Microsoft Word - 151126_TR1_Schroder plc


NOTIFICATION OF MAJOR INTEREST IN SHARES


1. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached:


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):


3. Full name of person(s) subject to the notification obligation:


Schroders plc.


4. Full name of shareholder(s)

(if different from 3.):


5. Date of the transaction and date on which the threshold is crossed or reached:


24 November 2015

6. Date on which issuer notified:

25 November 2015

7. Threshold(s) that is/are crossed or reached:


Above 5%


8. Notified details:

A: Voting rights attached to shares

Class/type of shares


if possible using the ISIN CODE

Situation previous to the triggering transaction

Resulting situation after the triggering transaction

Number of Shares

Number of Voting Rights


Number of shares

Number of voting rights

% of voting rights

Direct

Indirect

Direct

Indirect

Ordinary shares GB0006776081

Below 5%

Below 5%

43,354,783

N/A

42,272,781

N/A

5.149%


B: Qualifying Financial Instruments

Resulting situation after the triggering transaction


Type of financial


Expiration


Exercise/

Number of voting


% of voting

rights that may be

instrument

date

Conversion Period

acquired if the

rights

instrument is

exercised/ converted.


N/A


N/A


N/A


N/A


N/A


C: Financial Instruments with similar economic effect to Qualifying Financial Instruments

Resulting situation after the triggering transaction


Type of financial instrument


Exercise price


Expiration date


Exercise/ Conversion period


Number of voting rights instrument refers to


% of voting rights


CFD


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

42,272,781

5.149%

9. Chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held, if applicable:


Schroder & Co. Limited

2,447,017

0.298%

Schroders (C.I.) Limited

200,172

0.024%

Schroder Investment Management Limited

39,625,592

4.826%



Proxy Voting:


10. Name of the proxy holder:


N/A

11. Number of voting rights proxy holder will cease to hold:


N/A

12. Date on which proxy holder will cease to hold voting rights:


N/A




13. Additional information:

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 821,062,449


14. Contact name:

Chloe Talbot


15. Contact telephone number:


+44 207 658 6000


Natalie Dale

Assistant Company Secretary Pearson plc


26 November 2015

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