1-U 1 form1-u.htm











Pursuant to Regulation A of the Securities Act of 1933


November 17, 2020

Date of Report: (Date of earliest event reported)



(Exact name of issuer as specified in its charter)


Delaware   84-2276197

State of other jurisdiction of

incorporation or organization


(I.R.S. Employer

Identification No.)



(Full mailing address of principal executive offices)


(203) 518-5172

(Issuer’s telephone number, including area code)



(Issuer’s website)


Class A Ordinary Shares

(Title of each class of securities issued pursuant to Regulation A)






Item 1. Fundamental Changes


As previously disclosed by Masterworks 003, LLC (the “Company”) in its Current Report on Form 1-U as filed with the SEC on October 22, 2020, on October 19, 2020, the Company and the 003 Segregated Portfolio of Masterworks Cayman, SPC agreed to sell the painting created by Banksy (an anonymous England-based street artist), entitled Mona Lisa (2000) to DS Art LLC, a Delaware limited liability company, pursuant to an invoice and certain terms and conditions of sale (collectively, the “Terms and Conditions”). A copy of the Terms and Conditions is incorporated by reference herein, as Exhibit 6.1 hereto, from the Company’s Current Report on Form 1-U as filed with the SEC on October 22, 2020.


On November 16, 2020, the parties consummated the transaction contemplated by the Terms and Conditions. The Company subsequently commenced the process of winding up and dissolving in accordance with its Amended and Restated Operating Agreement. After allocating costs and expenses incurred in connection with the transaction and amounts in respect of profit sharing interests represented by Class B ordinary shares, record holders of the Company’s Class A ordinary shares will receive a distribution in the amount of $26.67 (rounded to penny) per Class A ordinary share.


Safe Harbor Statement


This Current Report on Form 1-U contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”) and Section 21E of the Securities Exchange Act of 1934. You can identify these forward-looking statements by the use of words such as “outlook,” “believes,” “expects,” “potential,” “continues,” “may,” “will,” “should,” “could,” “seeks,” “projects,” “predicts,” “intends,” “plans,” “estimates,” “anticipates” or the negative version of these words or other comparable words. Such forward-looking statements are subject to various risks and uncertainties, including those described under the section entitled “Risk Factors” in our Offering Circular dated September 30, 2019, filed with the Securities and Exchange Commission (“SEC”), as such factors may be updated from time to time in our periodic filings and offering circular supplements filed with the SEC, which are accessible on the SEC’s website at www.sec.gov. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in our filings with the SEC. We undertake no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise, except as required by law.


Exhibit Index


Exhibit No.   Description of Exhibit
6.1   Masterworks Standard Terms and Conditions of Sale (incorporated by reference to the copy thereof submitted as Exhibit 6.1 to the Company’s Form 1-U filed on October 22, 2020)






Pursuant to the requirements of Regulation A, the issuer has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


  By: /s/ Joshua B. Goldstein
  Name: Joshua B. Goldstein
  Title: General Counsel


Date: November 17, 2020