Table of Contents Filed Pursuant to Rule 424(b)(1) Registration No. 333-222292 105,385,555 Class A Common Shares PAGSEGURO DIGITAL LTD. (incorporated in the Cayman Islands) This is an initial public offering by us and the selling shareholder referred to in this prospectus, or the Selling Shareholder, of 105,385,555 of our Class A common shares, of which 50,925,642 Class A common shares will be offered by us and 54,459,913 Class A common shares will be offered by the Selling Shareholder. This prospectus relates to the offering by the underwriters of Class A common shares in the United States and elsewhere. No public market currently exists for our Class A common shares. The initial public offering price is US$21.50 per Class A common share. Our Class A common shares have been approved for listing on the New York Stock Exchange, or NYSE, subject to official notice of issuance, under the symbol “PAGS”. Following this offering, our parent company and Selling Shareholder, Universo Online S.A., or UOL, will beneficially own 65.9% of our outstanding share capital, assuming no exercise of the underwriters’ overallotment option referred to below but after accounting for new Class A common shares expected to be issued without cash consideration to certain members of our management who are beneficiaries under our Long-Term Incentive Plan, or LTIP. The shares held by UOL are Class B common shares, which carry rights that are identical to the Class A common shares being sold in this offering, except that (i) the holder of Class B common shares is entitled to 10 votes per share, whereas holders of our Class A common shares are entitled to one vote per share, (ii) Class B common shares have certain conversion rights and (iii) the holder of Class B common shares is entitled to maintain a proportional ownership interest in the event that additional Class A common shares are issued. For further information, see “Description of Share Capital.” As a result, UOL will control approximately 95.1% of the voting power of our outstanding share capital following this offering, assuming no exercise of the underwriters’ overallotment option but after accounting for new Class A common shares expected to be issued to certain members of our management. Our Board of Directors has resolved to convert the vested portion of each beneficiary’s rights under our LTIP into Class A common shares of our company at the IPO price, without cash consideration, upon completion of this offering. We expect that 1,925,821 new Class A common shares will be issued to certain members of our management who are beneficiaries under the LTIP upon completion of this offering, giving them as a group approximately 0.6% of our outstanding share capital and 0.1% of the voting power. The maximum number of Class A common shares that can be delivered to beneficiaries under the LTIP, including pursuant to rights that will not have vested immediately following this offering, may not exceed 3% of our issued share capital at any time. For further information regarding the LTIP, see “Management–Long-Term Incentive Plan.” We are an “emerging growth company” under the federal securities laws as that term is used in the Jumpstart Our Business Startups Act of 2012 and, as a result, have elected to comply with certain reduced public company disclosure and financial reporting requirements. Investing in our Class A common shares involves risks. See “Risk Factors” beginning on page 22 of this prospectus. Per Class A Common Share Total Public offering price (1) US$21.50 US$2,265,789,433 Underwriting discounts and commissions (1) (2) US$0.86 US$90,631,577 Proceeds, before expenses, to UOL (1) US$20.64 US$1,124,052,604 Proceeds, before expenses, to us US$20.64 US$1,051,105,251 (1) Assumes no exercise of the underwriters’ overallotment option. (2) See “Underwriters” for a description of all compensation payable to the underwriters. The underwriters also have the option, exercisable in whole or in part on a maximum of two occasions, to purchase up to an additional 15,807,833 Class A common shares from the Selling Shareholder, or the overallotment option, at the public offering price, for 30 days after the date of this prospectus to cover overallotments. See “Underwriters—Option to Purchase Additional Class A Common Shares.” Neither the Securities and Exchange Commission, or the SEC, nor any state securities commission has approved or disapproved these securities or determined if this prospectus is truthful or complete. Any representation to the contrary is a criminal offense. The underwriters expect to deliver the Class A common shares against payment in New York, New York on or about January 26, 2018. Global Coordinators Goldman Sachs & Co. LLC Morgan Stanley Bookrunners BofA Merrill Lynch Bradesco BBI Credit Suisse Deutsche Bank Securities Itaú BBA J.P. Morgan The date of this prospectus is January 23, 2018 Table of Contents Table of Contents Table of