SEC Declares DePIN Tokens Outside Its Jurisdiction in Landmark No-Action Decision

In a rare move, the U.S. Securities and Exchange Commission (SEC) announced it will not pursue enforcement actions against DePIN tokens, confirming that these blockchain-based infrastructure assets fall outside its regulatory scope. The decision marks a major shift toward clearer crypto regulation in the United States.

• The decision applies to DoubleZero’s 2Z token, part of a blockchain infrastructure network.
• SEC Commissioner Hester Peirce said the agency is not meant to regulate all economic activity.
• The move signals a regulatory rollback under the Trump administration.
• DePIN tokens are viewed as functional incentives, not profit-based investments.
• The decision provides regulatory clarity for U.S. crypto infrastructure projects.

The U.S. SEC has officially stated it will not take enforcement action against DePIN (Decentralized Physical Infrastructure Network) tokens. The announcement came through a no-action letter issued by Michael Seaman, chief counsel at the SEC’s Division of Corporation Finance. The letter specifically applies to DoubleZero, a U.S.-based DePIN project launching its 2Z token.

Seaman wrote that DoubleZero’s programmatic transfers “do not require registration” under U.S. securities laws and that the 2Z token is not a class of equity securities. This means the token is not treated like company shares or investment contracts.

The DoubleZero protocol allows blockchain networks to access and use underutilized private fiber links contributed by network participants. These contributors earn 2Z tokens for providing bandwidth and resources, creating a decentralized network for internet connectivity.

“This is a big moment for us and for the U.S. crypto industry,” said Austin Federa, co-founder of DoubleZero and former Solana Foundation executive. “It proves that U.S. innovators can work with regulators to get clarity and still move fast.”

Mari Tomunen, DoubleZero’s general counsel, added that the SEC’s no-action decision confirms “there is a legal path to launch tokens” when their value comes from user participation, not investor speculation. She noted that in such cases, the Howey Test, which determines what counts as a security, “simply doesn’t apply.”

SEC Commissioner Hester Peirce also commented on the decision, emphasizing that the SEC’s job is to regulate securities markets, not “all economic activity.” She said this approach allows builders and developers to focus on creating real infrastructure instead of worrying about complex legal gray areas.

Peirce further explained that DePIN tokens serve as functional rewards, compensating users for work performed rather than offering profit from others’ efforts. “Treating these tokens as securities would only hold back innovation,” she said, warning that overregulation could harm the growth of decentralized service networks.

The SEC’s stance represents a broader rollback of crypto enforcement seen under the Trump administration, which has promised more flexibility and support for blockchain innovation in the U.S.

Despite the historic decision, DePIN-related tokens did not show much market reaction. Data from CoinGecko indicates that prices in the DePIN sector fell around 2% in the past 24 hours, suggesting traders are still processing the regulatory news.

Final Thought

The SEC’s no-action letter on DePIN tokens is a major step toward smarter and clearer crypto regulation. By acknowledging that these tokens are tools for participation, not investment, regulators are helping legitimize blockchain infrastructure projects. This new approach could encourage more developers to build in the U.S. without fear of regulatory uncertainty.