Pearson PLC — Regulatory Filings 2016

Oct 20, 2016

6-K 1 a0556n.htm HOLDING(S) IN COMPANY Document created using Blueprint(R) - powered by Issuer Direct - www.issuerdirect.com Copyright 2016 Issuer Direct Corporation Blueprint

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 October 2016

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

TR-1: NOTIFICATION OF MAJOR INTEREST IN SHARES i

| 1. Identity of the issuer or the underlying issuerof existing
shares to which voting rights areattached: ii | |
| --- | --- |
| 2 Reason for the notification (please tick the appropriate
box or boxes): | |
| An
acquisition or disposal of voting rights | X |
| An
acquisition or disposal of qualifying financial instruments which
may result in the acquisition of shares already issued to which
voting rights are attached | |
| An
acquisition or disposal of instruments with similar economic effect
to qualifying financial instruments | |
| An
event changing the breakdown of voting rights | |
| Other
(please specify): | |
| 3. Full name of person(s) subject to thenotification
obligation: iii | Silchester
International Investors LLP |
| 4. Full name of shareholder(s) (if different from 3.): iv | Silchester
International Investors International Value Equity Taxable
Trust Silchester
International Investors International Value Equity
Trust Silchester
International Investors International Value Equity Group
Trust Silchester
International Investors Tobacco Free International Value Equity
Trust The
Calleva Trust |
| 5. Date of the transaction and date onwhich the threshold is
crossed orreached: v | 19 th October 2016 |
| 6. Date on which issuer notified: | 19 th October 2016 |
| 7. Threshold(s) that is/are crossed orreached: vi, vii | Crossing
above 5% |

8. Notified details:
A: Voting rights attached to shares viii, ix
Class/type ofshares if
possible usingthe ISIN CODE	Situation previousto the triggeringtransaction		Resulting situation after the triggering transaction
	NumberofShares	NumberofVotingRights	Numberof shares	Number of votingrights		% of voting rights x
			Direct	Direct xi	Indirect xii	Direct	Indirect
GB0006776081	40,775,547	40,775,547			41,437,136		5.04%
B: Qualifying Financial Instruments
Resulting situation after the triggering transaction
Type of financialinstrument	Expirationdate xiii	Exercise/Conversion Period xiv		Number of votingrights that may beacquired if theinstrument
isexercised/ converted.	% of votingrights
N/A	N/A	N/A		N/A	N/A
C: Financial Instruments with similar economic effect to Qualifying
Financial Instruments xv, xvi
Resulting situation after the triggering transaction
Type of financialinstrument	Exercise price	Expiration date xvii	Exercise/Conversion period xviii	Number of voting rights instrument refers to	% of voting rights xix, xx
N/A	N/A	N/A	N/A	N/A	Nominal	Delta
					N/A	N/A
Total (A+B+C)
Number of voting rights				Percentage of voting rights
41,437,136				5.04%

| 9. Chain of controlled undertakings through which the voting rights
and/or thefinancial instruments are effectively held, if
applicable: xxi | |
| --- | --- |
| N/A | |
| Proxy Voting: | |
| 10. Name of the proxy holder: | Silchester
International Investors LLP |
| 11. Number of voting rights proxy holder will ceaseto
hold: | N/A |
| 12. Date on which proxy holder will cease to holdvoting
rights: | N/A |
| 13. Additional information: | Silchester International Investors LLP ("Silchester") acts as
investment manager for the clients detailed in Question 4 above
(our "Clients"). In acting for our Clients, Silchester are
given full discretion over their investments and are empowered to
vote on their behalf. However, we do not act as our Clients'
custodian and therefore shares are not held in our name but
i n the name of each Client's
custodian bank. The
increase in Silchester's holdings was due to a series of
transactions over a series of different trading days. The
figure shown in the box related to the position prior to the
transaction represents shares controlled by Silchester immediately
prior to crossing 5%. Notification
is provided based on the total voting rights figure of
822,120,897. |
| 14. Contact name: | Timothy
J. Linehan, Senior Partner |
| 15. Contact telephone number: | 0207
518 7125 |

Natalie Dale

Deputy Company Secretary

Pearson plc

20 October 2016

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: 20 October 2016

By: /s/ NATALIE DALE

---

Natalie Dale

Deputy Company Secretary