Counsel for networks that reward people in tokens for supplying real-world infrastructure.
Book a ConsultationCrystal Venning is a DePIN crypto lawyer for networks that reward people in tokens for supplying energy, wireless coverage, bandwidth or mapping data. Decentralized physical infrastructure networks raised about $1 billion in 2025. Daylight raised $75 million for home energy, and Escape Velocity closed a $61.7 million fund for the sector.
DePIN sits where securities law meets utility, telecom and consumer protection law. Each regime assumes one company runs the infrastructure. DePIN spreads it across thousands of individual owners.
A DePIN network pays token rewards to people who run hardware such as a home battery, a wireless hotspot, a GPS base station or a dashcam. Some call this DePIN crypto mining: owners earn tokens for supplying a resource instead of solving hashes.
Customers pay the network for the resource. How that revenue reaches token holders is the first securities question a network must answer. Helium, GEODNET, Glow, Daylight and DoubleZero are among the best-known networks.
On September 29, 2025, SEC staff said it would not recommend enforcement action over DoubleZero’s programmatic token rewards to network contributors without Securities Act or Exchange Act registration. The letter is a reference point, not a safe harbor. It rests on DoubleZero’s facts, and pre-sales, team allocations and secondary-market promises need separate analysis.
A DePIN crypto airdrop can reward early hardware owners. It can also be treated as an offering if recipients paid, directly or indirectly, to qualify. The SEC’s proposed Regulation Crypto Assets would add a startup exemption, but it is not final, so distribution plans should work under today’s rules.
Energy DePINs that aggregate Texas batteries or solar into ERCOT markets generally do so through ERCOT’s Aggregate Distributed Energy Resource (ADER) pilot, now in Phase 3. PUCT rules for retail electric providers and aggregators apply as well. Token rewards sit on top of any grid payments, so both should be designed together.
Wireless DePINs rely on FCC rules for unlicensed and shared spectrum, such as CBRS. Hardware certification, coverage claims and carrier partnerships each carry their own compliance work.
Selling a device alongside projected token rewards can trigger FTC Act limits on earnings claims, in some structures the FTC’s Business Opportunity Rule, and state consumer protection law. Marketing should describe rewards as variable and never as guaranteed earnings.
Token rewards are generally taxable income when received, at fair market value. Networks should give participants the information they need to report it and check their own reporting duties.
Crystal Venning is the founding attorney of Crystal Venning Law PLLC, with offices at 440 Louisiana Street, Suite 900, Houston, Texas, and in New York. She is admitted in New York, Texas and Georgia. Not certified by the Texas Board of Legal Specialization.
Attorney advertising. This page is general information, not legal advice, and does not create an attorney-client relationship. Prior results do not guarantee a similar outcome. Last reviewed October 2026.
DePIN tokens are crypto tokens that decentralized physical infrastructure networks pay to people who supply real-world resources, such as energy, wireless coverage or data. Customers pay the network for those resources. The token is how contributors are rewarded and, often, how the network is governed.
Not necessarily. In its 2025 DoubleZero letter, SEC staff said it would not recommend enforcement over rewards paid for contributing infrastructure, on the facts presented. Tokens sold to investors to raise money, or marketed as investments, can still be securities. Each distribution needs its own analysis.
SEC staff said it would not recommend enforcement action over DoubleZero’s programmatic token rewards to network contributors. The relief rests on DoubleZero’s specific facts. Other networks can use it as a guide, but it gives formal assurance only to DoubleZero, and different facts could lead SEC staff to a different conclusion.
Generally yes. If the batteries are aggregated into ERCOT markets, that usually runs through ERCOT’s ADER pilot and must follow PUCT rules. The token reward then sits on top of any grid payments, and both layers need to be structured together.
Generally yes. Rewards are usually taxable as income when received, at fair market value, and again as a gain or loss when sold. Participants should keep records of each reward, and networks should check their own reporting duties.
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