FORM 4
[ X ] 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 OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

BOUSBIB ARI
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
__ X __ Officer (give title below)      _____ Other (specify below)
See Remarks
(Last)          (First)          (Middle)

C/O IMS HEALTH HOLDINGS, INC., 83 WOOSTER HEIGHTS ROAD
3. Date of Earliest Transaction (MM/DD/YYYY)

10/3/2016
(Street)

DANBURY, CT 06810
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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   10/3/2016     A    95704   A   (1) (2) 1767850   D  
 
Common Stock   10/3/2016     A    149283   A   (3) 1917133   D  
 
Common Stock   10/3/2016     D    1917133   D   (4) 0   D  
 
Common Stock   10/3/2016     D    1414850   D   (5) 0   I   By Trust   (6)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 7. Title and Amount of Securities Underlying Derivative Security
(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
Employee Stock Option (right to buy)   $10.80   10/3/2016     D         500000    9/1/2013   12/1/2020   Common Stock   500000     (7) 0   D  
 
Employee Stock Option (right to buy)   $8.20   10/3/2016     D         500000    9/1/2015   12/1/2020   Common Stock   500000     (8) 0   D  
 
Employee Stock Option (right to buy)   $10.00   10/3/2016     D         1200000    9/1/2012   12/1/2020   Common Stock   1200000     (9) 0   D  
 
Employee Stock Option (right to buy)   $5.80   10/3/2016     D         600000    9/1/2013   12/1/2020   Common Stock   600000     (10) 0   D  
 
Employee Stock Option (right to buy)   $3.20   10/3/2016     D         1200000    9/1/2015   12/1/2020   Common Stock   1200000     (11) 0   D  
 
Stock Appreciation Right   $25.02   10/3/2016     D         53937    2/10/2016   2/10/2025   Common Stock   53937     (12) 0   D  
 
Stock Appreciation Right   $25.02   10/3/2016     D         161812      (13) 2/10/2025   Common Stock   161812     (14) 0   D  
 
Stock Appreciation Right   $23.00   10/3/2016     D         332272      (15) 2/2/2026   Common Stock   332272     (16) 0   D  
 

Explanation of Responses:
( 1)  On May 3, 2016, the issuer and Quintiles Transnational Holdings, Inc. ("Quintiles") entered into an Agreement and Plan of Merger pursuant to which on October 3, 2016 the issuer merged with and into Quintiles (the "merger"), the separate existence of the issuer ceased and Quintiles will continue as the surviving corporation, operating under the name Quintiles IMS Holdings, Inc.
( 2)  On February 10, 2015, the reporting person was granted 80,289 performance-based restricted stock units. The shares are earned based on the company's financial results over a three-year period (January 1, 2015 - December 31, 2017). In connection with the merger and based on the performance criteria achieved, 95,704 shares of issuer common stock were issued to the recipient. The performance-based restricted stock unit was assumed by Quintiles in the merger and replaced with a time-based restricted stock unit of 36,750 shares of Quintiles IMS Holdings, Inc. stock having a market value of $81.06 per share at the effective time of the merger. The shares will vest on December 31, 2017.
( 3)  On February 2, 2016, the reporting person was granted 108,412 performance-based restricted stock units. The shares are earned based on the company's financial results over a three-year period (January 1, 2016 - December 31, 2018). In connection with the merger and based on the performance criteria achieved, 149,283 shares of issuer common stock were issued to the recipient. The performance-based restricted stock unit was assumed by Quintiles in the merger and replaced with a time-based restricted stock unit of 57,324 shares of Quintiles IMS Holdings, Inc. stock having a market value of $81.06 per share at the effective time of the merger. The shares will vest on December 31, 2018.
( 4)  Disposed of pursuant to merger agreement in exchange for 736,177 shares of Quintiles IMS Holdings, Inc. stock having a market value of $81.06 per share at the effective time of the merger.
( 5)  Disposed of pursuant to merger agreement in exchange for 543,302 shares of Quintiles IMS Holdings, Inc. stock having a market value of $81.06 per share at the effective time of the merger.
( 6)  Shares held in Orohena Trust.
( 7)  This option was assumed by Quintiles in the merger and replaced with an option to purchase 192,000 shares of Quintiles IMS Holdings, Inc. common stock at a price of $28.13 per share.
( 8)  This option was assumed by Quintiles in the merger and replaced with an option to purchase 192,000 shares of Quintiles IMS Holdings, Inc. common stock at a price of $21.36 per share.
( 9)  This option was assumed by Quintiles in the merger and replaced with an option to purchase 460,800 shares of Quintiles IMS Holdings, Inc. common stock at a price of $26.05 per share.
( 10)  This option was assumed by Quintiles in the merger and replaced with an option to purchase 230,400 shares of Quintiles IMS Holdings, Inc. common stock at a price of $15.11 per share.
( 11)  This option was assumed by Quintiles in the merger and replaced with an option to purchase 460,800 shares of Quintiles IMS Holdings, Inc. common stock at a price of $8.34 per share.
( 12)  This stock appreciation right was assumed by Quintiles in the merger and replaced with a stock appreciation right to purchase 20,711 shares of Quintiles IMS Holdings, Inc. common stock at a price of $65.16 per share.
( 13)  This stock appreciation right vests in three annual installments beginning on February 10, 2017.
( 14)  This stock appreciation right was assumed by Quintiles in the merger and replaced with a stock appreciation right to purchase 62,136 shares of Quintiles IMS Holdings, Inc. common stock at a price of $65.16 per share.
( 15)  This stock appreciation right vests in four annual installments beginning on February 2, 2017.
( 16)  This stock appreciation right was assumed by Quintiles in the merger and replaced with a stock appreciation right to purchase 127,592 shares of Quintiles IMS Holdings, Inc. common stock at a price of $59.90 per share.

Remarks:
Chairman, Chief Executive Officer & President

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
BOUSBIB ARI
C/O IMS HEALTH HOLDINGS, INC.
83 WOOSTER HEIGHTS ROAD
DANBURY, CT 06810
X
See Remarks

Signatures
/s/ Harvey A. Ashman, Attorney-in-Fact 10/3/2016
** Signature of Reporting Person Date


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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
IMS HEALTH HOLDINGS, INC. (NYSE:IMS)
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