SEC's First-Ever NFT Regulation: Impact Theory's NFT Project Faces Unregistered

[wilkine]

SEC charges Impact Theory, a media and entertainment company, for conducting an unregistered issuance of cryptocurrency securities in the form of NFTs. Impact Theory accepts a cease-and-desist order without admitting or denying the SEC's findings. The order requires payment of over $6.1 million in disgorgement, prejudgment interest, and civil penalties. Impact Theory will also destroy all "Founder's Keys" NFTs, forfeit royalties, and refund investors via a fair fund. The SEC alleges that "Founder's Keys" NFTs were sold as investment contracts and securities.

The SEC's move raises questions about NFTs' classification as securities. While some SEC commissioners disagree with the application of the Howey test to NFTs, "Founder's Keys" NFT buyers, Impact Theory, and its founders' wealth are intertwined, resembling stock investment language. Impact Theory's focus on building a brand via NFT sales prompts comparisons to traditional equity marketing. The regulatory move could impact NFT projects' marketing and compliance strategies.

SEC's targeting of Impact Theory is seen as strategic, aiming to address NFT compliance while avoiding a tougher legal battle. The development highlights a growing regulatory focus on NFTs and raises questions about their future classification and compliance landscape.