Sec Form 4 Filing - Green Equity Investors V, L.P. @ IMS Health Holdings, Inc. - 2016-10-03

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Green Equity Investors V, L.P. 2. Issuer Name and Ticker or Trading Symbol IMS Health Holdings, Inc. [ IMS] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 11111 SANTA MONICA BOULEVARD, SUITE 2000 3. Date of Earliest Transaction (MM/DD/YY) 10/03/2016 (Street) LOS ANGELES, CA90025 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 10/03/2016 D 14,579,471 ( 1 ) D $ 0 0 ( 2 ) D ( 3 ) ( 4 ) ( 5 ) Common Stock 10/03/2016 D 4,373,491 ( 6 ) D $ 0 0 ( 2 ) D ( 3 ) ( 4 ) ( 7 ) Common Stock 10/03/2016 D 138,733 ( 8 ) D $ 0 0 ( 2 ) D ( 3 ) ( 4 ) ( 9 )

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Green Equity Investors V, L.P. 11111 SANTA MONICA BOULEVARD SUITE 2000 LOS ANGELES, CA90025 X Green Equity Investors Side V, L.P. 11111 SANTA MONICA BOULEVARD SUITE 2000 LOS ANGELES, CA90025 X GEI Capital V, LLC 11111 SANTA MONICA BOULEVARD SUITE 2000 LOS ANGELES, CA90025 X Green V Holdings, LLC 11111 SANTA MONICA BOULEVARD SUITE 2000 LOS ANGELES, CA90025 X LEONARD GREEN PARTNERS LP 11111 SANTA MONICA BLVD SUITE 2000 LOS ANGELES, CA90025 X LGP MANAGEMENT INC 11111 SANTA MONICA BOULEVARD SUITE 2000 LOS ANGELES, CA90025 X LGP Iceberg Coinvest, LLC 11111 SANTA MONICA BOULEVARD SUITE 2000 LOS ANGELES, CA90025 X PERIDOT COINVEST MANAGER LLC 11111 SANTA MONICA BOULEVARD SUITE 2000 LOS ANGELES, CA90025 X LGP Associates V LLC 11111 SANTA MONICA BLVD. SUITE 2000 LOS ANGELES, CA90025 X Signatures /s/ Lance J.T. Schumacher, as attorney-in-fact 10/04/2016 Signature of Reporting Person Date

Explanation of Responses:

( 1 )On October 3, 2016, pursuant to an Agreement and Plan of Merger entered into by and between the Issuer and Quintiles Transnational Holdings Inc., each outstanding share of common stock of the Issuer ("Share") was automatically converted into the right to receive 0.3840 of a share of common stock, par value $0.01 per share, of Quintiles IMS Holdings, Inc. (the "Conversion"). The Shares reported on this row were owned by Green Equity Investors V, L.P. ("GEI V"). ( 2 )As of the effective time of the Conversion, GEI V, Green Equity Investors Side V, L.P. ("GEI Side V"), and LGP Iceberg Coinvest, LLC ("LGP Ice") no longer own, directly or indirectly, any Shares. ( 3 )GEI Capital V, LLC ("GEIC") is the general partner of GEI V and GEI Side V. Green V Holdings, LLC ("Holdings") is a limited partner of GEI V and GEI Side V. Leonard Green & Partners, L.P. ("LGP") is the manager of GEI V, GEI Side V and Peridot Coinvest Manager LLC ("Peridot"), and an affiliate of GEIC and Holdings. LGP Management, Inc. ("LGPM") is the general partner of LGP. Peridot is the manager of LGP Associates V LLC ("Associates V"). Associates V is the manager of LGP Ice. ( 4 )GEI Side V, as an affiliated entity of GEI V, LGP, as the manager of GEI V, GEI Side V and Peridot, LGPM, as the general partner of LGP, GEIC, as the general partner of GEI V and GEI Side V, Holdings, as a limited partner of GEI V and GEI Side V, Peridot, as the manager of Associates V, and Associates V, as the manager of LGP Ice, directly (whether through ownership or position) or indirectly through one or more intermediaries, may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owners of the Shares (in the case of GEI Side V, the GEI V Shares and the Shares owned by LGP Ice (the "Ice Shares"), in the case of GEI V, the GEI Side V Shares and the Ice Shares, and in the case of LGP Ice, the GEI V Shares and the GEI Side V Shares) owned by GEI V, GEI Side V or LGP Ice. ( 5 )Each of GEI Side V, LGP Ice, GEIC, Holdings, LGP, LGPM, Peridot, and Associates V disclaims beneficial ownership of the Shares reported on this row, except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that the reporting persons are the beneficial owner of such securities for purposes of Section 16 or for any other purposes. ( 6 )The Shares reported on this row were owned by GEI Side V and were automatically converted pursuant to the Conversion described in note 1 to this Form 4. ( 7 )Each of GEI V, LGP Ice, GEIC, Holdings, LGP, LGPM, Peridot and Associates V disclaims beneficial ownership of the Shares reported on this row, except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that the reporting persons are the beneficial owner of such securities for purposes of Section 16 or for any other purposes. ( 8 )The Shares reported on this row were owned by LGP Ice and were automatically converted pursuant to the Conversion described in note 1 to this Form 4. ( 9 )Each of GEI V, GEI Side V, GEIC, Holdings, LGP, LGPM, Peridot, and Associates V disclaims beneficial ownership of the Shares reported on this row, except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that the reporting persons are the beneficial owner of such securities for purposes of Section 16 or for any other purposes.

Remarks: Mr. John G. Danhakl was a member of the board of directors of the Issuer prior to the Conversion, and he is also an indirect limited partner of LGP, which is the manager of GEI V, GEI Side V and Peridot, and an affiliate of GEIC, Holdings, and Associates V (the "LGP Entities"). Accordingly, prior to the Conversion, Mr. Danhakl may have be deemed to represent the interests of the LGP Entities on the board of directors of the Issuer, and accordingly, the LGP Entities may have be deemed to be directors of the Issuer for purposes of Section 16 of the Securities Exchange Act of 1934, as amended.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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