Nuveen S&P 500 Dynamic Overwrite Fund revises proceeds use

While proceeds await investment, the Fund anticipates holding them in government securities or high-quality, short-term money market instruments.

Rhea-AI Filing Summary

Nuveen S&P 500 Dynamic Overwrite Fund (SPXX) revised the use-of-proceeds terms for Common Shares issued under its prospectus supplement. The Fund currently anticipates investing substantially all net proceeds in investments consistent with its investment objective and policies within approximately three months after receiving them. Pending investment, proceeds are anticipated to be invested in securities issued by the U.S. Government and its agencies or instrumentalities, or in high-quality, short-term money market instruments. The Fund may also use proceeds to pay shareholder distributions.

Key Figures

Anticipated investment period: Approximately three months

1 metrics

Anticipated investment period Approximately three months After receipt of net proceeds

Key Terms

net proceeds, investment objective and policies, money market instruments

3 terms

net proceeds financial

"The net proceeds from the issuance of Common Shares"

The amount of money a company actually keeps from a sale or fundraising after paying all direct costs and fees, similar to take-home pay after taxes and deductions. Investors care because net proceeds determine how much cash is available for things that affect value—paying debt, funding projects, buying assets, or returning money to shareholders—so it influences future growth potential and financial health.

investment objective and policies financial

"in accordance with the Fund’s investment objective and policies"

money market instruments financial

"high-quality, short-term money market instruments"

Offering Details

shelf

Offering

Offering Type shelf

Securities Offered Common Shares

Use of Proceeds Net proceeds are to be invested in accordance with the Fund’s investment objective and policies. The Fund currently anticipates investing substantially all net proceeds within approximately three months after receipt. Pending investment, proceeds are anticipated to be invested in securities issued by the U.S. Government and its agencies or instrumentalities, or in high-quality, short-term money market instruments. Proceeds may also be used to pay distributions to shareholders.

FAQ

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

How will SPXX use proceeds from Common Share issuances?

SPXX anticipates investing substantially all net proceeds in investments consistent with its investment objective and policies within approximately three months after receipt. Pending investment, proceeds are anticipated to be invested in U.S. Government and agency or instrumentality securities, or high-quality, short-term money market instruments; proceeds may also be used to pay shareholder distributions.

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

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Available on EDGAR 10/02/2026 - 02:32 PM Accepted by SEC EDGAR 10/02/2026 - 09:32 AM Learn about SEC filing dates

Filed Pursuant to Rule 424(b)(3)
Registration No. 333-281040

Nuveen S&P 500 Dynamic Overwrite Fund (NYSE: SPXX)

(the “Fund”)

Supplement Dated October 2, 2026

to the Fund’s Prospectus Supplement Dated March 25, 2025 (the “Prospectus Supplement”)

The second paragraph in the section of the Prospectus Supplement titled “Use of Proceeds” is hereby deleted and replaced with the following:

The net proceeds from the issuance of Common Shares hereunder will be invested in accordance with the Fund’s investment objective and policies as set forth in the accompanying prospectus. The Fund currently anticipates that it will be able to invest substantially all of the net proceeds in investments that meet the Fund’s investment objective and policies within approximately three months of the receipt of such proceeds. Pending investment, it is anticipated that the proceeds will be invested in short-term or long-term securities issued by the U.S. Government and its agencies or instrumentalities or in high-quality, short-term money market instruments. In addition, the Fund may use such proceeds to pay distributions to shareholders.

PLEASE KEEP THIS WITH YOUR

FUND’S PROSPECTUS SUPPLEMENT

FOR FUTURE REFERENCE

EGN-SPXXP-1026P