Nu Holdings CRO exercises 2.36M stock options

Nu Holdings Ltd. Chief Risk Officer Henrique Fragelli exercised employee stock options to acquire Class A shares.

Rhea-AI Filing Summary

Nu Holdings Ltd. Chief Risk Officer Henrique Fragelli exercised employee stock options to acquire Class A shares. He exercised options for 1,767,000 shares at an exercise price of $0.2919 per share and 594,450 shares at $0.4283 per share, totaling 2,361,450 shares acquired through option exercises.

Following these transactions, he directly holds 4,676,640 Class A shares. This figure includes 1,036,545 Class A shares underlying unvested Restricted Share Units, which will only be delivered if continued service conditions are met. No open-market purchases or sales were reported in this filing.

Insights

Equity compensation analyst

Executive exercised stock options and increased direct share ownership, with no shares sold.

The Chief Risk Officer of Nu Holdings Ltd. exercised employee stock options covering 2,361,450 Class A shares at low fixed exercise prices of $0.2919 and $0.4283. These are compensation-related derivative exercises, not open-market trades, so they carry a weaker market signal than discretionary buying or selling.

After the exercises, he directly holds 4,676,640 Class A shares, including 1,036,545 shares underlying unvested RSUs that depend on continued service. With no reported sales or tax-withholding dispositions, this looks like an exercise-and-hold pattern based on the provided data. Overall, this is a routine equity compensation event rather than a thesis-changing development.

Insider Trade Summary

2,361,450 shares exercised/converted

Exercise 4 txns

Insider Fragelli Henrique Camossa Saldanha

Role Chief Risk Officer

Type	Security	Shares	Price	Value
Exercise	Employee Stock Option (right to buy)	1,767,000	$0.00	$0.00
Exercise	Employee Stock Option (right to buy)	594,450	$0.00	$0.00
Exercise	Class A ordinary shares ("Class A Shares")	1,767,000	$0.2919	$516K
Exercise	Class A Shares	594,450	$0.4283	$255K

Holdings After Transaction: Employee Stock Option (right to buy) — 0 contracts (Direct); Class A ordinary shares ("Class A Shares") — 4,082,190 shares (Direct); Class A Shares — 4,676,640 shares (Direct)

Footnotes (1)

1. F1. Figure includes 1,036,545 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.

Key Figures

Options exercised at $0.2919: 1,767,000 shares Options exercised at $0.4283: 594,450 shares Total shares from exercises: 2,361,450 shares +2 more

5 metrics

Options exercised at $0.2919 1,767,000 shares Employee stock options exercised on 2026-04-08 at $0.2919/share

Options exercised at $0.4283 594,450 shares Employee stock options exercised on 2026-04-08 at $0.4283/share

Total shares from exercises 2,361,450 shares Total exerciseShares across reported option exercises

Direct holdings after transactions 4,676,640 shares Class A shares directly held following transactions

Unvested RSU underlying shares 1,036,545 shares Class A Ordinary Shares underlying unvested RSUs tied to prior grants

Key Terms

Employee Stock Option, Restricted Share Units (RSUs), Class A Ordinary Shares, derivative exercise/conversion

4 terms

Employee Stock Option financial

"Employee Stock Option (right to buy)"

An employee stock option is a promise that lets a worker buy company shares later at a predetermined price, often after they stay for a certain period or meet performance goals — think of it like a coupon that locks in today's price for a future purchase. It matters to investors because options align employees’ incentives with company performance, can increase the number of shares outstanding (dilution) when exercised, and represent a compensation cost that affects reported profits and shareholder value.

Restricted Share Units (RSUs) financial

"underlying unvested Restricted Share Units (RSUs) associated with prior grant(s)"

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.

Class A Ordinary Shares financial

"Figure includes 1,036,545 Class A Ordinary Shares underlying unvested Restricted Share Units"

Class A ordinary shares are a type of ownership stake in a company that typically grants voting rights to shareholders, allowing them to have a say in important company decisions. They often come with priority in receiving dividends or profits, making them attractive to investors seeking influence and potential income. These shares help distinguish different levels of ownership and rights within a company's stock structure.

derivative exercise/conversion financial

"transaction_action": "derivative exercise/conversion""

FAQ

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

What did Nu Holdings (NU) executive Henrique Fragelli do in this Form 4?

Henrique Fragelli, Chief Risk Officer of Nu Holdings, exercised employee stock options to acquire 2,361,450 Class A shares. These were compensation-related option exercises, not open-market trades, and reflect converting existing option awards into actual share ownership.

How many Nu Holdings (NU) shares does the Chief Risk Officer hold after the transactions?

After exercising options, Nu Holdings’ Chief Risk Officer directly holds 4,676,640 Class A shares. This total includes both already-owned shares and those received from the latest exercises, providing a snapshot of his direct equity stake following the reported transactions.

What were the exercise prices of the Nu Holdings (NU) options exercised?

The executive exercised two tranches of employee stock options in Nu Holdings. One tranche covered 1,767,000 shares at an exercise price of $0.2919 per share, and the other covered 594,450 shares at an exercise price of $0.4283 per share.

Did the Nu Holdings (NU) Form 4 show any share sales or only option exercises?

The Form 4 for Nu Holdings shows only option exercises classified as derivative exercises or conversions. There are no reported open-market share sales, gifts, or tax-withholding dispositions in this filing, indicating a focus on converting options into Class A shares.

How many Nu Holdings (NU) RSUs does the Chief Risk Officer have outstanding?

A footnote states that 1,036,545 Class A Ordinary Shares underlie unvested Restricted Share Units for the Chief Risk Officer. Each RSU represents a contingent right to receive one share, subject to his continued service through the applicable vesting dates.

What is the significance of the derivativeSummary being empty in this Nu Holdings Form 4?

The empty derivativeSummary indicates no remaining derivative positions, such as unexercised stock options, are shown in this filing. Combined with the reported M-code exercises, it suggests the reported employee stock options were fully exercised as of the transaction date.

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

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Accepted by SEC EDGAR 04/10/2026 - 05:29 PM Learn about SEC filing dates

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)
04/08/2026

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")	04/08/2026		M		1,767,000	A	$0.2919	4,082,190(1)	D
Class A Shares	04/08/2026		M		594,450	A	$0.4283	4,676,640(1)	D

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
Employee Stock Option (right to buy)	$0.2919	04/08/2026		M			1,767,000	07/01/2019	07/02/2028	Class A Shares	1,767,000	$0	0	D
Employee Stock Option (right to buy)	$0.4283	04/08/2026		M			594,450	07/01/2019	07/01/2029	Class A Shares	594,450	$0	0	D

Explanation of Responses:

1. Figure includes 1,036,545 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.

	/s/ Beatriz Outeiro, attorney-in-fact for Henrique Camossa Saldanha Fragelli	04/10/2026
	** 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)