X0306 4 2016-08-05 0 0001492633 Nielsen Holdings plc NLSN 0001233152 CALHOUN DAVID L C/O NIELSEN HOLDINGS PLC 85 BROAD STREET NEW YORK NY 10004 1 0 0 0 Common Stock 2016-08-05 4 M 0 50809 18.40 A 687730.171 D Common Stock 2016-08-05 4 S 0 50809 53.07 D 636921.171 D Common Stock 2016-08-05 4 M 0 310180 30.19 A 947101.171 D Common Stock 2016-08-05 4 S 0 310180 52.92 D 636921.171 D Common Stock 100000 I By Trusts Options to Purchase Common Stock (right to buy) 18.40 2016-08-05 4 M 0 50809 0.00 D 2020-02-25 Common Stock 50809 0 D Options to Purchase Common Stock (right to buy) 30.19 2016-08-05 4 M 0 310180 0.00 D 2018-05-11 Common Stock 310180 0 D The total amount reported as beneficially owned in Column 5 is as of the date hereof. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $52.91 to $53.22, 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $52.74 to $53.05, 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. The securities are held by various trusts for the benefit of the Reporting Person and his family members as to which the Reporting Person or his wife is the trustee. The Reporting Person disclaims beneficial ownership of the securities held by the trusts except to the extent of his pecuniary interest therein. These options to purchase shares of common stock are currently vested and exercisable. Exhibit 24 - Confirming Statement /s/ Emily Epstein, Authorized Signatory 2017-01-13