OpenSea Argues NFT Market Falls Outside Securities Regulation in Letter to SEC Crypto Task Force

On April 9, leading NFT (non-fungible token) marketplace OpenSea submitted a formal letter to SEC Commissioner Hester Peirce, who leads the agency's Crypto Asset Task Force.

In the letter, OpenSea urged the SEC to clarify that NFT marketplaces do not fall under the definitions of exchanges or brokers under federal securities laws. The company argued that such clarity is essential to ensure that NFT collectors, buyers, sellers, and the broader NFT ecosystem can thrive without the burden of regulatory uncertainty.

OpenSea’s General Counsel Adelle Foer and others referenced past SEC positions to support their case, asserting that the unique nature of NFTs—as collectibles and creative assets—places them outside the scope of traditional securities regulation. They warned that applying legacy financial rules to NFT platforms could stifle innovation and limit participation in the digital economy.