On September 8, 2025, Nasdaq submitted a remarkable proposal to the U.S. Securities and Exchange Commission (SEC): it plans to allow the trading of "tokenized securities" on the Nasdaq exchange, enjoying the same trading rules and execution priority as traditional securities. This may seem like just a rule revision, but it could be a key step for Wall Street in embracing blockchain.
- Core Points of the Nasdaq Proposal
Allow Tokenized Stocks to Trade Alongside Traditional Stocks
In its latest proposal, Nasdaq stated that it plans to allow the trading of tokenized securities, applying the same trading rules as ordinary securities. This means that in the future, stocks issued by the same company, whether in traditional form or as tokenized versions on the blockchain, can be bought and sold on Nasdaq under the same rules, enjoying equal matching priority and shareholder rights. This not only ensures price discovery and liquidity but also allows investors to experience almost no difference in trading, without worrying about purchasing a "diluted" version of the stock. It can be said that this is an important signal of the accelerated integration of traditional finance and the blockchain world.
It is worth mentioning that Nasdaq specifically emphasizes that only tokenized securities that are completely consistent with traditional securities in terms of rights can enjoy the same treatment. This means that the voting rights, dividend rights, liquidation rights, and information disclosure rights enjoyed by investors through tokenized securities should be completely the same as those of directly holding traditional securities. In other words, tokenization only changes the technical means of holding and trading, and does not affect the legal status and economic interests of investors.
Clarify Rights Differences, Clearing Systems Must Be Able to Identify Them
To avoid confusion, Nasdaq requires that if there are any differences in rights between tokenized securities and traditional securities, they must be clearly labeled for easy identification by clearing agencies and investors. Clearing and settlement will still be conducted through existing systems, such as the DTC in the U.S., but will be upgraded in the future to support on-chain settlement. This allows both institutions and retail investors to engage with on-chain assets in a familiar trading environment without worrying about clearing risks.
Infrastructure Compatibility, No Major System Adjustments Required
This proposal does not require a complete overhaul of the trading system; it merely makes minor adjustments to existing rules, keeping trading, fees, matching priority, market monitoring, etc., completely consistent. This helps ensure that liquidity is not fragmented, allowing tokenized securities to become part of the traditional market.
Execution Priority and Market Participation Methods Remain Unchanged
Whether choosing traditional or tokenized forms, the processing methods, priority, fee structures, routing strategies, market monitoring, and NBBO (National Best Bid and Offer) mechanisms for trade orders will be consistent with traditional securities trading. Tokenized stocks will not change their execution treatment due to their form.
Ensure Market Stability and Transparency
Nasdaq emphasizes that tokenized trading will not disrupt market structure or price discovery mechanisms, will not lead to liquidity fragmentation, and will not reduce investor protection. All transactions will still be monitored and reviewed by regulatory systems such as Nasdaq and FINRA, maintaining market transparency and monitoring mechanisms to prevent market manipulation.
- Why This is a Noteworthy Event
In the past, mainstream exploration in the RWA (Real World Assets) sector focused on products like stablecoins and tokenized government bonds, such as on-chain versions of U.S. Treasuries and corporate bonds. The core logic was to map real assets (dollars, government bonds, bonds) onto the blockchain, allowing users to hold, transfer, and settle more efficiently within the crypto ecosystem. In other words, most of the "tokenized stocks" that appeared in the market previously were merely price mappings and did not truly represent equity, nor did they grant investors voting rights, dividend rights, and other core rights; users were not actually buying the stocks themselves.
Nasdaq's proposal is entirely different; it requires that tokenized stocks must maintain consistency in rights with traditional stocks to enter the same trading system. This indicates that the rights obtained by investors through tokenized stocks are no different from those of directly holding stocks, representing true on-chain stocks.
