US Crypto Offering Proposal Opens Two Fundraising Paths for Public Comment

The US Securities and Exchange Commission is seeking comment on a proposed offering framework for certain investment contracts involving crypto assets. The agency issued Regulation Crypto Assets on 18 August; the proposal appeared in the Federal Register on 21 August. Public comments are due 20 October 2026. It remains a proposal, so the new exemptions described in it are not yet available as adopted rules.

One proposed exemption would permit up to $5 million in offerings during a four-year period. A second would permit up to $75 million in each 12-month period, with additional financial statements and ongoing reporting. Both would require narrative disclosures for investors, and antifraud and antimanipulation provisions would still apply. The proposal also sketches a conditional safe harbor relating to when an asset is subject to an investment contract.

The distinction for readers is between making it easier to raise capital and removing investor protections altogether. The SEC is considering a tailored path for some issuers, while preserving disclosure and conduct requirements. Its scope and final conditions can change after comments; market participants should therefore treat the figures as proposed thresholds, not a blanket exemption for every token or platform. The next milestone is the October comment deadline, followed by the agency’s decision on any final rule.