How Does the Transition from a Private Sale to a Public Launch Affect Classification?

The transition from a private sale (often restricted to accredited investors under an exemption like Reg D) to a public launch significantly increases regulatory scrutiny. A private sale may be exempt from registration, but a public launch of the same token must either be registered or rely on a different exemption.

The public marketing and broader distribution of the token are key factors that regulators use to assess the "expectation of profit" and the need for investor protection.

What Are the Key Compliance Requirements for a Security Token Offering?
What Is the Difference between a Registered STO and an Exempt STO?
How Does the Regulatory Environment Differ for CEX and DEX?
What Are the Registration Requirements for a Security Token Offering (STO)?
How Do Initial Coin Offerings (ICOs) Differ from Fair Launches in Token Distribution?
How Does the SEC Distinguish between an Initial Sale and Secondary Sales under Securities Law?
What Is a Reg D Offering in the Context of Security Tokens?
What Is a Security Token Offering (STO) and How Is It Structured?

Glossar