Posts Tagged Regulation

In a revised notice dated 8 October, a tokenized-stock venue that is not yet trading published a short list of companies that had told it no. OKXICE, a 50-50 joint venture between Intercontinental Exchange Holdings and OKC USA Holding, said it had received a Notice of Issuer Objection from Cerebras Systems, AppLovin, Applied Digital and Rocket Lab. A week later, in a notice dated 15 October, the list had nine names. These notices are the first public record we have found of companies using the veto in the SEC's order of 17 September, which lets a venue trade a company's stock in token form, including tokens made without the company's involvement, but only where the token carries the same rights as the ordinary share. For a token made by a third party the company must be told first, trading cannot begin for thirty days, and an objection inside that window stops it. All nine stocks are already offered offshore as tokens without shareholder rights. The veto reached the version that comes with those rights, on one venue. Over the offshore tokens, as we read the order, the companies have no say at all.

Eleven amicus briefs are now on the docket of New Jersey's Supreme Court petition against Kalshi, and the cover of every one says it is in support of petitioners. Ten of them were entered between 2 and 8 October. Eleven to none looks like a verdict, and part of it is a calendar. Under the Court's Rule 37.2, a brief supporting a petitioner at this stage must be filed within thirty days of the case being docketed, and that time will not be extended. The petition was docketed on 8 September, which made the deadline Thursday 8 October. The same rule sets a different clock for the other side: a brief supporting a respondent follows the time allowed for the brief in opposition, and Kalshi's response is currently due on 9 November. The briefs come from gaming regulators, tribes, states, opponents of gambling expansion, the National Football League, the gaming industry, and two former officials, among them a former CFTC chairman. Anyone who wants to stand beside Kalshi files on Kalshi's timetable rather than New Jersey's.

On 25 September the Sixth Circuit became the second federal appeals court to rule against Kalshi, and the reasoning matters more than the result. Having found that Kalshi had not shown its sports contracts were swaps, the court added that Kalshi would still be unlikely to succeed if they were. The opinion, by Judge Julia Smith Gibbons for a three-judge panel with no separate opinion, decided the Ohio and Tennessee appeals together. It upheld Ohio's refusal of a preliminary injunction, vacated the injunction Kalshi had won in Tennessee, and sent both cases back. This is a preliminary ruling that binds one circuit, and the full court could still be asked to rehear it. The reading here is that the second holding changes what the Commodity Futures Trading Commission can do for Kalshi's sports business. The Commission keeps the power to refuse. Within the Sixth Circuit, and against general gambling laws, approval is now an argument it has to win in court rather than a power the statute hands it. A national answer has to come from the Supreme Court or from Congress.

On 27 August, Databricks told the Securities and Exchange Commission that it had sold $4,999,997,255 of stock to 136 investors. The filing reports $5,000,000,000 offered and $2,745 remaining, and all three figures are quoted as filed. It is one document, it is public, anyone can read it, and it does not contain the number everybody wants. A Form D is the notice a company files when it sells securities without registering them, due within fifteen days of the first sale. It collects the issuer's details, the exemption claimed, the date of first sale, the amounts offered, sold and remaining, and the number of investors who have already invested. It does not collect the price, the valuation, or the identity of a single buyer. That is not an oversight and it is not evasion. The form is a notice that an exempt offering has happened, filed so that the Commission knows it happened. This piece reads what that record does and does not establish.

On the afternoon of 15 September the Senate declined to begin debating the CLARITY Act. The result was on the wire within minutes of the vote, and the result is the least interesting thing in the record. What is interesting sits in the roll call, and the roll call only means something next to a second one taken the same afternoon and a third taken fourteen months earlier. The vote was cloture on the motion to proceed, which decides whether the Senate may begin debating a bill. It is not passage and it enacts nothing. A bill that fails it has not been voted down on its merits. It has failed to reach the point at which its merits get debated. The threshold is three-fifths of senators sworn, which is sixty. The 7 September piece argued that the question of whether Kalshi's sports contracts are federally regulated derivatives or unlicensed gambling had three live routes to an answer, judicial, legislative and administrative. This is what the legislative test produced, and it produced more than a number.

Two things happened in capital markets this week that look like routine news taken separately. Taken together they are the same story told from opposite ends. On 14 April, Deutsche Börse, operator of the Frankfurt Stock Exchange and one of the oldest and most systemically important financial market infrastructures in the world, invested $200 million in the crypto exchange Kraken. The stated purpose was to build shared infrastructure spanning trading, custody, settlement, collateral management and tokenized assets. Not a hedge, and not an experiment. A strategic commitment to operating across both worlds at once. On the same day, the US Senate moved materially closer to passing the CLARITY Act, the most significant piece of crypto market structure legislation so far, after a compromise on the stablecoin yield provisions that had blocked it for nearly a year. A Banking Committee markup is expected in the final weeks of April and a Senate floor vote in May. Senator Lummis, the bill's most prominent champion, has described this as the last realistic window before at least 2030. One institution is building the infrastructure without waiting for the rules. The other is finalizing rules for infrastructure that is already being built. That is not a contradiction. It is what a structural shift looks like from the inside. Understanding why this week matters requires going back further than 2026. The regulatory architecture of capital markets, meaning mandatory disclosure, accredited investor restrictions, anti-money-laundering obligations and the public and private market distinction, was not designed in the abstract. It was designed for a world in which every financial transaction required intermediaries, and in which those intermediaries introduced counterparty credit risk at every step. Before electronic clearing, share transactions moved through physical certificates, multiple brokers, clearinghouses and correspondent banks. Each link was a point of counterparty exposure, and the longer the settlement chain the greater the systemic risk. Public market regulation, meaning listing standards, audited accounts and mandatory disclosure, developed specifically to manage the risks created when thousands of anonymous investors transact through intermediaries they cannot individually assess. The private market carve-out follows directly from that problem. The accredited investor framework says that if access is restricted to those sophisticated and well capitalized enough to absorb losses and conduct their own diligence, the disclosure burden can be relaxed. The access restriction is itself the risk management tool. It exists not because ordinary investors deserve returns less, but because the settlement infrastructure assumed they needed protection from intermediaries they could not evaluate. Know-your-customer and anti-money-laundering rules followed the same logic. The global framework placed compliance obligations on financial intermediaries, meaning banks, brokers and exchanges, because those were the natural chokepoints in the flow of capital. Regulating every transacting party is impractical. Regulating the infrastructure they transact through is not. All of that was rational, and all of it was designed for a world of intermediated, paper-based settlement with significant information gaps between counterparties. That is not the world now being built in.

