UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM N-Q

QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY

Investment Company Act file number 811-22970

Nuveen Dow 30^SM Dynamic Overwrite Fund

(Exact name of registrant as specified in charter)

    333 West Wacker Drive, Chicago, Illinois 60606    

(Address of principal executive offices) (Zip code)

Gifford R. Zimmerman—Vice President and Secretary

    333 West Wacker Drive, Chicago, Illinois 60606    

(Name and address of agent for service)

Registrant’s telephone number, including area code:     312-917-7700    

Date of fiscal year end:       December 31      

Date of reporting period:  September 30, 2016  

Form N-Q is to be used by management investment companies, other than small business investment companies registered on Form N-5 (§§ 239.24 and 274.5 of this chapter), to file reports with the Commission, not later than 60 days after the close of the first and third fiscal quarters, pursuant to rule 30b1-5 under the Investment Company Act of 1940 (17 CFR 270.30b1-5). The Commission may use the information provided on Form N-Q in its regulatory, disclosure review, inspection, and policymaking roles.

A registrant is required to disclose the information specified by Form N-Q, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-Q unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to the Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.

Item 1. Schedule of Investments

DIAX

Nuveen Dow 30SM Dynamic Overwrite Fund
Portfolio of Investments	September 30, 2016 (Unaudited)

Shares		Description (1)	Value
		LONG-TERM INVESTMENTS – 100.9%
		COMMON STOCKS – 100.5%
		Aerospace & Defense – 8.8%
	212,000	Boeing Company, (2)	$	27,928,880
	212,000	United Technologies Corporation		21,539,200
		Total Aerospace & Defense		49,468,080
		Banks – 2.5%
	212,000	JP Morgan Chase & Co.		14,117,080
		Beverages – 1.6%
	212,000	Coca-Cola Company		8,971,840
		Capital Markets – 6.1%
	212,000	Goldman Sachs Group, Inc.		34,189,240
		Chemicals – 2.5%
	212,000	E.I. Du Pont de Nemours and Company		14,197,640
		Communications Equipment – 1.2%
	212,000	Cisco Systems, Inc.		6,724,640
		Consumer Finance – 2.4%
	212,000	American Express Company, (2)		13,576,480
		Diversified Telecommunication Services – 1.9%
	212,000	Verizon Communications Inc.		11,019,760
		Food & Staples Retailing – 2.7%
	212,000	Wal-Mart Stores, Inc., (2)		15,289,440
		Health Care Providers & Services – 5.3%
	212,000	UnitedHealth Group Incorporated		29,680,000
		Hotels, Restaurants & Leisure – 4.3%
	212,000	McDonald’s Corporation		24,456,320
		Household Products – 3.4%
	212,000	Procter & Gamble Company		19,027,000
		Industrial Conglomerates – 7.7%
	212,000	3M Co.		37,360,760
	212,000	General Electric Company		6,279,440
		Total Industrial Conglomerates		43,640,200
		Insurance – 4.3%
	212,000	Travelers Companies, Inc.		24,284,600
		IT Services – 9.1%
	212,000	International Business Machines Corporation		33,676,200
	212,000	Visa Inc., Class A, (2)		17,532,400
		Total IT Services		51,208,600
		Machinery – 3.3%
	212,000	Caterpillar Inc., (2)		18,819,240

NUVEEN 1

DIAX	Nuveen Dow 30SM Dynamic Overwrite Fund
	Portfolio of Investments (continued)	September 30, 2016 (Unaudited)

