Decoding the SEC’s New Rulemaking Agenda: Potential DeFi Impacts

On September 4, 2025, the Securities and Exchange Commission (SEC) publicly released its Spring 2025 Unified Agenda of Regulatory and Deregulatory Actions. The SEC’s agenda signals important action on crypto assets, onchain trading, and decentralized finance (DeFi), with potential rulemakings that may include new exemptions and safe harbors designed to bring clarity and regulatory certainty to the industry. 

The regulatory agenda evidences the SEC’s “renewed focus on supporting innovation, capital formation, market efficiency, and investor protection.” In a statement on the regulatory agenda, SEC Chair Paul Atkins said his key priority is to provide “clear rules of the road for the issuance, custody, and trading of crypto assets while continuing to discourage bad actors from violating the law.” 

This blog unpacks the most relevant rulemaking priorities to DeFi. 

Our TLDR? The DEF team believes the SEC’s new agenda signals a clearer future for digital assets and DeFi in the United States. By seeking to establish workable rules of the road for trusted intermediaries, ensuring clear and transparent information disclosures for consumers, and explicitly recognizing the differences between decentralized protocols and intermediated finance, the SEC is helping to solidify the United States as the “crypto capital of the world.” 

Establishing DeFi Innovation Safe Harbor

The SEC’s rulemaking agenda includes a proposal relating to “the offer and sale of crypto assets,” potentially to include certain “exemptions and safe harbors” from the securities framework. The proposal aligns with what was discussed at the SEC Crypto Task Force’s roundtable “DeFi and the American Spirit” earlier this year, where Chair Paul Atkins committed to promoting the core values of DeFi, including economic liberty, private property rights, and importantly, innovation, with a proposed “innovation exemption.” (Click here to read our previous blog on the Proposed DeFi Innovation Exemption.)

Similarly, in a joint statement, the Chairs of the SEC and Commodity Futures Trading Commission (CFTC) expressed their intention to establish a DeFi innovation safe harbor by utilizing their exemptive authority to allow peer-to-peer transactions to flourish on DeFi protocols. The statement explicitly recognizes that self-custody is a core American value, seeks to protect peer-to-peer transactions, and acknowledges that DeFi is uniquely different from intermediated finance, among other positive developments. 

Further, the joint statement highlights the agencies’ commitment to using existing authorities to establish fit-for-purpose regulations for product offerings, enabling increased market choice, and protecting investors through clear, predictable, and pro-innovation regulatory frameworks, as recommended by the President’s Working Group Report.

DEF is thrilled to see the SEC formally take up the effort to incentivize innovation in DeFi. We expect the proposal may resemble the Token Safe Harbor Proposal 2.0 previously raised by SEC Commissioner Hester Peirce and supported by DEF’s response - “Guiding Principles for a Token Safe Harbor.” DEF supports thoughtfully crafted safe harbors, and earlier this year, in partnership with a16z crypto, we submitted  “Recommendations Regarding a Safe Harbor for Applications from Broker Registration Requirements” to the SEC Crypto Task Force.

With the SEC embarking on this next phase of critical rulemaking, DEF is actively monitoring to ensure DeFi users, developers, and technology are protected, and we will advocate for durable and affirmative language that explicitly protects DeFi and innovation.

For a full breakdown of upcoming SEC rulemakings, and the potential impacts on DeFi, the DEF team has assembled the chart below. 