More importantly, this proposal marks the beginning of traditional financial markets embracing blockchain, incorporating it into core trading infrastructure rather than remaining in the experimental or over-the-counter trading phase. Once implemented, it could greatly enhance market efficiency, reduce clearing costs, and attract more institutions and retail investors to try blockchain assets. This is not only an acknowledgment of blockchain technology but could also become a turning point for the deep integration of traditional finance and the crypto world.
- Industry Response
Nasdaq's proposal is not an isolated event; it can be seen as a continuation of the entire financial market's exploration of tokenization.
On September 3, 2025, Galaxy Digital announced a partnership with SEC-registered transfer agent Superstate to directly tokenize its Class A common stock GLXY through its Opening Bell platform, deploying it on the Solana blockchain. This is the first time a U.S. publicly traded company has proactively put its real stock on-chain, granting token holders the same legal and economic rights as traditional stocks, including voting rights, dividend rights, liquidation rights, etc., truly achieving "on-chain stocks."
In the same month, Ondo Finance announced the official launch of the Ondo Global Markets trading market, providing tokenized versions of over 100 U.S. stocks and ETFs for non-U.S. investors, open for 24/5 trading and 24/7 transfers. These tokens are pegged 1:1 to real stocks, held by U.S. compliant brokerages, and possess the liquidity of traditional exchanges. The platform currently operates on Ethereum, with plans to expand to Solana and BNB Chain, aiming to support over 1,000 assets by the end of the year. This means global investors can access the U.S. stock market through on-chain wallets at any time and freely apply tokenized securities in DeFi scenarios.
Previously, Robinhood was the first to launch tokenized U.S. stocks and ETFs in Europe, covering over 200 underlying assets, and plans to bring equity in unlisted companies like SpaceX and OpenAI onto the chain, testing tokenized trading in private equity. Kraken also launched the xStocks product, supporting tokenized versions of over 50 U.S. stocks and ETFs, operating on Solana, allowing users to trade 24/7 and withdraw to self-custody on-chain.
These events collectively demonstrate a trend: traditional capital markets are attempting to integrate with the openness and programmability of blockchain. The most direct change brought by tokenization is breaking the limitations of time and geography, allowing U.S. stocks, ETFs, and even private equity to trade in a 24-hour uninterrupted on-chain market, and can be directly embedded into DeFi applications as collateral or liquidity tools. This means that future global investors will not be limited by the operating hours of local exchanges and can obtain a richer asset allocation choice on-chain. The exploration of stock tokenization has already begun, and if Nasdaq's proposal is implemented, it will provide a larger stage for these explorations, truly bringing tokenized securities into the mainstream market and accelerating the integration of traditional finance and the blockchain world.
- Potential Impact: A New Narrative for Financial Markets
Stimulus for the Crypto Market
Nasdaq's proposal will undoubtedly inject new enthusiasm into the RWA (Real World Assets) sector. Once tokenized stocks are allowed to trade alongside traditional stocks, it effectively connects crypto technology directly to one of the largest stock markets in the world, greatly enhancing the market's imaginative potential and possibly impacting multiple Web3 sectors.
First, in DeFi lending and derivatives protocols. Tokenized U.S. stocks and ETFs can become new high-quality collateral, increasing the depth and diversity of lending pools, allowing users to borrow or provide liquidity not only with stablecoins or native tokens but also with on-chain stocks of companies like Apple and Tesla. This will enhance the capital efficiency of protocols and may give rise to cross-asset collateral combination products like "on-chain stocks + stablecoins." The derivatives sector will also benefit, as perpetual contracts, options, and other derivative instruments can be launched based on on-chain stocks, making it easier for users to hedge and engage in leveraged trading.
Secondly, in RWA (Real World Assets) and asset management protocols. On-chain stocks will enrich the asset pool of RWA, no longer limited to low-risk varieties like government bonds and commercial paper. On-chain asset managers can create index funds, smart portfolios, or automated rebalancing strategies that include on-chain stocks, allowing ordinary users to access "on-chain ETFs" or thematic investment portfolios with lower thresholds.
