Pearson PLC 6-K, filed Sep 23, 2021

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 September 2021

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

Withdrawal of Credit Rating Agency

Pearson plc ("Pearson") gives notice that Standard & Poor's Financial Services LLC announced yesterday that it has, at the request of Pearson, withdrawn its ratings of Pearson, Pearson Funding plc ("the issuer") and the bonds specified below, which were issued by the issuer and are guaranteed by Pearson. The bonds remain rated Baa3 (stable outlook) and BBB- (stable outlook) by Moody's Investors Service and Fitch Ratings Limited respectively.

●

£350,000,000 3.750% Guaranteed Notes due 2030 (XS2044910466), all of which are outstanding

●

EUR 500,000,000 1.375% Guaranteed Notes due 2025 (XS1228153661, all of which are outstanding

●

U.S.$500,000,000 3.250% Guaranteed Notes due 2023 (USG6964RAA26 / US70501VAA61), of which U.S.$94,176,000 are outstanding; and

●

U.S.$500,000,000 3.750% Guaranteed Notes due 2022 (USG6964QAA43 / US705011AA25), of which U.S.$117,273,000 are outstanding.

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.