Nasdaq tokenized shares face key SEC regulatory test

• Nasdaq plans to place tokenized and traditional securities on the same order book.
• Settlement would still run through DTCC systems despite blockchain integration.
• Industry responses are split as regulators assess legal and operational risks.

The US Securities and Exchange Commission has begun a formal review that could determine whether tokenized shares are allowed to trade on Nasdaq, placing blockchain-based securities under close regulatory examination.

By seeking public feedback on Nasdaq’s proposed rule change, the SEC is assessing how digital representations of stocks might fit within existing market structures.

The move reflects growing interest in tokenization across financial markets, while underscoring regulators’ focus on legal certainty, settlement integrity, and investor protection.

Any decision is likely to influence how quickly blockchain technology is adopted within mainstream equity trading.

According to the SEC filing, Nasdaq has asked for approval to list and trade securities in tokenized form.

This step has triggered a broader consultation process covering regulatory, technical, and policy considerations.

The review will determine whether tokenized shares can operate alongside traditional equities without altering core market safeguards.

Regulatory review begins

Under Nasdaq’s proposal, tokenized stocks and exchange-traded products would trade in parallel with conventional shares.

Both formats would appear on the same order book and carry the same shareholder rights.

Clearing and settlement would continue through the Depository Trust and Clearing Corporation, while blockchain technology would be used to improve operational efficiency.

The SEC’s request for feedback signals that no approval is guaranteed.

Instead, regulators are evaluating whether tokenized securities can deliver faster and cheaper settlement without creating new risks.

The consultation marks the start of a deeper assessment rather than a final decision.

How tokenized shares would trade

If approved, Nasdaq’s framework would allow blockchain-based shares to trade just like regular stocks.

Investors would not need separate systems or accounts, as tokenized and traditional securities would coexist within the same trading environment.

Settlement would still rely on DTCC systems, ensuring continuity with current market processes.

Experts argue that this structure preserves investor protections while allowing blockchain to reduce settlement times and operational costs.

The SEC’s review will assess whether these efficiency gains outweigh potential complexities introduced by tokenized record-keeping.

Industry views divided

Market reactions to the proposal have been mixed. Industry groups have voiced support, pointing to the potential for tokenization to enhance market efficiency and modernise post-trade processes.

Regulatory developments elsewhere also suggest increasing openness.

The US Commodity Futures Trading Commission has approved a pilot programme allowing tokenized assets to be used as collateral, indicating broader acceptance of blockchain-based financial instruments.

However, opposition has emerged from firms including Ondo Finance and Cboe Global Markets.

These companies argue that the SEC should delay approval until the DTCC provides clearer guidance on how tokenized trades would be settled.

Their concern centres on the fact that all such transactions would still depend on DTCC infrastructure, making settlement clarity critical.

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