Congress targets Big Tech's ad-market conflicts with forced breakups

What it does

This bill amends the Clayton Act to break up conflicts of interest in digital advertising by prohibiting large companies (over $20 billion in annual digital ad revenue) from simultaneously owning a digital ad exchange, a buy-side broker, and a sell-side broker, or from owning brokers while also buying or selling ads themselves. Companies over $5 billion in ad revenue must act in customers' best interests, execute trades at the best available prices, disclose detailed transaction data on request, maintain firewalls between business units, and publicly report their order-routing practices quarterly. The bill creates a private right of action for harmed customers and an Antitrust Consumer Damages Fund for settlements.

Why we flagged it

The bill's core mechanism is structural separation and fiduciary duties for large digital ad intermediaries, enforced through divestiture requirements and private litigation. It is fundamentally an antitrust measure targeting conflicts of interest in a concentrated market.

What the text implies

• The $20B and $5B revenue thresholds are indexed to inflation annually, meaning the scope of covered entities may expand or contract over time without further legislative action, creating a moving target for compliance.
• The 'best interest' and 'best execution' duties are borrowed from securities law (FINRA rules) but applied to a less-regulated market; litigation will likely turn on how courts interpret these fiduciary standards in the ad-tech context, creating years of uncertainty.

The full analysis lists 5 implications of this text.

Who stands to gain

advertisers and publishers (through better execution and lower fees); antitrust plaintiffs' bar (private right of action creates litigation opportunity); smaller digital ad brokers (reduced competition from vertically integrated giants)