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1.1 From Physical to Digital: The Tokenization Moment

What you'll learn

How financial assets evolved from paper certificates to electronic records to blockchain tokens, why tokenization is structurally different from prior digitization waves, and which institutions and regulators are now making it operational.

In late 1968, the New York Stock Exchange did something it had never done in its 176-year history: it closed on Wednesdays. Not for a holiday. Not for a national emergency. The exchange shut down because it was drowning in paper.

Trading volumes had surged past the back-office capacity to process them. Stock certificates, physical pieces of paper representing ownership, had to be physically transported between brokerages, verified by hand, and stored in vaults. Settlement required couriers carrying bundles of certificates across Lower Manhattan. By the time the crisis peaked, dozens of broker-dealers had failed or been forced to merge, and hundreds of thousands of transactions were settling late or not at all 1. The industry called it the Paperwork Crisis, and it nearly broke American capital markets.

The solution was not better couriers or bigger vaults. The solution was to stop moving paper. In 1973, the industry created the Depository Trust Company (DTC), a central entity that would hold physical certificates in a single location and track ownership changes electronically 2. Instead of shipping paper between firms, DTC maintained a book-entry ledger. Ownership moved as a database update, not a physical delivery.

That decision, born from crisis, set the template for how financial infrastructure changes. The pattern repeats: existing systems hit a constraint they cannot overcome, the constraint creates real losses, and new infrastructure emerges to resolve it. Understanding this pattern matters because the same forces are driving the current wave of tokenization.

Wave 1: Killing the Paper (1970s-1990s)

The DTC's creation solved the immediate crisis, but the shift from paper to electronic records took decades. Physical certificates did not disappear overnight. Banks, corporations, and individual investors held billions of dollars in paper stock, and persuading them to surrender those certificates to a central depository required regulatory pressure, industry coordination, and cultural change.

The results, measured over time, were dramatic. By 2020, around 1% of DTCC‑serviced assets remained in physical form, valued at about $780 billion out of roughly $76 trillion in total assets serviced 3. The Paperwork Crisis had forced a near-complete transition from physical to electronic record-keeping for US securities.

What electronic records accomplished

The shift eliminated the logistical nightmare of paper. Settlement times compressed from weeks to days. The risk of lost, stolen, or forged certificates dropped to near zero for book-entry securities. Corporate actions like dividend payments and stock splits could be processed centrally rather than mailed to millions of individual holders.

NASDAQ's launch on February 8, 1971, as the world's first electronic stock market, pushed this further 4. For the first time, dealers could trade securities through a networked computer system rather than shouting prices across a physical trading floor. NASDAQ proved that markets themselves, not just the records behind them, could be electronic.

What electronic records left in place

The first digitization wave replaced the medium but not the structure. Paper certificates became database entries, but those entries still lived in siloed systems controlled by intermediaries. Each broker, each custodian, each clearinghouse maintained its own ledger. Moving an asset from one institution to another still required those institutions to reconcile their separate records.

Settlement, the process of finalizing a trade so that the buyer receives the asset and the seller receives cash, remained slow by design. Intermediaries needed time to match their records, resolve discrepancies, and manage the credit risk that builds up between trade execution and final settlement. In US equity markets, the settlement cycle moved from T+5 to T+3 in 1993, to T+2 in 2017, and to T+1 on May 28, 2024 5. Each compression required years of industry-wide coordination.

The records were electronic. The architecture behind them, layered, intermediated, and dependent on batch processing between separate databases, remained unchanged from the DTC's original design.

Wave 2: Opening the Access (1990s-2010s)

The second digitization wave democratized who could participate in markets without changing how those markets worked underneath.

The SEC's abolition of fixed brokerage commissions on "May Day" 1975 opened the door to discount brokerages. The internet made it possible to walk through. By the late 1990s, platforms like E*Trade and Charles Schwab let individual investors buy and sell securities from a home computer. Trading costs dropped from hundreds of dollars per trade to single digits, and eventually to zero.

This was a genuine expansion of access. Millions of people who had never owned a stock could now open a brokerage account online, deposit funds, and trade within minutes. Markets became faster, cheaper, and more inclusive.

