SEC Form 4 · accession 0001209191-16-103284
Nielsen Holdings plc · NLSN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John Jasper Lewis
Other
Period of report
Feb 25, 2016
Accepted (ET)
Feb 29, 2016 · 2:21 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001492633
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Feb 25, 2016 | M | 60,000 | $27.98 | A | 219,812 | D | |
| Common StockF1,F2 | Feb 25, 2016 | S | 60,000 | $49.50 | D | 159,812 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Options to purchase Common StockF3 | $27.98 | Feb 25, 2016 | M | 60,000 | D | — | Jul 26, 2019 | Common Stock | 60,000 | 20,000 | D |
Explanation of responses
- F1The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $49.43 to $49.525, 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.
- F2The Reporting Person's sale of shares reported herein is matchable under Section 16(b) of the Securities Exchange Act of 1934, as amended ("Section 16(b)"). The Reporting Person has agreed to voluntarily disgorge to the Issuer the Section 16 profit that resulted from the transaction reported herein.
- F360,000 of these options to purchase shares are currently vested and are exercisable. The Remaining 20,000 options vest on July 26, 2016.