6-K
Pearson PLC (PSO)
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 June 2024
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
- Issuer Details
ISIN
| GB0006776081 |
|---|
Issuer Name
| PEARSON PLC |
|---|
UK or Non-UK Issuer
| UK |
|---|
- Reason for Notification
| An acquisition or disposal of voting rights; An event changing the<br>breakdown of voting rights |
|---|
- Details of person subject to the notification obligation
Name
| Artisan Partners Limited Partnership |
|---|
City of registered office (if applicable)
Country of registered office (if applicable)
| US |
|---|
- Details of the shareholder
| Name | City<br>of registered office | Country<br>of registered office |
|---|---|---|
| Brown<br>Brothers Harriman | Boston | United<br>Sates |
| State<br>Street Bank | Boston | United<br>States |
| Bank of<br>New York | New<br>York | United<br>States |
| Northern<br>Trust | Chicago | United<br>States |
| Mellon<br>Bank | Pittsburgh | United<br>States |
| JPMorgan<br>Chase | Dallas | United<br>States |
- Date on which the threshold was crossed or reached
| 03-Jun-2024 |
|---|
- Date on which Issuer notified
| 05-Jun-2024 |
|---|
- Total positions of person(s) subject to the notification obligation
| %<br>of voting rights attached to shares (total of 8.A) | %<br>of voting rights through financial instruments (total of 8.B 1 +<br>8.B 2) | Total<br>of both in % (8.A + 8.B) | Total<br>number of voting rights held in issuer | |
|---|---|---|---|---|
| Resulting situation<br>on the date on which threshold was crossed or reached | 5.040000 | 0.000000 | 5.040000 | 33783078 |
| Position of<br>previous notification (if applicable) |
- 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) | Number of indirect voting rights (DTR5.2.1) | % of direct voting rights (DTR5.1) | % of indirect voting rights (DTR5.2.1) |
|---|---|---|---|---|
| GB0006776081 | 33783078 | 5.040000 | ||
| Sub<br>Total 8.A | 33783078 | 5.040000% |
8B1. Financial Instruments according to (DTR5.3.1R.(1) (a))
| Type of financial instrument | Expiration date | Exercise/conversion period | Number of voting rights that may be acquired if the instrument is<br>exercised/converted | % of voting rights |
|---|---|---|---|---|
| Sub<br>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 |
|---|---|---|---|---|---|
| Sub<br>Total 8.B2 |
- Information in relation to the person subject to the notification obligation
| 2. Full chain of controlled undertakings through which the voting<br>rights and/or the financial instruments are effectively held<br>starting with the ultimate controlling natural person or legal<br>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<br>threshold | % of voting rights through financial instruments if it equals or is<br>higher than the notifiable threshold | Total of both if it equals or is higher than the notifiable<br>threshold |
| --- | --- | --- | --- | --- |
| Artisan<br>Partners Asset Management Inc. | Artisan<br>Partners Holdings LP | |||
| Artisan<br>Partners Holdings LP | Artisan<br>Partners Investments GP LLC | |||
| Artisan<br>Partners Investments GP LLC | Artisan<br>Partners Limited Partnership | |||
| Artisan<br>Partners Limited Partnership | 5.040000 | 0.000000 | 5.040000% |
- In case of proxy voting
Name of the proxy holder
| Artisan Partners Limited Partnership |
|---|
The number and % of voting rights held
| 33,783,078 voting rights and 5.04% |
|---|
The date until which the voting rights will be held
| n/a |
|---|
Additional Information
Date of Completion
| 05-Jun-2024 |
|---|
- Place Of Completion
| Milwaukee, Wisconsin, United States of America | |
|---|---|
| PEARSON<br>plc | |
| --- | --- |
| Date: 06 June<br>2024 | |
| By: /s/<br>NATALIE WHITE | |
| ------------------------------------ | |
| Natalie<br>White | |
| Deputy<br>Company Secretary |