SEC Opens Five-Year Path for Tokenized Stock Trading

The SEC has issued an order and request for comment (Release No. 34-106402) creating a five-year, time-limited framework under which tokenized national market system (NMS) stocks may trade in the secondary market through permissioned automated market makers and liquidity pools. Because nearly every stock listed on the New York Stock Exchange or Nasdaq is an NMS stock, the order is potentially applicable to the equity of most major US public companies, not merely crypto-native issuers. Sophisticated counsel should care for at least three reasons. First, issuers may confront new disclosure, recordkeeping, and shareholder-protection questions once their shares exist in tokenized form and sit in on-chain liquidity venues. Second, the exemptive conditions and permissible participants will determine which trading venues, custodians, and broker-dealers can build compliant rails, and therefore how this order lands against the existing exchange-registered framework. Third, the request-for-comment stage is the practical window to shape those conditions. The next developments to watch are the comment file, any adopting release or amendments, and the first tokenized NMS listings permitted under the order. One caution: this cluster is a single firm's analysis published in three language versions, so specific eligibility conditions, comment deadlines, and operational requirements should be confirmed against the SEC release text at sec.gov/rules-regulations/2026/09/4-927.