District Court Strikes Down SEC’s Dealer Rule

On November 21, 2024, the U.S. District Court for the Northern District of Texas granted motions for summary judgment in two related cases and vacated Exchange Act Rules 3a5-4 and 3a44-2, which took effect earlier this year. The rules would have required certain liquidity providers to register with the SEC as dealers or government securities dealers. The court agreed with both sets of plaintiffs that the rules exceeded the SEC's statutory authority and ordered that they be vacated in their entirety. Market participants should consider their obligations to register as dealers under prior SEC interpretations and guidance, as well as in light of the court's determination that "dealers have customers" and provide "services" to investors.

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