X0306 4 2016-11-03 0 0001492633 Nielsen Holdings plc NLSN 0001538738 KASH ARVIN C/O NIELSEN HOLDINGS PLC 85 BROAD STREET NEW YORK NY 10004 0 1 0 0 Vice Chairman Common Stock 2016-11-03 4 M 0 4500 36.56 A 47376.44 D Common Stock 2016-11-03 4 M 0 8648 30.19 A 56024.44 D Common Stock 2016-11-03 4 M 0 95000 27.98 A 151024.44 D Common Stock 2016-11-03 4 S 0 120196 43.96 D 30828.44 D Common Stock 37104 I By Trust Options to Purchase Common Stock (right to buy) 36.56 2016-11-03 4 M 0 4500 0.00 D 2020-09-25 Common Stock 4500 4500 D Options to Purchase Common Stock (right to buy) 30.19 2016-11-03 4 M 0 8648 0.00 D 2018-05-11 Common Stock 8648 0 D Options to Purchase Common Stock (right to buy) 27.98 2016-11-03 4 M 0 95000 0.00 D 2019-07-26 Common Stock 95000 0 D The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $43.69 to $44.14, 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 a trust for the benefit of the Reporting Person's daughter over which the Reporting Person may have investment discretion. 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, of which 13,500 vested. The remaining 4,500 options will vest on September 25, 2017. These options to purchase shares of common stock are currently vested and exercisable. /s/ Harris Black, Authorized Signatory 2016-11-07