The SEC’s Rulemaking Agenda & Potential DeFi Impacts

Rulemaking	Explanation & DeFi Implications
Crypto Assets (Proposed Rule Stage)	Summary: “The Division is considering recommending that the Commission propose rules relating to the offer and sale of crypto assets, potentially to include certain exemptions and safe harbors, to help clarify the regulatory framework for crypto assets and provide greater certainty to the market.”  The SEC may propose rules on the offer and sale of crypto assets, especially for certain exemptions and safe harbors regarding tokens, DeFi protocols and front-end interfaces. This is something that DEF has long advocated for, and we have already submitted two proposals to the Commission seeking to utilize their exemptive authority: here and here.
Crypto Market Structure Amendments (Proposed Rule Stage)	Summary: “The Division is considering recommending that the Commission amend Exchange Act Rules to account for the trading of crypto assets on [alternative trading systems (ATSs)] and national securities exchanges.” In line with the currently pending market structure legislation, the SEC may amend the Exchange Act rules to enable the trading of crypto assets on DeFi protocols as an alternative trading method. Notably, under the Biden Administration, the SEC proposed the Exchange Rulemaking, which included trading systems that trade crypto asset securities within the definition of “exchange.” The proposed rule was fundamentally incompatible with DeFi technology; it would have required DeFi protocols and software developers to register as trading systems, which would have been inappropriate and, in some cases, impossible. DEF filed three comment letters relating to the proposed rule in April 2022, June 2022, and June 2023. The rulemaking was dropped later. DEF remains committed to ensuring the regulatory agencies accurately understand DeFi trading systems and adopt the right classification and approach.
Amendments to the Custody Rules  (Proposed Rule Stage)	Summary: “The Division is considering recommending that the Commission propose amendments to existing rules and/or propose new rules under the Investment Advisers Act of 1940 and the Investment Company Act of 1940 to improve and modernize the regulations around the custody of advisory client and fund assets, including to address in each case crypto assets.” The Executive Order and the President’s Working Group Report repeatedly highlighted the importance for U.S. persons to 1) maintain the ability to self-custody their own digital assets without a financial intermediary and 2) engage in lawful peer-to-peer transactions using their assets. As such, SEC may modernize custody regulations, including recognizing the self-custodial nature of DeFi protocols.
Transfer Agents (Proposed Rule Stage)	Summary: “The Division is considering recommending that the Commission propose updates and refinements to modernize the Commission's existing regulatory regime for transfer agents, including rules relating to crypto assets and the use of distributed ledger technology by transfer agents.” SEC may modernize rules for transfer agents to include rules for the use of distributed ledger technology by transfer agents.
Amendments to Broker-Dealer Financial Responsibility and Recordkeeping and Reporting Rules (Proposed Rule Stage)	Summary: “The Division is considering recommending that the Commission amend Rules 15c3-1 and 15c3-3 and other broker-dealer financial responsibility rules, as well as Rules 17a-3 and 17a-4, to address the application of these rules to crypto assets.” The SEC may modernize the definitions and scope for “broker” under the DeFi ecosystem, hopefully, by employing a technology-neutral approach and recognizing the realities of how DeFi protocols and front-end interfaces work.  DEF supports a thoughtfully crafted definition of ‘broker” that appropriately excludes those who do not have control or custody of customer assets, as outlined in our “Recommendations Regarding a Safe Harbor for Applications from Broker Registration Requirements,” submitted with a16z to the SEC Crypto Task Force on August 13, 2025.
Definition of Dealer  (Proposed Rule Stage)	Summary: “The Division is considering recommending that the Commission propose amendments regarding the scope of, and exceptions from, the term "dealer.” SEC may modernize the definitions and scope for “dealer” under the DeFi ecosystem. Notably, in February 2024, SEC unlawfully expanded its interpretation of the statutory term “dealer,” as part of the Securities Exchange Act of 1934, in a way that could potentially encompass digital assets industry participants that do not engage in any conduct resembling “dealing.” Thanks to the challenge brought by Blockchain Association and Crypto Freedom Alliance of Texas  in federal court, SEC voluntarily dismissed its appeal - marking a complete victory for the industry. DEF will monitor this rulemaking closely to ensure that DeFi is not improperly captured.
Evaluating the Continued Effectiveness of the Consolidated Audit Trail (Prerule Stage)	Summary: "The Division is considering recommending that the Commission invite public comment to inform a comprehensive rethink of the Consolidated Audit Trail (CAT), including its design and functionality and the scope of collected information, to assess potential modifications to CAT to address ongoing cost and data security concerns while supporting clearly defined regulatory objectives." Closely relevant to the determination of brokers and dealers, SEC is seeking comments on a CAT amendment, which may affect digital asset market participants by requiring the collection of personally identifying information including personal addresses and transaction details. If CAT requirements are implemented in crypto markets, entities would have to collect personal, sensitive information and submit them to a centralized database, which undermines users’ privacy and creates honeypots of sensitive data for cybersecurity risks. Therefore, clarifying and limiting the scope of CAT is a critical objective.

Upcoming SEC Roundtables

Notably, innovation safe harbors will be a topic for discussion at an upcoming joint SEC-CFTC roundtable on regulatory harmonization on September 29, 2025. The 4-hour roundtable will cover potential areas of coordination, with priorities including enabling 24/7 markets, event contracts, perpetual contracts, portfolio margining, as well as innovation exemptions and DeFi.

In addition to the DeFi innovation safe harbor proposal, the SEC is also pushing forward other reforms. On September 8, 2025, the SEC’s Crypto Task Force announced that it will host a public roundtable on financial surveillance and privacy on October 17, 2025. As noted by SEC Commissioner Hester Peirce, “understanding recent developments in privacy-protecting tools will assist the SEC and other financial regulators [...] on policy solutions in the crypto space,” and this roundtable will bring together panelists who are at the forefront of developing technologies designed to protect individual privacy to discuss related policy matters.

The following blog post was authored by Maeve Zou, a policy intern with the DeFi Education Fund.