But the plumbing underneath stayed the same. When a retail investor bought shares through Robinhood in 2021, the order still flowed through the same DTCC clearing infrastructure built in the 1970s. The trade still settled on a T+2 timeline (T+1 had not yet been implemented). The investor's shares still existed as a book entry in a chain of intermediaries: the broker, the clearing firm, and ultimately DTCC.

The limits of Wave 2

Two waves of digitization had accomplished a great deal. Paper was gone. Access was broad. Trading was fast and cheap. But the underlying infrastructure retained three core limitations:

Siloed ledgers. Every institution maintained its own record of who owned what. Reconciling these records across institutions cost the industry billions annually in back-office operations.

Intermediated settlement. Every transfer of ownership required trusted third parties to validate, clear, and settle the transaction. These intermediaries added cost, introduced delay, and created points of failure.

Non-programmable records. A book entry at DTCC recorded ownership. That was all it could do. It could not execute logic, enforce conditions, interact with other financial systems, or operate without human authorization. The record was static: a fact in a database, not an active participant in financial processes.

These limitations were not bugs. They were the design. The system was built to centralize trust in known institutions because, in the 1970s, that was the only viable architecture. But by the 2020s, the constraints of that architecture had become increasingly visible.

Wave 3: Making the Asset Programmable

Blockchain tokenization represents a third wave that differs from the first two in a structural way. Waves 1 and 2 digitized the records and the access. Wave 3 makes the asset itself a programmable object on a shared ledger.

The distinction matters. A DTCC book entry records that you own 100 shares of a company. A blockchain token representing those same shares can do what a book entry cannot: enforce compliance rules automatically, distribute yield to holders without manual processing, settle transfers atomically (meaning the asset and the payment exchange simultaneously, with no counterparty risk), and interact with other on-chain applications like lending protocols or collateral registries.

McKinsey's June 2024 analysis captured the distinction precisely: if you were designing financial infrastructure from scratch, you would include "24/7 availability, instant global collateral mobility, equitable access, composability, and managed transparency" 6. These are features that tokenization enables and that electronic book-entry records, by design, do not.

Five capabilities that separate tokenization from electronic records

CapabilityElectronic Records (DTCC)Blockchain Tokens
ProgrammabilityStatic database entry; no embedded logicSmart contracts enforce rules, automate distributions, and execute conditions
SettlementT+1 (as of May 2024); requires intermediary reconciliationAtomic settlement; asset and payment exchange in a single transaction
Fractional ownershipLimited; minimum lot sizes set by exchanges and brokersGranular division; a $100M building can become millions of tokens
ComposabilitySiloed; cannot interact with other financial systems nativelyTokens interact with DeFi protocols, collateral registries, and other on-chain applications
Operating hoursMarket hours only; closed on weekends and holidays24/7/365; no market closures

An analogy helps clarify the shift. Think about how communication changed. The fax machine digitized the delivery of documents: faster than mail, but you still received a static page you could only read. Email digitized the content: faster still, and you could forward, copy, and search it. A shared document (a Google Doc, for instance) changed what the document could do: multiple people see the same version in real time, the document tracks its own history, and embedded functions can calculate, sort, and update automatically. Electronic records were the email. Tokenization is the shared document 7.

Programmability in practice

These are not theoretical capabilities. Siemens issued a €300 million digital bond on blockchain in 2024 that was issued and settled in less than three hours, a process that typically takes days via conventional infrastructure 8. The European Investment Bank issued its first digital bond on Ethereum in April 2021, a €100 million multi-dealer primary issuance, the first of its kind by a major supranational institution 9. BlackRock's BUIDL fund, launched in March 2024, distributes daily yield to token holders automatically through smart contracts, without the corporate action processing that traditional funds require 10.

McKinsey estimates that smart-contract-enabled bond lifecycle execution could unlock operational efficiencies of at least 40% 6. The efficiency does not come from faster computers. It comes from removing reconciliation steps, intermediary handoffs, and manual processing that exist only because the current system uses separate, non-interoperable ledgers.

The Institutions Are Building It Themselves

The 2017-2019 wave of security token offerings (STOs) was led by crypto-native startups. It stalled. Regulatory uncertainty, limited institutional interest, and thin secondary markets meant that most early tokenization projects never reached meaningful scale.

