Pearson PLC — Regulatory Filings 2022

Aug 24, 2022

6-K 1 a1164x.htm HOLDING(S) IN COMPANY Document created using Blueprint(R) - powered by Issuer Direct - www.issuerdirect.com Copyright 2022 Issuer Direct Corporation a1164x

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 August 2022

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: Standard form for notification of major holdings

1. Issuer Details

ISIN

GB0006776081

Issuer Name

PEARSON PLC

UK or Non-UK Issuer

UK

1. Reason for Notification

An acquisition or disposal of voting rights

1. Details of person subject to the notification obligation

Name

Schroders Plc

City of registered office (if applicable)

London Wall, Barbican

Country of registered office (if applicable)

England

1. Details of the shareholder

Full name of shareholder(s) if different from the person(s) subject to the notification obligation, above

City of registered office (if applicable)

Country of registered office (if applicable)

1. Date on which the threshold was crossed or reached

22-Aug-2022

1. Date on which Issuer notified

23-Aug-2022

1. Total positions of person(s) subject to the notification obligation

| | %
of voting rights attached to shares (total of 8.A) | %
of voting rights through financial instruments (total of 8.B 1 +
8.B 2) | Total
of both in % (8.A + 8.B) | Total
number of voting rights held in issuer |
| --- | --- | --- | --- | --- |
| Resulting situation
on the date on which threshold was crossed or reached | 5.173925 | 0.006756 | 5.180681 | 38130667 |
| Position of
previous notification (if applicable) | 9.975 | 0.004 | 9.980 | |

1. Notified details of the resulting situation on the date on which the threshold was crossed or reached

8A. Voting rights attached to shares

Class/Type of shares ISIN code(if possible)	Number of direct voting rights (DTR5.1)	% of direct voting rights (DTR5.1)
GB0006776081	38079839	5.173775
US7050151056	1105	0.000150
Sub
Total 8.A	38080944	5.173925%

8B1. Financial Instruments according to (DTR5.3.1R.(1) (a))

Type of financial instrument
Sub
Total 8.B1

8B2. Financial Instruments with similar economic effect according to (DTR5.3.1R.(1) (b))

Type of financial instrument	Expiration date	Exercise/conversion period	Physical or cash settlement	Number of voting rights	% of voting rights
CFD	N/A	N/A	Cash	49723	0.006756
Sub
Total 8.B2				49723	0.006756%

1. Information in relation to the person subject to the notification obligation

2. Full chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held starting with the ultimate controlling natural person or legal entities (please add additional rows as necessary)

| Ultimate controlling person | Name of controlled undertaking | % of voting rights if it equals or is higher than the notifiable
threshold | Total of both if it equals or is higher than the notifiable
threshold |
| --- | --- | --- | --- |
| Schroders
PLC | | | |
| Schroders
PLC | Schroder
Administration Limited | | |
| Schroders
PLC | Schroder Wealth
Holdings Limited | | |
| Schroders
PLC | Schroder Wealth
Management (US) Limited | | |
| Schroders
PLC | | | |
| Schroders
PLC | Schroder
Administration Limited | | |
| Schroders
PLC | Schroder Wealth
Holdings Limited | | |
| Schroders
PLC | Schroder & Co.
Limited | | |
| Schroders
PLC | | | |
| Schroders
PLC | Schroder
Administration Limited | | |
| Schroders
PLC | Schroder
International Holdings Limited | | |
| Schroders
PLC | Nippon
Life Schroders Asset Management Eu-rope Limited | | |
| Schroders
PLC | | | |
| Schroders
PLC | Schroder
Administration Limited | | |
| Schroders
PLC | Schroder
International Holdings Limited | | |
| Schroders
PLC | Schroder Investment
Management Limited | 4.995219 | 5.001974% |
| Schroders
PLC | | | |
| Schroders
PLC | Schroder
Administration Limited | | |
| Schroders
PLC | Schroder Wealth
International Holdings Limited | | |
| Schroders
PLC | Schroders (C.I.)
Limited | | |
| Schroders
PLC | | | |
| Schroders
PLC | Schroder
Administration Limited | | |
| Schroders
PLC | Schroder
International Holdings Limited | | |
| Schroders
PLC | Schroders IS
Limited | | |

1. In case of proxy voting

Name of the proxy holder

The number and % of voting rights held

The date until which the voting rights will be held

1. Additional Information

This disclosure is being made due to a legal entity, Schroder Investment Management Limited, crossing below the 5% threshold in shares.

1. Date of Completion

23-Aug-2022

1. Place Of Completion

London

Artiom Bendelston

Company Secretarial Assistant

Pearson plc

24th August 2022

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: 24
August 2022
By: /s/
NATALIE WHITE
------------------------------------
Natalie
White
Deputy
Company Secretary