On February 6, 2024, the US Securities and Exchange Commission (SEC) adopted new Rules 3a5-4 and 3a44-2 (the Final Rules) under the Securities Exchange Act of 1934 (the Exchange Act) to further define what it means to be engaged in the business of dealing in securities and government securities. The Final Rules principally could capture certain proprietary trading firms, some private funds, and other market participants whose trading activities the SEC views as de facto market making but who have historically viewed themselves as traders within the so-called dealer-trader distinction.