Microsoft Word - 160429_AGM_Results Pearson plc (the "Company") Results of Annual General Meeting 2016 29 April 2016

At the Annual General Meeting of the Company held on 29 April 2016 all of the resolutions proposed in the Notice of Annual General Meeting dated 23 March 2016 were duly passed by shareholders by means of a poll vote with the exception of resolution 19.

The total number of votes received for each resolution is set out below. The Company's issued share capital on 27 April 2016 was 821,631,463 ordinary shares of 25p each. The proportion of the Company's issued share capital represented by those votes cast is approximately 76.02%.

Resolution No. (as noted on the proxy form)

Shares For and Discretionary

Shares Against

Shares marked as Votes Withheld/ Abstentions*

1. To receive the 2015 report and accounts

624,428,794

89,917

151,109

2. To declare a final dividend

624,513,964

50,523

105,333

3. To elect Sidney Taurel

620,023,548

4,400,570

245,702

4. To elect Lincoln Wallen

624,072,010

341,977

255,833

5. To elect Coram Williams

621,930,106

2,493,857

245,857

6. To re-elect Elizabeth Corley

623,507,997

931,329

230,494

7. To re-elect Vivienne Cox

619,396,541

5,046,416

226,863

8. To re-elect John Fallon

623,709,977

799,537

160,306

9. To re-elect Josh Lewis

624,037,267

395,152

237,401

10. To re-elect Linda Lorimer

619,490,004

4,948,296

231,520

11. To re-elect Harish Manwani

545,411,705

39,769,944

39,488,171

12. To re-elect Tim Score

618,807,672

5,632,372

229,776

13. To approve the annual remuneration report

562,809,279

61,245,352

615,189

14. To reappoint the auditors

598,981,950

25,144,930

542,940

15. To determine the remuneration of the auditors

606,729,609

17,779,619

160,592

16. To authorise the company to allot ordinary shares

563,337,039

61,062,026

270,755

17. To waive the pre- emption rights

526,953,958

58,232,237

39,483,625

18. To authorise the company to purchase its own shares

616,976,559

7,468,474

224,787

19. Requisitionists' resolution**

14,016,634

578,510,587

32,908,629

* Votes withheld are not legal votes.

** Discretionary votes have been added to the Against column, in respect of resolution 19

Resolution 19 was proposed by a group of shareholders supporting the American Federation of Teachers and called for a review of our business strategy. The Pearson board gave this resolution due consideration but recommended that shareholders vote against the resolution. For more information, visit our website at https://www.pearson.com/getthefacts.html

Pearson plc issued this content on 29 April 2016 and is solely responsible for the information contained herein. Distributed by Public, unedited and unaltered, on 29 April 2016 14:31:26 UTC

Original Document: https://www.pearson.com/content/dam/corporate/global/pearson-dot-com/files/press-releases/2016/160429_AGM_Results.pdf