks: Token issuers can conduct customer buyback programs where "a crypto system is functional and has no central party." Such activity, per the SEC, would not necessarily constitute "a representation or promise to undertake essential managerial efforts" — the prong of Howey that typically traps tokens inside securities classification.
• Network services: Work performed "to secure, maintain, improve, or enhance such a system or its functionality, or to facilitate network effects" does not necessarily satisfy the agency's Howey test.
• Staking: Receipt tokens from staking arrangements will not always classify as securities under the new staff view.

For issuers and protocols, the practical effect is a clearer — though legally unenforceable — pathway to running buyback programs and staking infrastructure without registering those activities as securities offerings. The caveat is material: because the guidance carries no legal force, it does not shield market participants from enforcement, and a future commission could withdraw it.

Why now, after the CFTC moved first?

The SEC's FAQ update follows a parallel move by the US Commodity Futures Trading Commission, which issued its own guidance to token issuers last week.

Both agencies released staff answers days after the Senate failed to pass a crypto market structure bill that many expected would finally clarify the division of labor between the two regulators over digital assets. SEC Chair Paul Atkins and CFTC Chair Michael Selig each issued statements signaling their agencies would address crypto regulation administratively in the absence of legislation from Congress.

The sequencing matters for market structure. With the legislative route stalled, staff-level guidance from both regulators becomes the operative compliance baseline for issuers, exchanges and custody providers — a patchwork that can shift with each change in personnel.

Who leaves the commission, and when?

The guidance lands as the SEC's leadership narrows. Commissioner Hester Peirce announced on Friday that she plans to resign on Oct. 2 after eight years at the agency. Known in the industry as "Crypto Mom" for her advocacy of digital-asset-friendly policies, Peirce is expected to join the law school of Regent University in Virginia as an associate professor in November.

Her departure leaves the commission with Chair Atkins and Commissioner Mark Uyeda — both Republicans on a panel that normally seats five members. As of Monday, President Donald Trump had not announced replacements for Peirce's seat or the two vacant Democratic positions.

A shrunken, two-member commission will now carry the administrative crypto agenda that Congress declined to legislate. Whether the Senate revisits the market structure bill — or leaves Atkins, Uyeda and their CFTC counterparts to keep filling the gap with staff guidance — is the open question heading into the fall.