The U.S. Securities and Exchange Commission just tossed a curveball into the crypto debate: memecoins might not fall under federal securities laws. In a February 27, 2025, statement from its Division of Corporation Finance, the SEC pegged these jokey tokens—like Dogecoin or Shiba Inu—as more akin to collectibles than investments, sidestepping the Howey test that defines securities.
“Memecoins are usually snapped up for fun, memes, and vibes,” the staff wrote. “Their value’s all about hype and guesswork, not some mastermind team building a business.” No central crew pooling cash, no promise of profits from someone else’s hustle—just pure market buzz, like trading Pokémon cards. So, per the SEC, memecoin deals don’t need to register with them.
Don’t pop the champagne yet, though. The agency’s quick to warn that scams aren’t off the hook—federal or state regulators could still pounce if someone’s pumping fakes or fleecing folks. And if a token’s masquerading as a memecoin to dodge rules? The SEC’s got its eye on that too, saying it’ll judge each case by its “economic reality.” Oh, and this isn’t some ironclad rule—it’s just staff chatter, no legal teeth, meant to “clarify” things without locking them in stone.
This is a sharp pivot from the Gary Gensler era, when the SEC’s ex-chair saw pretty much every crypto (except Bitcoin) as a security, siccing lawsuits on Coinbase, Ripple Labs, and more. Ripple’s 2020 case became the poster child—last year, a judge said XRP’s open-market sales weren’t securities, though the SEC’s appealing that call. Now, with a pro-crypto crew steering the ship, this memecoin take feels like a thaw—a nod that not every coin’s a Wall Street wannabe, even if the fine print’s still a maze.
