X0306 4 2016-09-08 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 2016-09-08 4 A 0 28.264 0.00 A 836033.236 D Common Stock 100000 I By Trusts Represents dividend equivalent rights in connection with the Issuer's quarterly dividend and accrued to the reporting person on restricted stock units. 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. /s/ Harris Black, Authorized Signatory 2016-09-12