Oct. 01, 2020
Jay Clayton, Chairman SEC Headquarters 100 F Street, NE Washington, DC 20549 Vanessa A. Countryman Secretary, Securities and Exchange Commission 100 F Street NE Washington, DC 20549-1090 rule-comments@sec.gov Re: Reporting Threshold for Institutional Investment Managers (File No. S7-8-20) Dear Chairman and Secretary: Commenting on the above referenced proposed rule (the “Proposal”) by the Securities and Exchange Commission (the “SEC” or the “Commission”) concerning rules for fundraising in private markets. The Commission should reconsider its misguided proposal to raise the reporting threshold under Form 13F for institutional investment managers. Such a decision would significantly obstruct transparency across publicly traded stocks and contradict the Commission’s stated mission to protect investors, facilitate capital formation, and maintain fair, orderly, and efficient markets. This proposal would raise the Form 13F reporting threshold by an astounding thirty five fold, from $100 million to $3.5 billion in eligible securities. Clearly this represents a very striking reduction in reporting requirements. The threshold change would by the Commission’s own estimates reduce filings from investment managers by 89.2%. This reduction would harm investors seeking to understand the ownership patterns and management influences of companies they own, issuers looking to engage their shareholders, academics and data providers who are able to conduct studies with the information provided, and the public and policy makers seeking to understand important public policy issues. Re: Full coalition comment letter: https://protect2.fireeye.com/v1/url?k=1eb252b8-400224e3-1eb2b60e-867666c9b37a-fded9f7a7f8f15a5&q=1&e=0a35085b-7620-490e-8031-a96f9793b0c7&u=https%3A%2F%2Fourfinancialsecurity.org%2Fwp-content%2Fuploads%2F2020%2F10%2FAFREF-SEC-13-F-Comment-Letter-FINAL.pdf The Commission should withdraw this proposal and instead consider updating 13F reporting to capture more information. Yours sincerely. Robert E. Rutkowski cc: Legislative Correspondence Team 1705 Longworth House Office Building Washington DC 20515