Report of Foreign Issuer Pursuant to Rule 13a-16 or 15d-16 (6-k)
December 22 2022 - 7:03AM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
FORM 6-K
Report
of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934
For the month of December,
2022
Commission File Number 001-41129
Nu Holdings Ltd.
(Exact name of registrant as specified
in its charter)
Nu Holdings Ltd.
(Translation of Registrant's
name into English)
Campbells Corporate Services
Limited, Floor 4, Willow House, Cricket Square, KY1-9010 Grand Cayman, Cayman Islands
+1 345 949 2648
(Address of principal executive
office)
Indicate by check mark whether
the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F (X) Form 40-F
Indicate by check mark whether the registrant by furnishing
the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the
Securities Exchange Act of 1934.
Yes No (X)
![](https://content.edgar-online.com/edgar_conv_img/2022/12/22/0001292814-22-004920_nu202212226k_001.jpg)
NOTICE TO THE MARKET
Grand
Cayman, Cayman Islands, December 22, 2022 – Nu Holdings Ltd. ("Nu" or the "Company") (NYSE: NU | B3: NUBR33),
in continuation of the Material Fact disclosed on September 15, 2022, in relation to the procedures for the discontinuation
of the Level III BDR Program, communicates to its shareholders and the market
in general that:
(i) at a meeting held on December 20,
2022, the CVM Board authorized the Company's request for the adoption of a differentiated procedure within the scope of: (a) the discontinuation
of its Level III BDR Program; (b) the cancellation of the Company's Registration of Foreign Issuer in Brazil; and (c) the registration
of the Company's Level I BDR Program at B3. Therefore, the option to deliver Level I BDRs with the existing composition of Level III BDRs
was approved. However, such option may not be the default choice for Level III BDR holders who do not state explicitly their intent to
do so; and
(ii)
additionally, as per the meeting's informative note, the CVM Board stated that the standard procedure for investors
who opt for the sale of their securities should be the sales facility,
with the sale of the Company's class A shares listed on the NYSE underlying the Level III BDRs listed on the B3.
The
Company is (i) awaiting the disclosure of the full content of the decision; and (ii) evaluating the appropriate adjustments in the schedule
for the discontinuation of
the Level III BDR Program resulting from the above-mentioned decision of the CVM Board, and will inform the market as soon as the new
timetable is defined.
The
Company will keep the market, its shareholders and the NuSócios Customer Program informed about the subject of this notice to the
market, and will disclose in due course to BDR holders the details of the procedures for the discontinuation
of the Level III BDRs Program.
Investor Relations
Jorg Friedemann
investors@nubank.com.br
Media Relations
Leila Suwwan
press@nubank.com.br
SIGNATURES
Pursuant to the requirements of the Securities Exchange
Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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Nu Holdings Ltd. |
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By: |
/s/ Jorg
Friedemann |
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Jorg
Friedemann Investor
Relations Officer |
Date: December
22, 2022
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