Sec Form 13G Filing - SPX Private Equity Gestao de Recursos Ltda. filing for Vitru LtdVitru Ltd - 2023-02-09

Insider filing report for Changes in Beneficial Ownership

  • Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
  • Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 2)
Vitru Limited
(Name of Issuer)
Common shares, par value US$0.00005 per share
(Title of Class of Securities)
	G9440D103
(CUSIP Number)
December 31, 2022
(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)

	[X]  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).



SCHEDULE 13G
CUSIP
No.
G9440D103

1
Names of Reporting Persons

SPX Private Equity Gestao de Recursos Ltda.
2
Check the appropriate box if a member of a Group (see
instructions)

(a)  [ ]
(b)  [ ]
3
Sec Use Only


4
Citizenship or Place of Organization

Brazil
Number of
Shares
Beneficiall
y Owned by
Each
Reporting
Person
With:

5
  Sole Voting Power




6
  Shared Voting Power


  2,082,157

7
  Sole Dispositive Power




8
  Shared Dispositive Power


  2,082,157
9
Aggregate Amount Beneficially Owned by Each Reporting Person

2,082,157
10
Check box if the aggregate amount in row (9) excludes certain
shares (See Instructions)

[ ]
11
Percent of class represented by amount in row (9)

5.8 (1)
12
Type of Reporting Person (See Instructions)

IA, FI, CO
(1)	Based upon 35,750,215 shares of common stock outstanding
as of February 7, 2023, as reported by Vitru?s website.
CUSIP
No.
G9440D103

1
Names of Reporting Persons

Mundi Holdings II, LLC
2
Check the appropriate box if a member of a Group (see
instructions)

(a)  [ ]
(b)  [ ]
3
Sec Use Only


4
Citizenship or Place of Organization

Cayman Islands
Number of
Shares
Beneficiall
y Owned by
Each
Reporting
Person
With:

5
  Sole Voting Power




6
  Shared Voting Power


  2,082,157

7
  Sole Dispositive Power




8
  Shared Dispositive Power


  2,082,157
9
Aggregate Amount Beneficially Owned by Each Reporting Person

2,082,157
10
Check box if the aggregate amount in row (9) excludes certain
shares (See Instructions)

[ ]
11
Percent of class represented by amount in row (9)

5.8 (1)
12
Type of Reporting Person (See Instructions)

OO (Limited Liability Company)
(1)	Based upon 35,750,215 shares of common stock outstanding
as of February 7, 2023, as reported by Vitru?s website.
CUSIP
No.
G9440D103

1
Names of Reporting Persons

Fundo Brasil de Internacionalizao de Empresas Fundo de
Investimento em Participacoes Multiestrategia II
2
Check the appropriate box if a member of a Group (see
instructions)

(a)  [ ]
(b)  [ ]
3
Sec Use Only


4
Citizenship or Place of Organization

Brazil
Number of
Shares
Beneficiall
y Owned by
Each
Reporting
Person
With:

5
  Sole Voting Power




6
  Shared Voting Power


  2,082,157

7
  Sole Dispositive Power




8
  Shared Dispositive Power


  2,082,157
9
Aggregate Amount Beneficially Owned by Each Reporting Person

2,082,175
10
Check box if the aggregate amount in row (9) excludes certain
shares (See Instructions)

[ ]
11
Percent of class represented by amount in row (9)

5.8 (1)
12
Type of Reporting Person (See Instructions)

