Paul Atkins, Michael Selig: Rewriting the Rules: The SEC & CFTC on Crypto, IPOs & the Future of American Markets

The conversation opens with SEC Chair Paul Atkins and CFTC Chair Michael Seelig as guests. The hosts frame the discussion around opportunities in capital markets and the guardrails needed in a fast-moving period. The first question looks back about 40 years and notes that this is Chairman Atkins's third tour of duty at the agency since the 1990s.

The answer begins with a career that started in the mid-1980s doing corporate finance work, meaning new offerings, as a young lawyer in New York City. At that time, a startup that wanted to build products and fund R&D had to go public. Apple, Microsoft and Advanced Micro Devices are given as examples of companies that started as IPOs. The speaker cites a bar chart from a venture firm (transcribed as "Reese and Horowitz") that compares 1980s companies with today's. It shows that insiders, meaning officers and directors in an era with little private equity or venture capital, held "a relatively thin slice of the entire pie", while public IPO buyers captured the lion's share of the long-run returns.

In this account the pattern has "completely reversed." Private capital markets are now strong, and the U.S. has "fully today half the number of public companies as we had 30 years ago." Returns now go mainly to private equity, venture capital, corporate officers and employees, because companies are mature by the time they list. The speaker still calls American capital markets very healthy. One of the hosts adds that a four- or five-year-old company used to go public to raise money, "like a series C or a series D", not to monetize anything. The host's explanation for the shift is that investors saw those returns and moved to capture them in private markets for themselves and their LPs.

A host asks whether long private holding periods and the scarcity of IPOs call for policy change. The response starts from the position that "it's a free market" and the market should develop as it will. It agrees, though, that an IPO is now mostly a liquidity event for insiders. Plenty of private capital is willing to fund companies early and keep supporting them, and the speaker identifies inhibitions that keep companies from listing.

Three key inhibitions are named: (1) the cost of complying with SEC disclosure rules, including annual reports, proxy statements and quarterly reporting, where requirements are "not necessarily focused on materiality anymore"; (2) litigation risk, especially class actions and "vexatious litigation with every dip" in the stock, with mandatory arbitration and fee-shifting or loser-pays arrangements mentioned, both of which the speaker says Delaware has recently outlawed for public companies while noting that other states exist; and (3) "the weaponization of corporate governance" around shareholder proposals, which makes the annual shareholder meeting a burden.

We need a spring cleaning. We need to cleaning out the attic, the basement, and the garage, and to really look at things, unlike the agency has ever done before with a real focus on materiality.

Asked whether rules can simply be struck line by line or must go through a fuller process involving competing lobbies, the speaker acknowledges "vested interests" and describes a rulebook review as the program for this year and next. The speaker adds that these three are "maybe not the only inhibitions" but are the ones heard repeatedly over 30-some years from venture capitalists, private equity investors, investment bankers and lawyers.

Asked for the CFTC's top priorities for 2026, the answering speaker describes working in private practice around 2021 and 2022, when clients received subpoenas weekly from Gary Gensler or the CFTC and faced "this onslaught of regulation by enforcement." The firms affected were crypto companies, prediction markets, AI firms and traditional market participants. The speaker says they were "relentlessly attacked by the federal government under the prior administration" and calls the goal now "purpose-fit rules and regulations for new innovative technologies."