Coinbase CEO Brian Armstrong called on the U.S. government to overhaul its accredited-investor framework on Monday, arguing that wealth-based restrictions on private investment lock ordinary Americans out of opportunities available only to the already wealthy.

Armstrong’s call came shortly after SpaceX’s landmark $75 billion Nasdaq debut on June 12. The rocket company had remained private for 24 years, concentrating early gains among accredited investors. Retail buyers could enter only after the public listing, when pre-IPO appreciation had already accrued. Armstrong posted a thread on X outlining his critique and two reform paths.

The Case Against the Status Quo

“I think it’s time to revisit the accredited investor laws in the US,” Armstrong wrote. “Companies are staying private longer, where only accredited investors (aka rich people!) can invest. Retail investors can only come in after IPO, when much of the upside has already been captured.”

Under SEC rules set out in 17 CFR 230.501, individuals must hold net worth above $1 million, excluding their primary residence, or report annual income above $200,000, to qualify as accredited investors. Joint filers must clear $300,000. The thresholds have not been adjusted for inflation since the early 1980s. The gate bars retail participants from private placements, venture capital rounds, and pre-IPO deals where much of the long-term appreciation in high-growth companies accumulates before public listing.

Armstrong described the outcome as self-defeating. “These rules were created with the best of intentions, to protect regular people from scams,” he wrote. “Unfortunately, in practice they’ve often made it illegal to get richer, unless you’re already rich. A regressive tax!”

Two Reform Paths

Armstrong sketched two options for change. The first would replace the net worth and income test with a financial literacy exam: anyone who passes a test demonstrating investment competency would qualify as accredited, regardless of wealth. The second would eliminate the accredited-investor requirement altogether, preserving only disclosure rules and anti-fraud enforcement.

The House passed the INVEST Act in December 2025, directing the SEC to design a competency-based exam pathway to accredited status. The bill is pending in the Senate and has not moved to a vote.

Coinbase itself has been shaping the legislative environment around the CLARITY Act, which governs crypto-asset market structure. Armstrong has publicly backed the bill’s Senate progression. More than 200 crypto firms have urged a floor vote, with Galaxy Digital cutting its passage odds to 60 percent.

No Specific Legislation

Armstrong posted without attaching the argument to any specific legislation or pending SEC rulemaking. The SEC has not opened a new rulemaking on the wealth thresholds since its 2020 expansion of the definition, which added professional-certification pathways but left the income and net worth numbers unchanged. A 2023 staff report reviewed the definition and recommended further study without triggering a rule change.

Mark Cuban quoted Armstrong’s post with a one-liner: “Just sell em MemeCoins Brian!” Cuban sold most of his bitcoin holdings earlier this year and has publicly called memecoins “garbage.”

The Broader Arc

OpenAI filed a confidential S-1 on June 8, a week after Anthropic did the same, extending the dynamic Armstrong described: years of value creation locked inside private rounds accessible only to accredited investors.

The SEC held a roundtable on private market valuations in March, citing the acceleration of retail exposure to alternative investments as a central concern. At the event, SEC Chairman Paul Atkins said that “exposure to the full dynamism of our markets should not be reserved for those who satisfy a certain wealth threshold or are deemed to be sufficiently sophisticated.”

Coinbase has positioned itself across the private-market debate on multiple fronts. The exchange launched pre-IPO perpetual futures on SpaceX in the months before the Nasdaq listing, giving users some exposure to pre-listing price discovery within derivatives-law limits. Armstrong’s Monday post carries that positioning into the policy register, calling for structural change to the investor-access rules.

Whether the argument gains traction in a Senate still negotiating CLARITY Act floor timing is unclear. Armstrong framed the post as a call to revisit, with no specific bill or formal advocacy campaign attached.