SEC Greenlights 2Z Token With Rare No-Action Letter — Is DePIN Finally Regulated?
The U.S. Securities and Exchange Commission (SEC) has issued a No-Action Letter to DoubleZero, confirming that programmatic transfers of its 2Z token is not going to be handled as securities transactions.
The letter, dated September 29, represents the primary public acknowledgment by the SEC {that a} token tied to blockchain-based Decentralized Physical Infrastructure Networks (DePIN) may be distributed with out triggering securities registration necessities.
In the response signed by Michael P. Seaman, chief counsel of the Division of Corporation Finance, the SEC acknowledged it is not going to advocate enforcement motion if DoubleZero conducts 2Z transfers beneath the framework described by the corporate’s counsel.
Notably, the company additionally mentioned 2Z doesn’t have to be registered as a category of fairness securities beneath Section 12(g) of the Exchange Act.
The SEC chairman additionally shared his view, noting that the company isn’t extending its attain to cowl each digital asset however specializing in tokens that clearly fall beneath securities legal guidelines.
SEC Clears DoubleZero Token Launch As Peirce Backs DePIN Model
The SEC’s no-action letter to DoubleZero marks a pivotal second for token regulation within the U.S.; nonetheless, it’s primarily based strictly on the corporate’s particular disclosures, with the company warning that totally different info may result in a special consequence.
For DoubleZero, the ruling validates its four-month engagement with the regulator and presents a inexperienced mild for contributors and customers to take part within the community with out concern of securities violations.
Proud to share that the @SECGov has issued @DoubleZero a No-Action Letter for 2Z.
The first-of-its-kind No-Action Letter provides us confidence that 2Z doesn’t must register as a category of “fairness securities” and that programmatic flows of 2Z on the DoubleZero community are… pic.twitter.com/gSgiN6tpQj
— DoubleZero IBRL/acc (@doublezero) September 29, 2025
The token’s design, used for worth switch, incentives, and community safety relatively than equity-like possession, was central to the SEC’s stance.
Shortly after the announcement, Commissioner Hester Peirce additionally released an announcement explaining that DoubleZero’s mannequin matches into the class of decentralized bodily infrastructure networks, or DePIN.
She emphasised that these tasks differ from conventional fundraising as a result of tokens are distributed as compensation for offering providers equivalent to bandwidth, storage, or power, not as investments looking for revenue from others’ efforts.
According to Peirce, the financial actuality of DePIN tasks doesn’t meet the factors of the Howey Test, which defines securities beneath U.S. legislation. Treating these tokens as securities, she warned, would stifle the growth of networks that depend on distributed suppliers.
Telecom infrastructure is dear and gradual to increase. Can DePIN networks provide a greater different, or are they simply one other overhyped blockchain concept? This op-ed breaks it down.#DePIN #Web3https://t.co/scDoXLHDG9
— Cryptonews.com (@cryptonews) February 28, 2025
Peirce added that blockchain know-how shouldn’t be pressured into frameworks designed for monetary markets, stressing that markets, not regulators, ought to decide the success of infrastructure-based tasks.
She mentioned the DoubleZero letter illustrates how regulators can have interaction with innovators in good religion whereas making certain compliance with statutory mandates.
Peirce mentioned the no-action letter “presents a chance to replicate on how we, as regulators, can foster innovation with out increasing our attain past what Congress has mandated.”
A Milestone for the Crypto Industry and What Is Next for 2Z?
Industry individuals view the letter as an vital sign for token launches within the United States, the place regulatory uncertainty has lengthy slowed growth.
DoubleZero mentioned the choice opens the way in which for it to speed up its objective of constructing decentralized community infrastructure. Solana additionally echoed the identical sentiment, asserting that DoubleZero is constructing a devoted fiber community to scale Solana past web latency limits.
BRRR DAO famous that the ruling opens entry for crypto corporations to conventional finance, together with financial institution loans and institutional funding, echoing XRP’s 2020 legal precedent. Unlike XRP, DoubleZero secured approval earlier than launch, signaling regulators are starting to separate speculative tokens from these with actual utility.
Ripple Labs and the SEC have collectively filed a movement to pause their appeals within the long-running authorized battle over XRP.#SEC #Ripplehttps://t.co/QRLcP4Bejn
— Cryptonews.com (@cryptonews) April 11, 2025
Meanwhile, 2Z is about to debut on Binance Alpha and Binance Futures on October 2, with buying and selling beginning at 12:00 AM UTC and 12:30 AM UTC, respectively.
Binance may also maintain a restricted airdrop for eligible customers, whereas DoubleZero promotes staking as a part of its rollout. Together, the regulatory nod and change listings mark a turning level for Solana’s ecosystem.
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