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Pearson PLC Regulatory Filings 2010

Mar 29, 2010

5260_ffr_2010-03-29_7fcbb4e2-b259-420b-8083-8b5048edebe9.zip

Regulatory Filings

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of March 2010

PEARSON plc (Exact name of registrant as specified in its charter) N/A (Translation of registrant's name into English)

80 Strand London, England WC2R 0RL 44-20-7010-2000 (Address of principal executive office) Indicate by check mark whether the Registrant files or will file annual reports under cover of Form 20-F or Form 40-F: Form 20-F X Form 40-F Indicate by check mark whether the Registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934 Yes No X

This Report includes the following documents: 1. A press release from Pearson plc announcing Director/PDMR Shareholding

Pearson plc - (the "Company")

Notification of Directors' Interests

Long-term Incentive Plan ("LTIP") - Restricted Share Awards Granted in 2003

The terms of the LTIP awards granted in 2003 required the Company's share price to be maintained at £9.00 or above for 20 consecutive trading days by 26 September 2010, in order for a one-sixth tranche of the shares awarded to vest.

This condition was met on 25 March 2010 and t he following table sets out the number of shares released to directors on 29 March 2010 under the 2003 LTIP awards. The LTIP rules require that sufficient shares are sold to discharge the PAYE income tax liability on the shares released. The shares set out in the third column below were sold on 29 March 2010 on the London Stock Exchange at a price of £10.44 per share, leaving the after-tax number of shares set out in the final column below.

Name of Director Shares Released Shares Sold to discharge tax liabilities Shares Retained
Rona Fairhead 16,480 6,757 9,723
John Makinson 16,480 6,757 9,723
Marjorie Scardino 24,040 9,616 10,424*
  • 4,000 shares were gifted immediately on release leaving a total of 10,424 shares retained.

Interests of the Directors

As a result of the above transactions, the executive directors are interested in the following shares (excluding shares to which they are notionally entitled or may become entitled, subject to the satisfaction of any relevant conditions, under the Company's employee share plans):

Name of Director Number of Shares % of Capital
Rona Fairhead 387,502 0.04775
John Makinson 566,715 0.06984
Marjorie Scardino 1,113,519 0.13722

This notification is made in accordance with DTR 3.1.2R and LR9.8.6R(1) .

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

PEARSON plc

Date: 29 March, 2010

By: /s/ STEPHEN JONES ----------------------- Stephen Jones Deputy Secretary