Shares		Description (1)							Value
		Media – 3.5%
	212,000	Walt Disney Company							$	19,686,320
		Oil, Gas & Consumable Fuels – 7.2%
	212,000	Chevron Corporation, (2)								21,819,040
	212,000	Exxon Mobil Corporation, (2)								18,503,360
		Total Oil, Gas & Consumable Fuels								40,322,400
		Pharmaceuticals – 8.1%
	212,000	Johnson & Johnson								25,043,560
	212,000	Merck & Co. Inc.								13,230,920
	212,000	Pfizer Inc.								7,180,440
		Total Pharmaceuticals								45,454,920
		Semiconductors & Semiconductor Equipment – 1.4%
	212,000	Intel Corporation								8,003,000
		Software – 2.2%
	212,000	Microsoft Corporation								12,211,200
		Specialty Retail – 4.8%
	212,000	Home Depot, Inc.								27,280,160
		Technology Hardware, Storage & Peripherals – 4.2%
	212,000	Apple, Inc., (2)								23,966,600
		Textiles, Apparel & Luxury Goods – 2.0%
	212,000	Nike, Inc., Class B								11,161,800
		Total Common Stocks (cost $363,247,983)								566,756,560
Shares		Description (1), (3)							Value
		EXCHANGE-TRADED FUNDS – 0.4%
		Equity Funds – 0.4%
	6,875	iShares® Nasdaq Biotechnology ETF							$	1,990,038
		Total Exchange-Traded Funds (cost $1,996,028)								1,990,038
		Total Long-Term Investments (cost $365,244,011)								568,746,598
Principal Amount (000)		Description (1)	Coupon		Maturity		Ratings (4)		Value
		SHORT-TERM INVESTMENTS – 1.8%
		REPURCHASE AGREEMENTS – 0.9%
$	5,243	Repurchase Agreement with Fixed Income Clearing Corporation, dated 9/30/16, repurchase price $5,243,417, collateralized by $4,585,000 U.S. Treasury Bonds, 3.000%, due 11/15/45, value $5,352,988		0.030%		10/03/16		N/A	$	5,243,404
		U.S. GOVERNMENT AND AGENCY OBLIGATIONS – 0.9%
	5,000	U.S. Treasury Bills		0.000%		2/02/17		AAA		4,994,465
		Total Short-Term Investments (cost $10,236,291)								10,237,869
		Total Investments (cost $375,480,302) – 102.7%								578,984,467
		Other Assets Less Liabilities – (2.7)% (5)								(15,035,995	)
		Net Assets – 100%							$	563,948,472

2 NUVEEN

Investments in Derivatives as of September 30, 2016

Call Options Purchased

Number of Contracts		Description (6)	Notional Amount (7)		Expiration Date		Strike Price		Value
	200	VIX® Index	$	320,000		10/19/16	$	16	$	22,000
	200	VIX® Index		380,000		10/19/16		19		11,500
	200	VIX® Index		500,000		11/16/16		25		15,500
	600	Total Options Purchased (premiums paid $47,824)	$	1,200,000					$	49,000

Call Options Written

Number of Contracts			Description (6)	Notional Amount (7)			Expiration Date		Strike Price		Value
	(60	)	NASDAQ 100® Index	$	(29,250,000	)		10/21/16	$	4,875	$	(331,500	)
	(770	)	S&P 500® Index		(164,780,000	)		10/21/16		2,140		(3,183,950	)
	(575	)	S&P 500® Index		(123,625,000	)		10/21/16		2,150		(1,943,500	)
	(193	)	S&P 500® Index		(42,460,000	)		10/21/16		2,200		(121,590	)
	(200	)	VIX® Index		(400,000	)		11/16/16		20		(28,000	)
	(1,798	)	Total Options Written (premiums received $4,439,360)	$	(360,515,000	)					$	(5,608,540	)

Fair Value Measurements

Fair value is defined as the price that would be received upon selling an investment or transferring a liability in an orderly transaction to an independent buyer in the principal or most advantageous market for the investment. A three-tier hierarchy is used to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability. Observable inputs are based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. Unobservable inputs are based on the best information available in the circumstances. The following is a summary of the three-tiered hierarchy of valuation input levels.

Level 1 –	Inputs are unadjusted and prices are determined using quoted prices in active markets for identical securities.
Level 2 –	Prices are determined using other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).
Level 3 –	Prices are determined using significant unobservable inputs (including management’s assumptions in determining the fair value of investments).

