X0306 4 2016-09-30 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 2016-09-30 4 A 0 373.34 53.57 A 836406.576 D Common Stock 100000 I By Trusts Represents deferred stock units issued to the Reporting Person at the closing trading price as of September 30, 2016 in lieu of cash compensation pursuant to the terms of the Directors Deferred Compensation Plan (the "Plan"). Each deferred stock unit represents one share of Nielsen common stock and is fully vested. The shares subject to the units will be issued to the Reporting Person at a future date in accordance with the terms of the Plan, and the Reporting Person's plan election. 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 2016-10-03