Nu Holdings (NYSE: NU) CRO has shares withheld for tax or exercise costs

Rhea-AI Filing Summary

Nu Holdings Ltd. Chief Risk Officer Henrique Fragelli reported a Code F disposition of 13,496 Class A ordinary shares on July 23, 2026, at $13.39 per share as payment of exercise-price or tax liability by delivering or withholding shares. After this transaction he holds 1,201,153 Class A shares directly, including 949,340 unvested RSUs that remain subject to continued service through vesting, and 3,450,000 Class A shares indirectly through HFRN Investments Inc., for which he disclaims beneficial ownership except to the extent of his pecuniary interest.

Insider Trade Summary

Net Seller: 13,496 shares

Net Sell 2 txns

Insider Fragelli Henrique Camossa Saldanha

Role Chief Risk Officer

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Class A ordinary shares ("Class A Shares") F1	13,496	$13.39	$181K
holding	Class A Shares F2	--	--	--

Holdings After Transaction: Class A ordinary shares ("Class A Shares") — 1,201,153 shares (Direct); Class A Shares — 3,450,000 shares (Indirect, By HFRN Investments Inc.)

Footnotes (2)

1. F1. Figure includes 949,340 Class A Ordinary Shares underlying unvested Restricted Share Units (RSUs) associated with prior grant(s). Each RSU represents a contingent right to receive one Class A Ordinary share. These RSUs are subject to the Reporting Person's continued service through the vesting date.
2. F2. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.

Key Figures

Shares disposed for exercise-price or tax liability: 13,496 Class A ordinary shares Disposition price per share: $13.39 per share Direct Class A shares after transaction: 1,201,153 Class A ordinary shares +2 more

5 metrics

Shares disposed for exercise-price or tax liability 13,496 Class A ordinary shares Code F disposition on July 23, 2026

Disposition price per share $13.39 per share Code F transaction on July 23, 2026

Direct Class A shares after transaction 1,201,153 Class A ordinary shares Direct holdings following July 23, 2026 disposition

Unvested RSUs included in direct holdings 949,340 Class A ordinary shares underlying RSUs Unvested RSUs subject to continued service through vesting

Indirect Class A share holdings 3,450,000 Class A ordinary shares Held indirectly by HFRN Investments Inc.

Key Terms

Restricted Share Units (RSUs), beneficial ownership, pecuniary interest, Code F disposition

4 terms

Restricted Share Units (RSUs) financial

"Figure includes 949,340 Class A Ordinary Shares underlying unvested Restricted Share Units (RSUs)"

Restricted share units (RSUs) are a form of employee pay where a company promises to give shares (or their cash value) to workers after certain conditions, usually time or performance, are met. For investors, RSUs matter because they can increase the number of shares outstanding and signal how management is being paid and incentivized—think of them as delayed bonuses that convert into ownership when vesting conditions are satisfied.

beneficial ownership financial

"The reporting person disclaims beneficial ownership of these securities"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

pecuniary interest financial

"disclaims beneficial ownership of these securities except to the extent of his pecuniary interest"

Code F disposition financial

"transaction code "F" for payment of exercise price or tax liability by delivering or withholding"

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/27/2026 - 06:56 PM Accepted by SEC EDGAR 07/27/2026 - 06:56 PM Learn about SEC filing dates

FAQ

What insider transaction did Nu Holdings (NU) report for its Chief Risk Officer?

Nu Holdings reported that its Chief Risk Officer, Henrique Fragelli, had 13,496 Class A shares disposed of on July 23, 2026, at $13.39 per share as payment of exercise-price or tax liability by delivering or withholding shares.

How many Nu Holdings (NU) shares does the CRO hold directly after this Form 4?

After the reported transaction, Henrique Fragelli holds 1,201,153 Class A ordinary shares directly. This figure includes 949,340 unvested RSUs, each representing a contingent right to one Class A share, subject to his continued service through the vesting dates.

What RSU position for Nu Holdings (NU) is disclosed for the CRO?

The filing states that Henrique Fragelli’s direct holdings include 949,340 Class A shares underlying unvested RSUs. Each RSU represents a contingent right to receive one Class A ordinary share, conditioned on his continued service through the respective vesting dates.

What indirect Nu Holdings (NU) share holdings are reported for the CRO?

An indirect position of 3,450,000 Class A shares is reported as held by HFRN Investments Inc.. Henrique Fragelli disclaims beneficial ownership of these securities except to the extent of his pecuniary interest in that entity.

Was the Nu Holdings (NU) CRO transaction a market sale or tax-related withholding?

The transaction is coded F, described as payment of exercise price or tax liability by delivering or withholding securities. This indicates the 13,496 shares were disposed of to satisfy exercise-price or tax obligations, rather than an ordinary open-market sale.

Does the Nu Holdings (NU) Form 4 mention a Rule 10b5-1 trading plan?

The filing’s Rule 10b5-1 checkbox is not marked as affirmatively relying on a plan. No footnote indicates that the July 23, 2026 disposition of 13,496 shares was executed under a pre-arranged trading or 10b5-1 plan.

SEC Form 4

FORM 4

UNITED 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^*

Fragelli Henrique Camossa Saldanha

(Last) (First) (Middle)

RUA CAPOTE VALENTE, 39, PINHEIROS

(Street)

SAO PAULO 05409001

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Risk Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/23/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Class A ordinary shares ("Class A Shares")	07/23/2026		F		13,496	D	$13.39	1,201,153(1)	D
Class A Shares								3,450,000	I	By HFRN Investments Inc.(2)

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Figure includes 949,340 Class A Ordinary Shares underlying unvested Restricted Share Units (RSUs) associated with prior grant(s). Each RSU represents a contingent right to receive one Class A Ordinary share. These RSUs are subject to the Reporting Person's continued service through the vesting date.

2. 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 Henrique Camossa Saldanha Fragelli	07/27/2026
	** Signature of Reporting Person	Date
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)