Item 2.02. Results of Operations and Financial Condition.

The information under this Item 2.02, including Exhibit 99.1 and Exhibit 99.2 to this Current Report, is intended to be furnished and shall not be deemed "filed" for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such filing.

On May 6, 2021, Nielsen Holdings plc (the "Company") issued a press release announcing its financial results for the first quarter ended March 31, 2021.

A copy of the press release is furnished as Exhibit 99.1 to this report and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.





  (d) Exhibits

      * Furnished herewith




Exhibit No.   Description

99.1            Press Release, dated May 6, 2021, issued by Nielsen Holdings plc
              pertaining to the financial results for the first quarter ended March
              31, 2021.*

99.2            Investor Presentation, dated May 6, 2021, entitled "Nielsen: 1st
              Quarter 2021 Earnings".*

104           Cover Page Interactive Data File (embedded within the Inline XBRL
              document)



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