Blueprint
 
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 July 2017
 
 
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 attachedii:
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 obligationiv
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 reachedvi:
20th July 2017
6. Date on which issuer notified (DD/MM/YYYY):
21st July 2017
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 issuervii
Resulting situation on the date on which threshold was crossed or reached
10.01%
Nil
10.01%
822,586,857
Position of previous notification (if
applicable)
5.04%
Nil
5.04%
 
 
 
8. Notified details of the resulting situation on the date on which the threshold was crossed or reachedviii
A: Voting rights attached to shares
Class/type ofshares
ISIN code (if possible)
Number of voting rightsix
% 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
 
82,305,309
 
10.01%
 
 
 
 
 
 
 
 
 
 
SUBTOTAL 8. A
82,305,309
10.01%
 
B 1: Financial Instruments according to Art. 13(1)(a) of Directive 2004/109/EC (DTR5.3.1.1 (a))
Type of financial instrument
Expirationdatex
Exercise/Conversion Periodxi
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
Expirationdatex
Exercise/Conversion Period xi
Physical or cash
settlementxii
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) issuerxiii
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 entityxiv (please add additional rows as necessary)
 
Namexv
% 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 informationxvi
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
21st July 2017
 
Natalie White
Deputy Company Secretary
Pearson plc
 
21 July 2017
 
 
 
 
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: 21 July 2017
 
 
 
By: /s/ NATALIE DALE
 
 
 
 
------------------------------------
 
 
Natalie Dale
 
 
Deputy Company Secretary