The old regime clearly got things wrong. I'm asking about tokens like MANA and SAND which clearly function primarily as in-world currency and utility tools, with real user activity. Not what an old regime said. So these clearly are considered collectibles or Tools. Do they have to do a separate fill

What the ICO documents actually said

Neither Decentraland nor Sandbox wrote the words "investment contract" into their token sale documents. The SEC's 2023 argument was constructed entirely from external signals. As AiCoin summarized the SEC's own filing, the agency pointed to the fact that Decentraland offered discounted prices for early contributors, that a blog post published weeks before the MANA ICO described how sale proceeds would fund the development of a virtual world, and that public communications would lead buyers to view MANA as an investment. The "investment contract" conclusion was inferred, under the Howey test, from those marketing and distribution facts, not from any language in the token sale agreement itself.

That matters for your question, because it means the characterization was always transactional and contextual rather than permanently baked into the token's identity.

Why the new framework changes the analysis

The March 17, 2026 joint SEC-CFTC Interpretive Release No. 33-11412 directly addresses this. The release clarifies that a non-security crypto asset can be sold in connection with an investment contract and still not remain a security forever. As the Fintech and Digital Assets blog summarized the release's key finding, a token "separates from the investment contract once the issuer fulfills its representations, or when enough time passes that investors can no longer reasonably expect the issuer to perform."

The framework also establishes, per analysis from Veritas Global Law, that whether a token looks like a digital commodity, digital tool, or digital collectible "depends heavily on actual programmatic utility and on whether value is tied to system use and supply-demand dynamics, rather than to the issuer's future managerial efforts." MANA and SAND, at this point in their lifecycle, have real user activity, a functioning DAO in Decentraland's case, and a founding team that has largely delivered the platform it promised in 2017. Those are exactly the conditions the new framework points to as ending the investment contract relationship.

The filing question

Yes, there is still a procedural step, and it is a real one. An existing token that was previously sold in connection with an investment contract does not automatically migrate categories by operation of logic. The 2026 interpretive release is guidance, not a self-executing reclassification. As Ballard Spahr noted in its analysis, the release emphasizes a transaction-focused analysis where "marketing, commitments, and ongoing managerial efforts, not the token's form or label, are central to determining whether an arrangement constitutes an investment contract."

What that means practically is that MANA and SAND teams would need to affirmatively document the case for reclassification: evidence that the platform is functional, that no promises to the market remain unfulfilled, and that price is now driven by supply and demand within the ecosystem rather than by team roadmap delivery. The SEC's August 2026 proposed rulemaking, noted by Pnyx Hill, is moving toward formal disclosure and evidence requirements for exactly this kind of transition. Whether that requires a standalone filing or can be demonstrated through ongoing disclosures is still being worked out in the rulemaking.

For a new platform designing a coin from scratch, like your Roblox analogy, the path is cleaner. If the token is designed from day one as an in-world currency with no early-contributor discounts, no roadmap promises tied to token value, and live utility at launch, the investment contract question may never attach in the first place. That is the design discipline the new framework rewards.

The Howey test is still the starting gate

Before any new taxonomy matters, the SEC still runs the classic Howey analysis. The SEC asserts jurisdiction over tokenized assets through the Howey test, which determines whether a digital asset constitutes an investment contract under federal securities law. A token that is purely an in-world currency, never sold to outside investors with a profit pitch, and whose value moves with platform activity rather than founder promises, has the strongest possible argument that it never was a security to begin with. That argument is genuinely stronger today than it was two years ago, but it is not a free pass, and the argument has to be made somewhere on the record.

What the March 2026 guidance actually changed

The March 2026 joint SEC-CFTC interpretive release created a five-category taxonomy. The SEC classified crypto assets as digital goods, digital collectibles, digital instruments, stablecoins, and digital securities, and further explained under what circumstances non-security crypto assets might be linked to investment contracts. A purpose-built in-world currency with real user activity is aiming for the "digital commodity" or "digital tool" bucket. Landing there matters enormously because value in that category derives from the programmatic operation of a functional crypto system and supply and demand dynamics, rather than from the expectation of profits from the essential managerial efforts of others.

But landing in that bucket is not self-executing. All devices and instruments that have the economic characteristics of a security are securities regardless of format or label, and issuers cannot treat tokenization as a path around existing registration and disclosure obligations. You still have to demonstrate your token's character, and that demonstration happens through a disclosure process.

The innovation sandbox changes the math

This is the real practical shift for a new token launch. The SEC confirmed that its innovation exemption allows eligible firms to issue tokens without completing full registration processes, providing temporary regulatory relief through a controlled sandbox with strict safeguards including investor participation limits, risk warnings, and regular reporting requirements. That sandbox is genuinely useful for a new platform: you can launch, build real activity, and demonstrate over time that the token behaves like a currency rather than an investment.

At the same time, the SEC proposed its "Regulation Crypto Assets" rule plan in August 2026, which establishes more specific mechanisms for issuance, financing, disclosure, and exit for investment contracts involving crypto assets, though as of late August 2026, that proposal remains a proposed rule, not a fully implemented final regulation.

The practical bottom line

If your token was never sold to outside investors expecting profit, is only earned and spent inside the platform, and its value tracks usage rather than your team's roadmap promises, you are in the strongest possible position. You still need to document that case clearly, which in practice means working with counsel to file either under the innovation sandbox or a Regulation A or D exemption if any early distribution happened outside the platform. Even with the SEC's decreased focus on enforcement, private securities litigation in the digital asset space increased in 2025, with private actions continuing to assert that utility tokens constitute unregistered securities under the Howey test. The regulator stepping back does not make the plaintiff's bar step back.

Real user activity is your single best asset here, not your whitepaper. A token that has actual transaction volume inside an active world tells its own story about what it is. Build the activity first, document it carefully, and let the filing reflect reality rather than aspiration.