Contents TABLE OF CONTENTS GLOSSARY OF TERMS iii PROSPECTUS SUMMARY 1 THE OFFERING 15 SUMMARY FINANCIAL AND OPERATING DATA OF PAGSEGURO BRAZIL 18 RISK FACTORS 22 SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS 54 PRESENTATION OF FINANCIAL AND OTHER INFORMATION 56 USE OF PROCEEDS 60 DIVIDENDS AND DIVIDEND POLICY 61 EXCHANGE RATES 62 CAPITALIZATION 63 DILUTION 64 MARKET INFORMATION 66 SELECTED FINANCIAL AND OPERATING INFORMATION OF PAGSEGURO BRAZIL 67 INDUSTRY 72 MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS OF PAGSEGURO BRAZIL 76 BUSINESS 115 MANAGEMENT 164 PRINCIPAL AND SELLING SHAREHOLDER 170 RELATED PARTY TRANSACTIONS 172 DESCRIPTION OF SHARE CAPITAL 175 TAXATION 193 COMMON SHARES ELIGIBLE FOR FUTURE SALE 199 UNDERWRITERS 200 EXPENSES OF THE OFFERING 208 VALIDITY OF SECURITIES 209 EXPERTS 210 WHERE YOU CAN FIND MORE INFORMATION 211 ENFORCEABILITY OF CIVIL LIABILITIES 212 INDEX TO FINANCIAL STATEMENTS F-1 EXHIBIT INDEX EX- 1 This prospectus has been prepared by us solely for use in connection with the proposed offering of Class A common shares in the United States and elsewhere outside Brazil. Goldman Sachs & Co. LLC and Morgan Stanley & Co. LLC are acting as the representatives of the underwriters in this offering and Goldman Sachs & Co. LLC, Morgan Stanley & Co. LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, Banco Bradesco BBI S.A., Credit Suisse (USA) Securities LLC, Deutsche Bank Securities Inc., Itau BBA USA Securities, Inc. and J.P. Morgan Securities LLC will collectively act as underwriters. i Table of Contents Neither we, the Selling Shareholder, or the underwriters nor any of their respective agents, have authorized anyone to provide any information other than that contained in this prospectus or in any free writing prospectus prepared by or on behalf of us or to which we may have referred you. We, the Selling Shareholder, the underwriters and their respective agents take no responsibility for, and can provide no assurance as to the reliability of, any other information that others may give you. Neither we, the Selling Shareholder, nor the underwriters have authorized any other person to provide you with different or additional information. Neither we, the Selling Shareholder or the underwriters, nor their respective agents, are making an offer to sell the Class A common shares in any jurisdiction where the offer or sale is not permitted. You should assume that the information appearing in this prospectus is accurate only as of the date on the front cover of this prospectus (except as otherwise indicated), regardless of the time of delivery of this prospectus or any sale of the Class A common shares. Our business, financial condition, results of operations, cash flows and prospects may have changed since the date on the front cover of this prospectus. The offering is made in the United States and elsewhere solely on the basis of the information contained in this prospectus. Investors should take this into account when making investment decisions. The following references in this prospectus have the meanings shown below: • “PagSeguro Digital” or the “Company” mean PagSeguro Digital Ltd., the company whose shares are being offered by this prospectus. PagSeguro Digital Ltd. is an exempted company with limited liability incorporated under the laws of the Cayman Islands. • “PagSeguro Brazil” means Pagseguro Internet S.A., our operating company, a sociedade anônima incorporated in Brazil. Pagseguro Internet S.A. is substantially wholly-owned by PagSeguro Digital Ltd. • “We,” “us” and “our” mean PagSeguro Digital, PagSeguro Brazil and PagSeguro Brazil’s subsidiaries on a consolidated basis. • “PagSeguro” means our digital payments business, which is operated by PagSeguro Brazil. • “UOL” or the “Selling Shareholder” mean Universo Online S.A., the controlling shareholder, of PagSeguro Digital. UOL is selling 54,459,913 existing Class A common shares of PagSeguro Digital in this offering (assuming no exercise of the underwriters’ over- allotment option to purchase additional common shares from UOL), in addition to the 50,925,642 new Class A common shares being issued and sold by PagSeguro Digital itself. For more information regarding UOL, see “Principal and Selling Shareholder.” • The “Underwriters” means Goldman Sachs & Co. LLC, Morgan Stanley & Co. LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, Banco Bradesco BBI S.A., Credit Suisse (USA) Securities LLC, Deutsche Bank Securities Inc., Itau BBA USA Securities, Inc. and J.P. Morgan Securities LLC, who will together act as the underwriters of this offering. The term “Brazil” refers to the Federative Republic of Brazil and the phrase “Brazilian government” refers to the federal government of Brazil. “Central Bank” refers to Banco Central do Brasil. References in the prospectus to “ real ,” “ reais ” or “R$” refer to the Brazilian real , the official currency of Brazil and references to “U.S.