Report of Foreign Issuer (6-k)
May 15 2018 - 9:59AM
Edgar (US Regulatory)
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
May
2018
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
|
1a. Identity of the issuer or the underlying issuer of existing
shares to which voting rights are attached:
|
Pearson
plc
|
1b. Please indicate if the issuer is a non-UK issuer
(please mark with an "X"
if appropriate)
|
Non-UK issuer
|
|
2. Reason for the notification
(please mark the appropriate
box or boxes with an "X")
|
An
acquisition or disposal of voting rights
|
X
|
An
acquisition or disposal of financial instruments
|
|
An
event changing the breakdown of voting rights
|
|
Other
(please specify)
iii
:
|
|
3. Details of person subject to the notification
obligation
iv
|
Name
|
Silchester
International Investors LLP
|
City
and country of registered office (if applicable)
|
London,
UK
|
4. Full name of shareholder(s)
(if different from
3.)
v
|
Name
|
No
individual shareholder holds more than 5% of
voting
rights.
|
City
and country of registered office (if applicable)
|
N/A
|
5. Date on which the threshold was crossed or
reached
vi
:
|
14/05/2018
|
6.
Date on which issuer notified
(DD/MM/YYYY):
|
15/05/2018
|
7. 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 of issuer
vii
|
Resulting
situation on the date on which threshold was crossed or
reached
|
9.98%
|
Nil
|
9.98%
|
780,668,607
|
Position
of previous notification (if
applicable)
|
10.98%
|
Nil
|
10.98%
|
|
8. Notified details of the resulting situation on the date on which
the threshold was crossed or reached
viii
|
A: Voting rights attached to shares
|
Class/type ofshares
ISIN
code (if possible)
|
Number of voting rights
ix
|
% of voting rights
|
Direct
(Art 9
of Directive 2004/109/EC) (DTR5.1)
|
Indirect
(Art 10
of Directive 2004/109/EC) (DTR5.2.1)
|
Direct
(Art 9
of Directive 2004/109/EC) (DTR5.1)
|
Indirect
(Art 10
of Directive 2004/109/EC) (DTR5.2.1)
|
GB0006776081
|
|
77,889,093
|
|
9.98%
|
|
|
|
|
|
|
|
|
|
|
SUBTOTAL 8. A
|
77,889,093
|
9.98%
|
|
B 1: Financial Instruments according to Art. 13(1)(a) of Directive
2004/109/EC (DTR5.3.1.1 (a))
|
Type of financial instrument
|
Expirationdate
x
|
Exercise/Conversion Period
xi
|
Number of voting rights that may be acquired if the instrument
is
exercised/converted.
|
% of voting rights
|
N/A
|
N/A
|
N/A
|
N/A
|
N/A
|
|
|
|
|
|
|
|
|
|
|
|
|
SUBTOTAL 8. B 1
|
N/A
|
N/A
|
|
B 2: Financial Instruments with similar economic effect according
to Art. 13(1)(b) of Directive 2004/109/EC (DTR5.3.1.1
(b))
|
Type of financial instrument
|
Expirationdate
x
|
Exercise/Conversion Period
xi
|
Physical or cash
settlement
xii
|
Number of voting rights
|
% of voting rights
|
N/A
|
N/A
|
N/A
|
N/A
|
N/A
|
N/A
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SUBTOTAL 8.B.2
|
N/A
|
N/A
|
9. Information in relation to the person subject to the
notification obligation
(please mark the
applicable
box with an "X")
|
Person
subject to the notification obligation is not controlled by any
natural person or legal entity and does not control any other
undertaking(s) holding directly or indirectly an interest in the
(underlying) issuer
xiii
|
X
|
Full
chain of controlled undertakings through which the voting rights
and/or thefinancial instruments are effectively held starting with
the ultimate controlling natural person or legal entity
xiv
(please add additional rows as
necessary)
|
|
Name
xv
|
% of voting rights if it equals or is higher than the notifiable
threshold
|
% of voting rights through financial instruments if it equals or is
higher than the notifiable threshold
|
Total of both if it equals or is higher than the notifiable
threshold
|
N/A
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10. In case of proxy voting, please identify:
|
Name of
the proxy holder
|
Silchester
International Investors LLP
|
The
number and % of voting rights held
|
N/A
|
The
date until which the voting rights will be held
|
N/A
|
|
11. Additional information
xvi
|
Silchester
International Investors LLP ("Silchester") acts as investment
manager for certain commingled
funds
(our "Clients"). In acting for our Clients, Silchester is given
full discretion over their investments and
is
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 in the name of each Client's custodian
bank.
|
Place of completion
|
London,
UK
|
Date of completion
|
15
th
May 2018
|
Natalie
White
Deputy
Company Secretary
Pearson
plc
15 May
2018
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:
15
May 2018
|
|
|
By: /s/
NATALIE WHITE
|
|
|
|
------------------------------------
|
|
Natalie
White
|
|
Deputy
Company Secretary
|
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