The SEC has opened a conditional route for trading certain tokenized US-listed stocks. For founders, the immediate question is whether their proposed platform, assets and participants fit the new framework.
On 17 September 2026, the Commission issued its Innovation Exemption for Tokenized Securities Venues (TSVs) and certain liquidity providers. It has adopted the relief while also inviting comments on possible changes. Read the SEC announcement.
The short answer
A defined route with conditions to meet.
The order runs from 17 September 2026 to 17 September 2031, unless the SEC changes its terms. A venue must publish a notice at least 30 calendar days before operating. These dates separate the availability of the exemption from a particular platform’s launch date. Order, Sections II.C and V.
What does the SEC exemption change?
The relief has two parts: eligible TSVs receive an exemption from the Exchange Act definition of an exchange; qualifying liquidity providers receive a separate exemption from its definition of a dealer.
The venue model uses automated market makers and liquidity pools, with rules governing who can participate. The SEC identifies potential benefits including fractional ownership, self-custody and faster settlement. Whether a product delivers those benefits depends on its design. See the SEC fact sheet.
Who can use the tokenized stock exemption?
A TSV must be a US person, comply with OFAC sanctions requirements and control access to its trading environment. A public blockchain does not make participation unrestricted. Anti-fraud and anti-manipulation provisions continue to apply. SEC chairman’s explanation.
The product must involve eligible tokenized National Market System (NMS) stock. A token that merely tracks a share’s price through a synthetic instrument falls outside this definition. Fact sheet, page 2.
| Area | What the framework requires |
|---|---|
| Shareholder rights | Holders must receive equivalent rights and privileges to the traditional stock of the same class. |
| Unaffiliated third-party tokenization | The underlying issuer must receive notice and an opportunity to object. |
| Smart contracts | Contracts must be public and auditable, deployed on a public, permissionless distributed ledger. |
| Trading interruptions | Trading must stop concurrently with a halt or suspension of the underlying stock on its primary listing exchange. |
Selected conditions from the SEC announcement. The complete order contains additional requirements.
What remains outside the opening?
The order prohibits primary issuance on a TSV and limits the number of symbols and trading volumes under two tiers. Applicable securities-law and participant obligations remain relevant. A liquidity provider relying on the Covered Firm exemption must trade for its own account and cannot hold customer assets.
Launch planning also involves separate notices to the public, the SEC and, for unaffiliated third-party tokenization, the underlying issuer. Review the applicable notice periods before fixing a launch date. Order, Sections II.C–F and IV.
Start with a product brief your advisers can assess.
Our suggested first step is a short operating-model brief. It should make the proposed business understandable before incorporation, technology commitments or provider applications.
- Map the roles. Identify the venue operator, tokenization provider, liquidity providers and any other intermediaries.
- Describe the asset. Explain what the holder owns and how shareholder rights will reach that person.
- Draw the transaction flow. Show where funds and securities move, who controls each stage and how access is checked.
- Assign responsibilities. Name the team responsible for legal review, technical controls, disclosures and ongoing monitoring.
Use that brief to commission a project-specific assessment from US securities counsel. Corporate setup, banking and documentation work can then follow the assessed model. Our corporate structuring support and bank account document checklist cover related preparation.
Before planning a launch.
Is this a proposal or an issued exemption?
The SEC issued the conditional relief on 17 September 2026. Its parallel request for comments concerns possible modifications and future action. SEC announcement.
Can a token simply mirror a stock’s price?
Synthetic exposure through linked securities or security-based swaps is excluded from the definition used for this relief. The precise rights attached to the instrument matter. SEC fact sheet.
Does permissioned trading mean institutional investors only?
No. The order contemplates retail as well as institutional participants. Access must still meet the venue’s standards and applicable requirements. Order, pages 16–17.
Is the five-year framework permanent?
No. It is time-limited, and the SEC can change its terms. Treat future regulatory changes as an operating-model consideration. Order, Section V.
From concept to preparation
Define the structure behind your project.
Meridian can help organise the corporate structure, project documentation and coordination with suitable specialists. Share the intended activity and target market to discuss the scope.
Primary sources
- SEC announcement — 17 September 2026
- Full order — Release 34-106402, File 4-927
- SEC fact sheet
- Chairman’s statement on the Innovation Exemption
Information checked on 18 September 2026. This article provides general information, not a legal assessment of any project. Meridian provides consultancy and coordination; it does not operate a securities venue or provide investment services.