The inputs or methodologies used for valuing securities are not an indication of the risk associated with investing in those securities. The following is a summary of the Fund’s fair value measurements as of the end of the reporting period:

	Level 1			Level 2		Level 3		Total
Long-Term Investments:
Common Stocks	$	566,756,650		$	—	$	—	$	566,756,650
Exchange-Traded Funds		1,990,038			—		—		1,990,038
Short-Term Investments:
Repurchase Agreements		—			5,243,404		—		5,243,404
U.S Government and Agency Obligations		—			4,994,465		—		4,994,465
Invesments in Derivatives:
Options Purchased		49,000			—		—		49,000
Options Written		(5,608,540	)		—		—		(5,608,540	)
Total	$	563,187,058		$	10,237,869	$	—	$	573,424,927

NUVEEN 3

DIAX	Nuveen Dow 30SM Dynamic Overwrite Fund
	Portfolio of Investments (continued)	September 30, 2016 (Unaudited)

Income Tax Information

The following information is presented on an income tax basis. Differences between amounts for financial statement and federal income tax purposes are primarily due to timing differences in recording income, timing differences in recognizing certain gains and losses on investment transactions and the recognition of unrealized gain or loss for tax (mark-to-market) on options contracts. To the extent that differences arise that are permanent in nature, such amounts are reclassified within the capital accounts on the Statement of Assets and Liabilities presented in the annual report, based on their federal tax basis treatment; temporary differences do not require reclassification. Temporary and permanent differences do not impact the net asset value of the Fund.

As of September 30, 2016, the cost of investments (excluding investments in derivatives) was $375,647,966.

Gross unrealized appreciation and gross unrealized depreciation of investments (excluding investments in derivatives) as of September 30, 2016, were as follows:

Gross unrealized:
Appreciation	$	208,285,973
Depreciation		(4,949,472	)
Net unrealized appreciation (depreciation) of investments	$	203,336,501

For Fund portfolio compliance purposes, the Fund’s industry classifications refer to any one or more of the industry sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by Fund management. This definition may not apply for purposes of this report, which may combine industry sub-classifications into sectors for reporting ease.

(1) All percentages in the Portfolio of Investments are based on net assets.

(2) Investment, or portion of investment, has been pledged to collateralize the net payment obligations for investments in derivatives.

(3) A copy of the most recent financial statements for these exchange-traded funds can be obtained directly from the Securities and Exchange Commission on its website at http://www.sec.gov.

(4) For financial reporting purposes, the ratings disclosed are the highest of Standard & Poor’s Group (“Standard & Poor’s”), Moody’s Investors Service, Inc. (“Moody’s”) or Fitch, Inc. (“Fitch”) rating. Ratings below BBB by Standard & Poor’s, Baa by Moody’s or BBB by Fitch are considered to be below investment grade. Holdings designated N/R are not rated by any of these national rating agencies.

(5) Other assets less liabilities includes the unrealized appreciation (depreciation) of certain over-the-counter (“OTC”) derivatives as well as the OTC-cleared and exchange-traded derivatives, when applicable.

(6) Exchange-traded, unless otherwise noted.

(7) For disclosure purposes, Notional Amount is calculated by multiplying the Number of Contracts by the Strike Price by 100.

4 NUVEEN

Item 2. Controls and Procedures.

a. The registrant’s principal executive and principal financial officers, or persons performing similar functions, have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”) (17 CFR 270.30a-3(c))) are effective, as of a date within 90 days of the filing date of this report that includes the disclosure required by this paragraph, based on their evaluation of the controls and procedures required by Rule 30a-3(b) under the 1940 Act (17 CFR 270.30a-3(b)) and Rule 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934 (17 CFR 240.13a-15(b) or 240.15d-15(b)).

b. There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act (17 CFR 270.30a-3(d)) that occurred during the registrant’s last fiscal quarter that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Item 3. Exhibits.

File as exhibits as part of this Form a separate certification for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2(a) under the 1940 Act (17 CFR 270.30a-2(a)), exactly as set forth below: EX-99 CERT Attached hereto.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

(Registrant)	Nuveen Dow 30SM Dynamic Overwrite Fund
By (Signature and Title)	/s/ Gifford R. Zimmerman
	Gifford R. Zimmerman
	Vice President and Secretary

Date: November 29, 2016

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By (Signature and Title)	/s/ Cedric H. Antosiewicz
	Cedric H. Antosiewicz
	Chief Administrative Officer (principal executive officer)
Date: November 29, 2016
By (Signature and Title)	/s/ Stephen D. Foy
	Stephen D. Foy
	Vice President and Controller (principal financial officer)
Date: November 29, 2016