0001181431-15-007670.txt : 20150601 0001181431-15-007670.hdr.sgml : 20150601 20150601130917 ACCESSION NUMBER: 0001181431-15-007670 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20150528 FILED AS OF DATE: 20150601 DATE AS OF CHANGE: 20150601 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Nielsen 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: 85 BROAD STREET CITY: NEW YORK STATE: NY ZIP: 10004 BUSINESS PHONE: (646) 654-5000 MAIL ADDRESS: STREET 1: 85 BROAD STREET CITY: NEW YORK STATE: NY ZIP: 10004 FORMER COMPANY: FORMER CONFORMED NAME: Nielsen Holdings N.V. DATE OF NAME CHANGE: 20110124 FORMER COMPANY: FORMER CONFORMED NAME: Nielsen Holdings B.V. DATE OF NAME CHANGE: 20100524 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: 15902414 MAIL ADDRESS: STREET 1: ONE PICKWICK PLAZA CITY: GREENWICH STATE: CT ZIP: 06830 4 1 rrd425361.xml JAMES W CUMINALE - SALE- MAY 29, 2015 X0306 4 2015-05-28 0 0001492633 Nielsen N.V. NLSN 0001039833 CUMINALE JAMES W C/O NIELSEN N.V. 85 BROAD STREET NEW YORK NY 10004 0 1 0 0 Chief Legal Officer Common Stock 2015-05-28 4 M 0 11000 36.56 A 104321.29 D Common Stock 2015-05-28 4 M 0 100000 30.19 A 204321.29 D Common Stock 2015-05-28 4 M 0 57500 27.98 A 261821.29 D Common Stock 2015-05-28 4 S 0 168500 44.99 D 93321.29 D Common Stock 16497 I By GRATs Common Stock 12340 I By Trust Options to Purchase Common Stock 36.56 2015-05-28 4 M 0 11000 0 D 2020-09-25 Common Stock 11000 33000 D Options to Purchase Common Stock 30.19 2015-05-28 4 M 0 100000 0 D 2018-05-11 Common Stock 100000 0 D Options to Purchasse Common Stock 27.98 2015-05-28 4 M 0 57500 0 D 2019-07-26 Common Stock 57500 57500 D The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 plan. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $44.84 to $45.36, 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 therein. 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 therein. Represents options to purchase shares of common stock of the Issuer, which ratably vest in annual installments over 4 years beginning one year after the grant date (September 25, 2013). Represents options to purchase shares of common stock of the Issuer, which ratably vest in four installments over 4 years beginning one year after the grant date (May 11, 2011). Represents options to purchase shares of common stock of the Issuer, which ratably vest in annual installments over 4 years beginning one year after the grant date (July 26, 2012). /s/ Harris Black, authorized signatory 2015-06-01