SEC issues tokenized securities framework as Robinhood pushes stock tokenization

On January 28 the U.S. Securities and Exchange Commission’s Divisions of Corporation Finance, Investment Management, and Trading and Markets issued a “Statement on Tokenized Securities” that lays out a comprehensive taxonomy for blockchain‑recorded securities. That same day Robinhood CEO Vlad Tenev publicly called for tokenizing stocks, while the collapse of Terra’s Mirror Protocol — which investors lost over $40 billion and whose founder was later sentenced to 15 years in prison — underscored the regulatory debate.

The SEC statement divides tokenized securities into two broad categories: “issuer‑sponsored” tokenized securities, where companies issue their own securities in token form and the blockchain can function as part of the master securityholder file; and “third‑party‑sponsored” tokenized securities, which the agency further splits into custodial and synthetic models.

The SEC said custodial models hold underlying securities in custody, while synthetic models provide only price exposure and do not confer ownership rights. Mirror Protocol is cited in the statement as the first large‑scale experiment in synthetic tokenized securities. Launched in December 2020 on the Terra blockchain, Mirror purported to enable trading in synthetic versions of U.S.‑listed stocks.

The U.S.

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