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Nu Holdings CEO granted 13.6M Class A shares

For Nu's chairman and CEO, the award vests over 10 calendar years through January 1, 2036, in lieu of regular annual equity awards from 2027 through 2031.

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Form Type
4

Rhea-AI Filing Summary

Nu Holdings Ltd. (NU) Chairman and CEO Osorno David Velez was granted an award covering 13,577,733 Class A shares on October 15, 2026. The award vests over 10 calendar years, with final vesting on January 1, 2036, subject to continued service through each applicable vesting date, and was granted in lieu of regular annual equity awards from 2027 through 2031. The reported direct holding after the award was 19,737,114 shares, including 16,297,049 unvested restricted shares. The filing also lists 698,914 shares held indirectly by Rua California Ltd.; Velez disclaims beneficial ownership except to the extent of his pecuniary interest.

Insider Velez Osorno David
Role Chairman and CEO
Type Security Shares Price Value
Grant/Award Class A ordinary shares ("Class A Shares") F1, F2 13,577,733 $0.00 $0.00
holding Class A Shares F3 -- -- --
Holdings After Transaction: Class A ordinary shares ("Class A Shares") — 19,737,114 shares (Direct); Class A Shares — 698,914 shares (Indirect, By Rua California Ltd.)
Footnotes (3)
  1. F1. The Restricted Shares Award ("Award") vests over 10 calendar years, with final vesting on January 1, 2036. This Award is granted in lieu of regular annual equity awards from 2027 through 2031.
  2. F2. Figure includes 16,297,049 unvested Restricted Class A Shares ("Restricted Shares") granted under the Nu Holdings Ltd. 2020 Omnibus Incentive Plan, as amended. The Restricted Shares were issued to and registered in the name of the Reporting Person on the grant date and vest through January 1, 2036. The vesting of the Restricted Shares is subject to the Reporting Person's continued service through the applicable vesting date.
  3. F3. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
Award shares 13,577,733 Class A shares Granted October 15, 2026
Direct shares after transaction 19,737,114 shares Reported after the October 15, 2026 award
Unvested Restricted Class A Shares 16,297,049 shares Included in the reported post-transaction figure
Indirect Class A shares 698,914 shares Held by Rua California Ltd.; Velez disclaims beneficial ownership except to the extent of his pecuniary interest
Award vesting period 10 calendar years Restricted Shares Award
Final vesting January 1, 2036 Restricted Shares Award
Restricted Shares Award financial
"The Restricted Shares Award vests over 10 calendar years"
2020 Omnibus Incentive Plan financial
"granted under the Nu Holdings Ltd. 2020 Omnibus Incentive Plan, as amended"
pecuniary interest regulatory
"except to the extent of his pecuniary interest therein"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many NU shares did Chairman and CEO Osorno David Velez receive?

Osorno David Velez received an award covering 13,577,733 Class A shares on October 15, 2026. The award vests over 10 calendar years, with final vesting on January 1, 2036, subject to continued service through the applicable vesting date.

Which plan is named for NU's unvested restricted shares?

The 16,297,049 unvested Restricted Class A Shares were granted under the Nu Holdings Ltd. 2020 Omnibus Incentive Plan, as amended.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Velez Osorno David

(Last)(First)(Middle)
RUA CAPOTE VALENTE, 39, PINHEIROS

(Street)
SAO PAULO05409001

(City)(State)(Zip)

BRAZIL

(Country)
2. Issuer Name and Ticker or Trading Symbol
Nu Holdings Ltd. [ NU ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
XOfficer (give title below)Other (specify below)
Chairman and CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
10/15/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Class A ordinary shares ("Class A Shares")10/15/2026A13,577,733(1)A$019,737,114(2)D
Class A Shares698,914IBy Rua California Ltd.(3)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. The Restricted Shares Award ("Award") vests over 10 calendar years, with final vesting on January 1, 2036. This Award is granted in lieu of regular annual equity awards from 2027 through 2031.
2. Figure includes 16,297,049 unvested Restricted Class A Shares ("Restricted Shares") granted under the Nu Holdings Ltd. 2020 Omnibus Incentive Plan, as amended. The Restricted Shares were issued to and registered in the name of the Reporting Person on the grant date and vest through January 1, 2036. The vesting of the Restricted Shares is subject to the Reporting Person's continued service through the applicable vesting date.
3. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
/s/ Beatriz Outeiro, attorney-in-fact for David Velez Osorno10/16/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

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