At the same time, this will also benefit projects providing underlying infrastructure for tokenization, such as Chainlink (oracles, price feeds), Avalanche, and Polygon (custody and settlement layers), which are expected to become the technical support for stock tokenization, welcoming new demand and traffic.
Finally, the compliance and identity sector (DeFi KYC, on-chain identity) will also receive more attention. Tokenizing stocks will inevitably require compliance with securities laws, imposing higher requirements for investor qualification reviews, geographic restrictions, and position disclosures, which will promote the adoption of on-chain KYC, verifiable credentials (VC), and compliance modules.
More importantly, this will attract more institutional funds to refocus on the practical application value of blockchain, rather than just speculative sentiment, thereby driving secondary market sentiment and the expansion of DeFi scenarios.
Impact and Opportunities for Traditional Financial Markets
From the perspective of traditional financial markets, the introduction of tokenized stocks is expected to significantly reduce intermediary costs for trading and clearing. Currently, stock trading typically requires T+2 settlement, involving multiple layers of custodians and clearing agencies, while on-chain tokenized stocks can achieve near real-time settlement, reducing reliance on intermediaries and improving capital utilization efficiency. For market participants, this means higher liquidity, lower capital occupation, and the possibility of 24/7 trading.
This efficiency improvement poses both challenges and opportunities for traditional intermediary institutions. Some brokerage and custody firms' matching and settlement businesses may be impacted by disintermediation, but they also have the opportunity to transform into on-chain custodians and compliance gateways, exploring new revenue models. Clearinghouses and central custodians (like DTC) will need to upgrade their systems to support on-chain settlement, or they may risk losing their core position in financial infrastructure.
For companies, tokenizing stocks can significantly lower financing thresholds and costs, allowing businesses to directly reach global investors and update shareholder registries, distribute dividends, and conduct governance voting in real-time through on-chain smart contracts, reducing manual and time costs and enhancing corporate governance efficiency. At the same time, tokenization in private equity and secondary markets can improve equity liquidity, accelerate the exit pace of venture capital and private equity funds, and change the valuation and liquidity structure of traditional capital markets.
Overall, stock tokenization will drive capital markets from a closed system centered on countries and exchanges to a global, 24/7 online, disintermediated open market. Traditional brokerages, clearinghouses, and custodial banks need to proactively position themselves to continue playing a role in the new competitive landscape; companies need to plan their digital strategies in advance to seize the efficiency dividends brought by on-chain financing and governance. As more compliant pathways and technical solutions are implemented, this trend is nearly irreversible, and the future global capital market may see an on-chain main stage, further blurring the lines between traditional and decentralized finance.
- Risks and Challenges
Regulatory Uncertainty
Although Nasdaq's proposal is a positive innovation, it still requires approval from the SEC. The SEC's review cycle typically has no fixed upper limit, but historically, most proposals submitted by exchanges have a review time ranging from 30 to 90 days, with complex products potentially taking longer. The review focuses on whether the product meets the requirements of the Securities Exchange Act, whether investor protection measures are adequate, and whether trading rules and market risk controls are reasonable. For the innovative move of tokenized stocks, the SEC may arrange multiple rounds of inquiries and modifications, and the review may be stricter and take longer.
At the same time, regulators may be concerned that tokenized stocks could be used to circumvent certain regulatory requirements, such as cross-border investment restrictions, KYC/AML compliance, and tax reporting. If the approval cycle is too long or regulatory requirements are too strict, it could slow down the entire tokenization process, or even cause the project to lose its early advantages.
For example, Ondo Global Markets, mentioned earlier in this article, provides investment channels for global investors through the tokenization of traditional securities. In terms of cross-border compliance, this platform is only open to investors outside the U.S. and adopts Reg D and Reg S structures to ensure compliance with U.S. and international regulatory requirements. On the KYC/AML front, the trading platform conducts strict verification of user identities, including proof of identity, address, and tax information, and embeds smart contracts to automatically enforce compliance and trading restrictions. In terms of taxation, it even processes withholding tax on investor earnings and provides transparent trading and tax records to help investors fulfill their reporting obligations.
