Arm, the UK-based chip designer, is hoping to clinch a market value of more than $50bn (£40bn) in its first sale of shares to the public since 2016.
The company, which designs chips for devices including smartphones and game consoles, is seeking to raise nearly $5bn in the listing in the US.
Expected to be the biggest offering of the year, it is seen as a test of market confidence.
It follows heavy lobbying from the UK government to list in London.
Prime Minister Rishi Sunak had personally intervened in talks before the decision to pursue the listing on the Nasdaq was announced earlier this year.
Chief executive Rene Haas has said the company will keep its material intellectual property, headquarters and operations in the UK
Jamie Urqhuart is a co-founder of Arm and previously held chief operating officer and chief strategy officer roles at the business. He told BBC Radio 4's Today programme that it was clear that London was not the right market for Arm and the decision to not list here was "as an indictment of the economics" referring to the UK economic and labour outlook.
Mr Urqhuart also suggested that British export restrictions on technology risked holding back the industry going forward.
A star of the British tech industry, Arm Holdings estimates that 70% of the world's population uses products that rely on its chips, including nearly all of the world's smartphones.
The company is owned by Japanese investment giant Softbank, which took over the company in 2016 in a deal that valued the firm at $32bn. Prior to the purchase, it was listed in both London and New York for 18 years.
Softbank will continue to own 90% of the company's shares after the share sale, which is smaller than initially proposed. Shares are expected to start trading next week.
In a regulatory filing on Tuesday, Arm said it was selling 95,500,000 shares in the deal at a price expected to be between $47 and $51 per share. That would put its market value at between roughly $50bn and $54bn.
It said it had already lined up some of its big-name customers, including Apple, Google and Nvidia, as investors, who have committed to buying about $735m worth.
Softbank, which faced big losses on investments such as co-working firm WeWork, had previously explored selling Arm to Nvidia in a deal worth about $40bn. That effort was dropped in 2022 after authorities raised competition concerns.
The latest plan offers a way to gradually reduce its holdings.
With semiconductors at the frontline of the power struggle between the US and China over technology, the share offering is being closely watched.
China accounts for about 25% of the company's sales, which have been hurt by a slump in smartphone shipments in recent months. The company has previously reported that overall revenue was roughly flat for the year ending 31 March.