The current wave is different. The institutions that built the existing financial infrastructure are now extending it onto blockchain.

BlackRock launched BUIDL in March 2024, a tokenized US Treasury fund built on Ethereum through Securitize. By early 2026, BlackRock’s BUIDL fund had reached around $2.4 billion in AUM and been deployed across multiple public blockchains (including Ethereum, Solana, BNB Chain, Arbitrum, Avalanche, and others) 10. JPMorgan’s Kinexys platform, launched as the next phase of its earlier Onyx blockchain initiatives, has processed over $3 trillion in cumulative volume, with average daily volumes above $7 billion as of December 2025 11. Franklin Templeton launched FOBXX in 2021, making it the first US-registered mutual fund to use a public blockchain as its system of record 12. DTCC received SEC no-action approval for a tokenization pilot in December 2025 13. And the NYSE announced a tokenized securities trading platform in January 2026 14.

This is not disruption from outside the system. The same institutions that created DTC in 1973 and DTCC in the 1990s are now building the next layer. They are doing so because the existing plumbing, built for a paper-to-electronic transition half a century ago, has reached its functional ceiling.

Jamie Dimon, in JPMorgan's 2026 Annual Shareholder Letter, framed the same shift from the competitive side: "A whole new set of competitors is emerging based on blockchain, which includes stablecoins, smart contracts and other forms of tokenization." 15

When the CEO of the world's largest asset manager and the CEO of the world's largest bank both describe tokenization as the direction of travel, the question shifts from whether this will happen to how quickly and through what structures.

The Regulatory Turning Point

One of the reasons the 2017-2019 STO wave stalled was legal ambiguity. Were tokenized securities actually securities? Which rules applied? Could a smart contract serve as a transfer agent? Issuers, investors, and intermediaries faced questions that regulators had not yet answered.

That ambiguity has been substantially resolved across major jurisdictions:

  • The EU DLT Pilot Regime went live on March 23, 2023, creating three new license categories for DLT-based trading and settlement infrastructure 16. MiCA, the EU's comprehensive crypto-asset regulation, became fully applicable by December 30, 2024 17.
  • Switzerland's DLT Act has been fully in force since August 1, 2021. FINMA licensed SIX Digital Exchange in September 2021 and BX Digital in March 2025, creating regulated venues for tokenized securities trading 18.
  • The UK Digital Securities Sandbox launched on September 30, 2024, allowing firms to test tokenized securities issuance and trading within a controlled regulatory environment 19.
  • In the US, the SEC issued a formal taxonomy of tokenized securities on January 28, 2026, classifying three categories of issuer-sponsored and third-party-sponsored tokenization models 20.

The regulatory question has shifted from "Is this allowed?" to "How should it be structured?" Section 6.1 will examine these frameworks in detail. For now, the relevant point is that legal clarity, absent during the first tokenization attempt, now exists in the jurisdictions where most institutional capital operates.

The infrastructure is being built. The regulations are being written. The institutions are participating. Before the paper can weigh how large the opportunity is or what is driving the current acceleration, one prior question has to be settled: what exactly is a real-world asset on a blockchain, and where does the category begin and end? A token that represents a share in a Treasury fund is doing something structurally different from a governance token or an algorithmic stablecoin, and the distinction matters for every argument that follows. That is where Section 1.2 picks up.

Key Takeaways
  • Wall Street's 1960s Paperwork Crisis, which shut down the NYSE on Wednesdays and caused roughly 160 firms to fail, forced the creation of DTC in 1973 and set the pattern for how financial infrastructure changes: crisis first, then new systems.
  • Two waves of digitization replaced paper certificates with electronic records and democratized market access, but left the underlying architecture siloed, intermediated, and non-programmable.
  • Tokenization differs from prior digitization in kind, not degree: blockchain tokens are programmable assets that can enforce rules, settle atomically, divide into fractional units, and interact with other on-chain systems.
  • BlackRock ($2.4B in BUIDL), JPMorgan ($3T+ via Kinexys), DTCC, and the NYSE are now building tokenized infrastructure, marking a shift from crypto-native experimentation to institutional deployment.
  • Operational regulatory frameworks in the EU, Switzerland, the UK, and the US have resolved the legal ambiguity that stalled the 2017-2019 tokenization wave, shifting the question from "Is this allowed?" to "How should it be structured?"

