0001181431-13-028302.txt : 20130516 0001181431-13-028302.hdr.sgml : 20130516 20130516153823 ACCESSION NUMBER: 0001181431-13-028302 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20130515 FILED AS OF DATE: 20130516 DATE AS OF CHANGE: 20130516 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CUMINALE JAMES W CENTRAL INDEX KEY: 0001039833 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35042 FILM NUMBER: 13851102 MAIL ADDRESS: STREET 1: ONE PICKWICK PLAZA CITY: GREENWICH STATE: CT ZIP: 06830 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Nielsen Holdings N.V. CENTRAL INDEX KEY: 0001492633 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 980662038 STATE OF INCORPORATION: P7 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 770 BROADWAY CITY: NEW YORK STATE: NY ZIP: 10003 BUSINESS PHONE: (646) 654-5000 MAIL ADDRESS: STREET 1: 770 BROADWAY CITY: NEW YORK STATE: NY ZIP: 10003 FORMER COMPANY: FORMER CONFORMED NAME: Nielsen Holdings B.V. DATE OF NAME CHANGE: 20100524 4 1 rrd380173.xml JAMES W CUMINALE - MAY15 2013 SALE X0306 4 2013-05-15 0 0001492633 Nielsen Holdings N.V. NLSN 0001039833 CUMINALE JAMES W 770 BROADWAY NEW YORK NY 10003 0 1 0 0 Chief Legal Officer Common Stock 2013-05-15 4 M 0 25000 16.00 A 190406.16 D Common Stock 2013-05-15 4 S 0 25000 34.89 D 165406.16 D Common Stock 19800 I By GRATs Common Stock 12340 I By Trust Options to Purchase common stock (right to buy) 16.00 2013-05-15 4 M 0 25000 0 D 2017-02-02 Common Stock 25000 12500 D The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $34.78 to $35.10, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above. These securities are held by grantor retained annuity trusts for which the Reporting Person is the sole trustee and sole annuitant. The reporting person disclaims beneficial ownership of the securities held by the trusts except to the extent of his pecuniary interest. These securities are held by a trust for which the Reporting Person's wife is the sole trustee and beneficiary. The reporting person disclaims beneficial ownership of the securities held by the trust except to the extent of his pecuniary interest. Represents options to purchase shares of common stock of the Issuer, of which 81% were vested at the time of Issuer's initial public offering and 19% of which vested on December 31, 2011. /s/ Harris Black, authorized signatory 2013-05-16