Pearson PLC — Regulatory Filings 2017

Jan 31, 2017

6-K 1 a6142v.htm HOLDING(S) IN COMPANY Document created using Blueprint(R) - powered by Issuer Direct - www.issuerdirect.com Copyright 2017 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 January 2017

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 | Pearson
PLC | |
| --- | --- | --- |
| 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): | Type 1
disclosure as per the Transparency Directive II
Regulation | X |
| 3. Full name of person(s) subject to thenotification
obligation: iii | Schroders
plc | |
| 4. Full name of shareholder(s) (if different from 3.): iv | Schroder
Investment Management Limited | |
| 5. Date of the transaction and date onwhich the threshold is
crossed orreached: v | 27.01.17 | |
| 6. Date on which issuer notified: | 30.01.17 | |
| 7. Threshold(s) that is/are crossed orreached: vi, vii | Above
10% | |

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	43,233,562	42,151,560	84,457,434	N/A	84,525,261	N/A	10.281%
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
84,525,261			10.281%

| 9. Chain of controlled undertakings through which the voting rights
and/or thefinancial instruments are effectively held, if
applicable: xxi | |
| --- | --- |
| Schroder
Investment Management
Limited 84,525,261 10.281% | |
| Proxy Voting: | |
| 10. Name of the proxy holder: | |
| 11. Number of voting rights proxy holder will ceaseto
hold: | |
| 12. Date on which proxy holder will cease to holdvoting
rights: | |
| 13. Additional information: | This notification is being made based on the legal entity position
exceeding 10%. Schroders Plc’s position remains as per the
previous disclosure dated 26 th January 2017. The shares referred to in section 9
are held in portfolios managed by those firms on a discretionary
basis for clients under investment management agreements. This
disclosure has been calculated based on issue share capital amount
822,126,713. |
| 14. Contact name: | Shaheen
Hussain |
| 15. Contact telephone number: | +44 207
658 6000 |

Natalie Dale

Deputy Company Secretary

Pearson plc

31 January 2017

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.

Date: 31
January 2017
By: /s/
NATALIE DALE
------------------------------------
Natalie
Dale
Deputy
Company Secretary

page break