Vanessa A. Countryman, Secretary Securities and Exchange Commission 100 F Street NE Washington, DC 20549-1090 Re: Release No. 33-11447, File No. 4-933, Potential Designation of Chartered Financial Analyst Designation as Qualifying Natural Persons for Accredited Investor Status Dear Ms. Countryman: Thank you for the opportunity to comment on the Commission's potential designation of the Chartered Financial Analyst (CFA) charter under Rule 501(a)(10). I respectfully submit that the Commission should not issue this designation, because the existing accredited investor framework already addresses the concerns the designation is meant to solve. I write as a valuation and investment professional in the field. 1. The benefit is uncertain and likely small. The notice acknowledges that the Commission cannot gauge how many charterholders already qualify under other prongs of Rule 501(a), and that the effects of the designation may be modest. The CFA Institute's own figures suggest the median U.S. member already meets the income threshold. A change to a core investor protection framework should rest on a demonstrated need, not on an uncertain and possibly marginal expansion. 2. Knowledge-based pathways already exist. In 2020 the Commission created Rule 501(a)(10) and designated the Series 7, 65 and 82 licenses so that financially sophisticated individuals could qualify without meeting the wealth tests. The Commission is also considering an accredited investor exam open to any individual. Adding the CFA charter does not close a meaningful gap in access. 3. Sophistication is not the same as the ability to bear loss. The income and net worth tests serve a protective purpose that a credential cannot replace: they indicate whether an investor can absorb losses in illiquid, lightly disclosed private offerings. A charterholder early in their career may understand the risks well and still be unable to afford them. The notice itself recognizes that newly eligible investors may have fewer financial resources and may be less able to hold restricted securities through downturns. 4. The designation would tie a federal standard to a private body outside Commission oversight. Unlike FINRA, the CFA Institute is not a self-regulatory organization subject to the Commission's supervision. Good standing would depend on paying dues to, and maintaining membership in, a private association. The Institute may change its curriculum, exam structure, experience requirements or membership rules at its discretion, as it has done for the 2027 Level I topics, without Commission review. The meaning of the designation could therefore shift over time without notice and comment. 5. Charterholders are not uniformly investment professionals. Charterholders work across corporate finance, risk, planning and other roles, and the work experience requirement is broad. In practice the exams are the principal filter, so the designation would function largely as an exam-based pathway administered by a private organization. Acknowledging the other view. I recognize the CFA exams are rigorous, arguably more demanding than the licenses designated in 2020, and that the wealth tests can exclude capable investors. If the Commission nonetheless proceeds, I urge it to (a) limit the amount a person qualifying solely through this designation may invest in exempt offerings, similar to the investment limits in Regulation Crowdfunding, and (b) reserve the ability to revisit the designation if the CFA Institute materially changes its requirements. Thank you for considering these comments. Respectfully submitted, VZ