UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): ~~December~~October 225, ~~2014~~2020 (October 5, 2020)

~~Nuveen~~NUVEEN ~~Dow~~DOW 30SM ~~Dynamic~~DYNAMIC ~~Overwrite~~OVERWRITE ~~Fund~~FUND

(Exact name of registrant as specified in its charter)

Massachusetts	811-22970	47-1393396
(State or other jurisdiction of incorporation)	(CommissionFile Number)	(I.R.S. Employer Identification No.)
(State or other jurisdictionof incorporation)	(CommissionFile Number)	(I.R.S. EmployerIdentification No.)


333 West Wacker Drive
Chicago, Illinois		60606
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (800) 257-8787

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d- 2(b))

¨☐ Pre-commencement communications pursuant to Rule ~~20e~~13e-4(c) under the Exchange Act (17 CFR 240.~~20e~~13-4(c))

~~Item~~Securities ~~7.01.~~registered ~~Regulation~~or FDto ~~Disclosure~~be registered pursuant to Section 12(b) of the Act.

OnTitle ~~December 22, 2014, Nuveen Investments issued a press release announcing, among other things, the combination~~ of ~~Dow~~each ~~30SM~~class ~~Enhanced~~Trading ~~Premium &~~Symbol(s) ~~Income~~Name Fund Inc. and Dow 30SM Premium & Dividend Income Fund Inc. into a single new fund, Nuveen Dow 30SM Dynamic Overwrite Fund, managed by Nuveen Fund Advisors, LLC and sub-advised by Nuveen Asset Management, LLC. A copy of ~~the~~each ~~press~~exchangeon ~~release~~which isregistered ~~attached~~Common asStock ~~Exhibit 99.1~~DIAX toNew ~~this~~York ~~Current~~Stock ~~Report on Form 8-K and incorporated herein by reference.~~ Exchange

~~Item~~Indicate 9by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.~~01.~~405 ~~Financial~~of ~~Statements~~this ~~and~~chapter) ~~Exhibits~~or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

~~(d)~~Emerging ~~Exhibits~~growth company ☐

Number		Exhibit
99.1		Press release of Nuveen Investments dated December 22, 2014

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

~~SIGNATURES~~Item 7.01 Regulation FD Disclosure.

~~Pursuant~~Amended toand ~~the~~Restated ~~requirements~~By-Laws. ofOn October 5, 2020, the ~~Securities~~Board ~~Exchange~~of ~~Act~~Trustees of ~~1934~~Nuveen DOW 30SM Dynamic Overwrite Fund, ~~the~~a ~~Registrant~~registered ~~has~~closed-end ~~duly~~management ~~caused~~investment ~~this~~company ~~report~~(the to“Fund”), beamended ~~signed~~and onrestated in its ~~behalf~~entirety bythe Amended and Restated By-Laws of the ~~undersigned~~Fund ~~hereunto~~(the ~~duly~~“Amended ~~authorized~~and Restated By-Laws”). The Amended and Restated By-Laws are attached hereto as Exhibit 3.1 and are incorporated herein by reference.

On October 5, 2020, the Fund issued a press release in connection with the adoption of the Amended and Restated By-Laws.

~~INDEX~~Item TO9.01 ~~EXHIBITS~~Financial Statements and Exhibits.

Number		Exhibit
99.1		Press release of Nuveen Investments dated December 22, 2014

(d)	Exhibits


3.1		Amended and Restated By-Laws

99.1		Press Release, dated October 5, 2020

SIGNATURE

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 hereunto duly authorized.


NUVEEN DOW 30^SM DYNAMIC OVERWRITE FUND

By:		/s/ Gifford R. Zimmerman
Name:		Gifford R. Zimmerman
Title:		Vice President and Secretary

DATE: October 5, 2020

NUVEEN DOW 30SM DYNAMIC OVERWRITE FUND

Date: December 22, 2014

/s/ Kevin J. McCarthy

Kevin J. McCarthy

Vice President and Secretary

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