SC 13G/A

NAMES OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

Galileo (PTC) Limited

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ☐ (b) ☑

SEC USE ONLY

CITIZENSHIP OR PLACE OF ORGANIZATION

British Virgin Islands

SC 13G/A 1 d184247dsc13ga.htm SC 13G/A SC 13G/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 1)*

NU HOLDINGS LTD.

(Name of Issuer)

CLASS A ORDINARY SHARES, PAR VALUE $0.000006666666667 PER SHARE

(Title of Class of Securities)

G6683N103

(CUSIP Number)

DECEMBER 31, 2023

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

☐ Rule 13d-1(b)

☐ Rule 13d-1(c)

☑ Rule 13d-1(d)

*	The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).


CUSIP No. G6683N103		13G		Page 2 of 18 Pages


NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	5.	SOLE VOTING POWER 94,782,271
	6.	SHARED VOTING POWER 0
	7.	SOLE DISPOSITIVE POWER 94,782,271
	8.	SHARED DISPOSITIVE POWER 0


CUSIP No. G6683N103		13G		Page 3 of 18 Pages


NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	5.	SOLE VOTING POWER 94,782,271
	6.	SHARED VOTING POWER 0
	7.	SOLE DISPOSITIVE POWER 94,782,271
	8.	SHARED DISPOSITIVE POWER 0


CUSIP No. G6683N103		13G		Page 4 of 18 Pages


NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	5.	SOLE VOTING POWER 94,782,271
	6.	SHARED VOTING POWER 0
	7.	SOLE DISPOSITIVE POWER 94,782,271
	8.	SHARED DISPOSITIVE POWER 0


CUSIP No. G6683N103		13G		Page 5 of 18 Pages


NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	5.	SOLE VOTING POWER 87,231,302
	6.	SHARED VOTING POWER 0
	7.	SOLE DISPOSITIVE POWER 87,231,302
	8.	SHARED DISPOSITIVE POWER 0


CUSIP No. G6683N103		13G		Page 6 of 18 Pages


NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	5.	SOLE VOTING POWER 7,550,969
	6.	SHARED VOTING POWER 0
	7.	SOLE DISPOSITIVE POWER 7,550,969
	8.	SHARED DISPOSITIVE POWER 0


CUSIP No. G6683N103		13G		Page 7 of 18 Pages


NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	5.	SOLE VOTING POWER 75,155,913
	6.	SHARED VOTING POWER 0
	7.	SOLE DISPOSITIVE POWER 75,155,913
	8.	SHARED DISPOSITIVE POWER 0


CUSIP No. G6683N103		13G		Page 8 of 18 Pages


NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	5.	SOLE VOTING POWER 4,101,497
	6.	SHARED VOTING POWER 0
	7.	SOLE DISPOSITIVE POWER 4,101,497
	8.	SHARED DISPOSITIVE POWER 0


CUSIP No. G6683N103		13G		Page 9 of 18 Pages


NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	5.	SOLE VOTING POWER 7,973,892
	6.	SHARED VOTING POWER 0
	7.	SOLE DISPOSITIVE POWER 7,973,892
	8.	SHARED DISPOSITIVE POWER 0


CUSIP No. G6683N103		13G		Page 10 of 18 Pages


NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	5.	SOLE VOTING POWER 7,550,969
	6.	SHARED VOTING POWER 0
	7.	SOLE DISPOSITIVE POWER 7,550,969
	8.	SHARED DISPOSITIVE POWER 0


CUSIP No. G6683N103		13G		Page 11 of 18 Pages


NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	5.	SOLE VOTING POWER 67,430,398
	6.	SHARED VOTING POWER 0
	7.	SOLE DISPOSITIVE POWER 67,430,398
	8.	SHARED DISPOSITIVE POWER 0


CUSIP No. G6683N103		13G		Page 12 of 18 Pages


NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	5.	SOLE VOTING POWER 3,679,891
	6.	SHARED VOTING POWER 0
	7.	SOLE DISPOSITIVE POWER 3,679,891
	8.	SHARED DISPOSITIVE POWER 0


CUSIP No. G6683N103		13G		Page 13 of 18 Pages


NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH	5.	SOLE VOTING POWER 7,550,969
	6.	SHARED VOTING POWER 0
	7.	SOLE DISPOSITIVE POWER 7,550,969
	8.	SHARED DISPOSITIVE POWER 0


CUSIP No. G6683N103		13G		Page 14 of 18 Pages

Item 1(a).

Name of Issuer:

Nu Holdings Ltd.

Item 1(b).

Address of Issuer’s Principal Executive Offices:

Campbells Corporate Services Limited, Floor 4

Willow House, Cricket Square, KY1-9010

Grand Cayman, Cayman Islands

Item 2.

Name of Person Filing:

(a) – (c)

Name of Persons Filing; Address; Citizenship

This statement on Schedule 13(G) is being filed jointly by the following persons, collectively, the “Reporting Persons”:

Galileo (PTC) Limited

Address: c/o Trident Trust Company (B.V.I.) Limited, Trident Chambers, P.O.

Box 146, Road Town, Tortola, British Virgin Islands

Citizenship: British Virgin Islands

ii.

Cardew Services Limited

Address: c/o Trident Trust Company (B.V.I.) Limited, Trident Chambers, P.O.

Box 146, Road Town, Tortola, British Virgin Islands

Citizenship: British Virgin Islands

iii.

DST Global Advisors Limited

Address: c/o Trident Trust Company (B.V.I.) Limited, Trident Chambers, P.O.

Box 146, Road Town, Tortola, British Virgin Islands

Citizenship: British Virgin Islands

iv.

DST Managers V Limited

Address: c/o Trident Trust Company (Cayman) Limited, One Capital Place, P.O.

SEC Form SC 13G/A filed by Nu Holdings Ltd. (Amendment)