On 7 April, Kalshi and Fox Corporation announced a partnership to integrate Kalshi's real-time forecasts across Fox News Channel, Fox Business Network, Fox Weather and the Fox One streaming platform. Fox News reaches over 200 million people each month. That figure is worth sitting with. Kalshi, a company that did not exist eight years ago and that spent years fighting regulators in court to establish the legal legitimacy of its product, is now embedded in the largest cable news operation in the United States. This is less a marketing deal than a classification event. The conventional framing of prediction markets is that they are places where people bet on outcomes. That framing is increasingly obsolete. What prediction markets produce is more precise: a continuously updated, crowd-sourced probability signal backed by capital. Participants do not vote. They commit money to positions, which means the signal carries accountability that polling and expert commentary do not. The Federal Reserve has called Kalshi data "valuable to researchers and policymakers." Politicians reference their Kalshi odds at rallies. Newsrooms use the data to contextualize breaking events. Roughly 70% of Kalshi's users visit the platform to check forecasts rather than to trade. A prediction market at scale operates as a real-time probability layer for how markets, institutions and the public process uncertainty. The Fox deal is the moment that layer went mainstream.

Two weeks ago these pages examined the SEC and CFTC's joint token taxonomy: sixty-eight pages and a formal classification framework, which most of the industry called a breakthrough. The better description was confirmation. This week something more revealing happened. The US House Financial Services Committee held a dedicated tokenization hearing, and the conclusion was not legislation. It was an admission that tokenization is arriving, that the market already exists at $26 billion and is growing, and that the statutory framework to govern it does not yet exist. The gap between what regulators can classify and what Congress can legislate is where the story sits. The 17 March taxonomy said what tokens are, and that matters. But knowing what something is and knowing how to govern it are different problems. The SEC and CFTC were explicit that their interpretation carries persuasive authority rather than binding force, and that only Congress can supply the statutory foundation. Congress, as of this week, is still preparing for that task. The CLARITY Act passed the House in July 2025. The Senate markup is targeted for late April. What follows, meaning conference, reconciliation and signature, is a process measured in months rather than days. The market does not pause while it runs.

Most people assume traditional finance and decentralized finance are incompatible. One world of compliance, gatekeeping and custody; the other of permissionless composability and open access. Years spent operating across both, on Wall Street and on-chain, suggest a different reading. The core legal primitives of traditional finance often work better on-chain than the assumption allows. Start with the loan. In traditional finance, loan syndication distributes risk. Participants take economic exposure without doing origination work, which produces a creditor relationship rather than an ownership one. That is close to what decentralized lending protocols already do. Users lend assets to a pool and receive a claim on repayment plus yield. The economic structure is the same one, automated on-chain. The loan structure is composable in a way equity is not. It can be tokenized, transferred, used as collateral and integrated into yield strategies without triggering securities law in many jurisdictions, though the analysis is jurisdiction-specific and no structure is exempt everywhere. Equity-like tokens do none of that easily, because securities carry friction by design and removing the friction changes the instrument. T-SpaceX is a loan participation right. Token holders lend stablecoins, and the issuing subsidiary acquires economic exposure to SpaceX valuations through a Cayman SPC. There is no ownership, no voting right and no direct shareholder status. Redemption opens only once a Redemption Start Date is announced, which is a condition rather than an event that follows automatically from any transaction in the underlying. The instrument carries a non-security legal opinion and is natively composable on Solana. Two things belong next to that description rather than after it. A legal opinion is an opinion, obtained in a particular jurisdiction on particular facts, and it binds no regulator anywhere. And T-Tokens are not available in the US or other restricted territories, so the open access described here is bounded by an eligibility map that excludes a large share of the investors for whom the access argument is usually made. The comparison that matters is structural rather than competitive. An instrument that conveys direct equity faces constraints that a participation right does not: securities generally cannot sit unrestricted in a lending protocol, and they cannot be provided as liquidity on a decentralized exchange without the compliance apparatus that made them securities in the first place. That is a statement about what the instruments permit, and not a prediction about which projects succeed.

On 12 September the chief executive of Anthropic published an essay arguing that the industry should slow the rate at which it improves model capabilities. The heads of OpenAI, xAI and Google DeepMind all responded in public within a day, and the coverage has treated that as three rivals agreeing. Agreement on the direction is not agreement on the mechanism, and on the mechanism they do not agree. This piece does not judge whether the argument is right. It examines the first of the three proposed steps, because that step is a disclosure mechanism, and disclosure mechanisms are readable from here. Each frontier company would give ongoing, employee-like access to a team of embedded third-party evaluators, covering not just finished models but training pipelines and processes. Strip the subject matter away and the shape is familiar. This is a proposal to install an independent party inside the building, with standing access and the right to publish what it finds.