OO
(1)	Based upon 35,750,215 shares of common stock outstanding
as of February 7, 2023, as reported by Vitru?s website.
Item 1.
(a)	Name of Issuer: Vitru Limited
(b)	Address of Issuer?s Principal Executive Offices: Rodovia
Jose Carlos Daux, 5500, Torre Jurere A, 2nd floor, Saco
Grande, Florianapolis, State of Santa Catarina, 88032-005,
Brazil
Item 2.
(a)	Name of Person Filing: SPX Private Equity Gestao de
Recursos Ltda.
(b)	Address of Principal Business Office or, if None,
Residence: Rua Professor Atilio Innocenti, 165, 11th floor,
1101-part, Itaim Bibi, Sao Paulo, State of Sao Paulo,
Brazil 04538-000
(c)	Citizenship:	Brazil
(d)	Title and Class of Securities: Class A Ordinary Shares*
(e)	CUSIP No.:	G9440D103
Item 3. 	If this statement is filed pursuant to ?? 240.13d-1(b)
or 240.13d-2(b) or (c), check whether the person filing
is a:
(a)	[_]	Broker or dealer registered under Section 15 of
the Act;
(b)	[_]	Bank as defined in Section 3(a)(6) of the Act;
(c)	[_]	Insurance company as defined in Section 3(a)(19)
of the Act;
(d)	[_]	Investment company registered under Section 8 of
the Investment Company Act of 1940;
(e)	[_]	An investment adviser in accordance with Rule
13d-1(b)(1)(ii)(E);
(f)	[_]	An employee benefit plan or endowment fund in
accordance with Rule 13d-1(b)(1)(ii)(F);
(g)	[_]	A parent holding company or control person in
accordance with Rule 13d-1(b)(1)(ii)(G);
(h)	[_]	A savings associations as defined in Section 3(b)
of the Federal Deposit Insurance Act (12 U.S.C.
1813);
(i)	[_]	A church plan that is excluded from the
definition of an investment company under section
3(c)(14) of the Investment Company Act of 1940;
(j)	[_]	A non-U.S. institution in accordance with Rule
240.13d-1(b)(1)(ii)(J);
(k)	[_]	Group, in accordance with Rule 240.13d-
1(b)(1)(ii)(K). If filing as a non-U.S.
institution in accordance with Rule 240.13d-
1(b)(1)(ii)(J), please specify the type of
institution: ____
Item 4.	Ownership
(a)	Amount Beneficially Owned:  	 2,082,175
 (b)	Percent of Class:  5.8
 (c)	Number of shares as to which such person has:
	(i)	Sole power to vote or to direct the vote:
	(ii)	Shared power to vote or to direct the vote:
2,082,175
(iii)	Sole power to dispose or to direct the disposition
of:
(iv)	Shared power to dispose or to direct the disposition
of: 2,082,175
SPX Private Equity Gestao de Recursos Ltda. is a non-US
investment adviser advising upon the shares beneficially owned
by a non-US private investment fund. The filing of this Schedule
13G shall not be construed as an admission that the Investment
Manager is, for purposes of Sections 13(d) or 13(g) of the
Securities Exchange Act of 1934, as amended, the beneficial
owner of any Class A Shares covered by this Schedule 13G.
Item 5.	Ownership of Five Percent or Less of a Class.
   Not applicable.
Item 6.	Ownership of more than Five Percent on Behalf of Another
Person.
	Not applicable.
Item 7.	Identification and classification of the subsidiary which
acquired the security being reported on by the parent
holding company or control person.
	Not applicable.
Item 8.	Identification and classification of members of the
group.
	Not applicable.
Item 9.	Notice of Dissolution of Group.
	Not applicable.
Item 10.	Certifications.
	Not applicable.


SIGNATURE
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this
statement is true, complete and correct.
Dated:  February 9, 2023
/s/ Katherine Albuquerque
Katherine Albuquerque/Chief Compliance Officer of SPX Private
Equity Gestao de Recursos Ltda.
The original statement shall be signed by each person on whose
behalf the statement is filed or his authorized representative.
If the statement is signed on behalf of a person by his
authorized representative (other than an executive officer or
general partner of this filing person), evidence of the
representative's authority to sign on behalf of such person
shall be filed with the statement, provided, however, that a
power of attorney for this purpose which is already on file with
the Commission may be incorporated by reference.  The name and
any title of each person who signs the statement shall be typed
or printed beneath his signature.
Attention:  Intentional misstatements or omissions of fact
constitute Federal criminal violations (See 18 U.S.C. 1001).
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