Technical and Security Risks
Tokenized stocks mean that stock holdings and trading settlements will rely on blockchain technology. If the underlying public chain has vulnerabilities, is attacked, or experiences downtime, it could directly affect settlement security, leading to asset losses for investors. Additionally, on-chain identity verification (ensuring that only qualified investors can hold them) presents a dual challenge of technology and compliance.
Liquidity and Price Control Risks
In traditional markets, pre-market and after-hours trading carries risks of extreme price fluctuations, but due to limited trading hours, the market tends to concentrate on surges and drops at the opening and closing phases. On-chain 24/7 trading changes this concentrated trading model but does not eliminate risks; it merely alters the form of risk: from concentrated surges and drops to possible "continuous low liquidity fluctuations" and "spread arbitrage opportunities."
The circulating supply of on-chain tokenized stocks is usually smaller than that of traditional stock markets, and the initial participant structure may also be unbalanced, making prices susceptible to sharp fluctuations and potentially leading to short-term disconnection from traditional market prices. Although on-chain trading can occur around the clock, making price discovery more continuous, 24/7 trading does not equate to the disappearance of risk. If market depth is insufficient or the transaction volume is large, prices can still be rapidly driven, creating unreasonable deviations.
The controllability of on-chain price fluctuations depends on several preconditions. First, sufficient liquidity support, such as a market maker mechanism, is needed to buffer the impact of large transactions on prices. At the same time, a circuit breaker mechanism can pause trading during abnormal fluctuations to prevent a cascading effect. If on-chain stocks have exactly the same rights as traditional stocks and can be freely redeemed, then cross-market arbitrage will naturally come into play, anchoring on-chain prices to traditional stock prices. For example, when the price of on-chain stocks is lower than that of traditional stocks, arbitrageurs will buy on-chain and sell traditional stocks; conversely, they will buy traditional stocks and sell on-chain, profiting from the price difference and driving price convergence.
Moreover, the efficiency of settlement and clearing between on-chain and traditional markets also affects risk. If custodial or clearing institutions lag in upgrading, on-chain trading may not smooth price fluctuations as theoretically expected. Even if Nasdaq shares the same order book, liquidity imbalances, price spreads, or arbitrage opportunities may still occur in the initial stages, necessitating a comprehensive approach involving technology, market, and regulatory measures to control risks.
- Conclusion
If tokenized stocks can extend to mainstream exchanges like Nasdaq and achieve trading alongside traditional stocks, it would mean new opportunities are emerging for investors. In addition to paying attention to projects in the tokenization infrastructure and RWA sectors, it is also important to focus on those public chains and exchanges that are actively laying out compliance and supporting tokenization, as these may become important gateways and beneficiaries in the future capital markets on-chain.
From a longer-term perspective, this trend has the potential to drive the comprehensive on-chain transformation of capital markets, enabling real-time, transparent, and automated asset trading, settlement, and custody. The integration of Web3 and traditional finance will be further accelerated, pushing global capital markets into a new phase that is more efficient and open.
References
Nasdaq Tokenization Filing Q&A: https://www.nasdaq.com/docs/2025/09/08/Tokenization-Filing-QA.pdf
Nasdaq proposal: https://listingcenter.nasdaq.com/assets/rulebook/nasdaq/filings/SR-NASDAQ-2025-072.pdf
Nasdaq makes push to launch trading of tokenized securities: https://www.reuters.com/business/finance/nasdaq-makes-push-launch-trading-tokenized-securities-2025-09-08
Nasdaq Seeks Rule Change with SEC to Trade Tokenized Stocks: https://www.bloomberg.com/news/articles/2025-09-08/nasdaq-seeks-rule-change-with-sec-to-trade-tokenized-stocks?embedded-checkout=true
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