Footnotes

  1. BIS, The US Paper Crunch, 1967-1970 - https://www.bis.org/publ/qtrpdf/r_qt0712z.htm

  2. DTCC, From Paper Certificates to Quadrillions in Securities - https://www.dtcc.com/dtcc-connection/articles/2021/june/08/from-paper-certificates-to-quadrillions-in-securities

  3. DTCC, From Physical to Digital: Advancing the Dematerialization of U.S. Securities - https://www.dtcc.com/~/media/Files/PDFs/DTCC-Dematerialization-Whitepaper-092020.pdf

  4. Nasdaq, Nasdaq: 50 Years of Market Innovation - https://www.nasdaq.com/articles/nasdaq:-50-years-of-market-innovation-2021-02-11

  5. FINRA, Understanding Settlement Cycles - https://www.finra.org/investors/insights/understanding-settlement-cycles

  6. McKinsey, From Ripples to Waves: The Transformational Power of Tokenizing Assets - https://www.mckinsey.com/industries/financial-services/our-insights/from-ripples-to-waves-the-transformational-power-of-tokenizing-assets 2

  7. BlackRock, Larry Fink's 2025 Chairman's Letter to Investors - https://www.blackrock.com/corporate/investor-relations/2025-larry-fink-annual-chairmans-letter

  8. Siemens, Siemens remains a pioneer, Another digital bond successfully issued on blockchain - https://press.siemens.com/global/en/pressrelease/siemens-remains-pioneer-another-digital-bond-successfully-issued-blockchain

  9. EIB, European Investment Bank issues its first ever digital bond on a public blockchain - https://www.eib.org/en/press/all/2021-141-european-investment-bank-eib-issues-its-first-ever-digital-bond-on-a-public-blockchain

  10. PR Newswire/Securitize, BlackRock's BUIDL, Tokenized by Securitize - https://www.prnewswire.com/news-releases/blackrocks-buidl-tokenized-by-securitize-now-accepted-as-collateral-for-trading-on-binance-and-launches-on-bnb-chain-302613374.html 2

  11. JP Morgan, Kinexys Digital Payments - https://www.jpmorgan.com/kinexys/digital-payments

  12. Arbitrum Foundation, Franklin OnChain U.S. Government Money Fund (FOBXX) - https://forum.arbitrum.foundation/t/franklin-onchain-u-s-government-money-fund-fobxx-step-application/23655

  13. Amplify ETFs, Digital Assets: Tokenization Takes Center Stage - https://blog.amplifyetfs.com/digital-assets/digital-assets-tokenization-takes-center-stage-as-institutional-infrastructure-matures

  14. Amplify ETFs, Digital Assets: Tokenization Takes Center Stage - https://blog.amplifyetfs.com/digital-assets/digital-assets-tokenization-takes-center-stage-as-institutional-infrastructure-matures

  15. Ondo Finance/LinkedIn, Jamie Dimon 2026 Annual Shareholder Letter excerpt - https://www.linkedin.com/posts/ondo-finance_the-ceo-of-the-worlds-largest-bank-just-activity-7446993658312077312-RkG4

  16. ESMA, DLT Pilot Regime - https://www.esma.europa.eu/esmas-activities/digital-finance-and-innovation/dlt-pilot-regime

  17. InnReg, MiCA Regulation Guide - https://www.innreg.com/blog/mica-regulation-guide

  18. FINMA, DLT Trading System License for BX Digital - https://www.finma.ch/en/news/2025/03/20250318-mm-dlt-handelssystem/

  19. Bank of England/FCA, Joint Approach to the Digital Securities Sandbox - https://www.bankofengland.co.uk/paper/2024/policy-statement/boe-fca-joint-approach-to-the-digital-securities-sandbox

  20. Cleary Gottlieb, SEC Staff Issues Guidance on Tokenized Security Taxonomies - https://www.clearygottlieb.com/news-and-insights/publication-listing/sec-staff-issues-guidance-on-tokenized-security-taxonomies