REG - Pearson PLC - Director/PDMR Shareholding
RNS Number : 5323YPearson PLC09 May 2019Pearson plc - (the "Company")
Notification of PDMR Interests
Long-Term Incentive Plan ("LTIP") - 2019 Vesting
On 3 May 2016, the Company made a grant of performance-related restricted shares to members of the Pearson Executive under the shareholder approved LTIP which vested on 3 May 2019. Under the terms of the LTIP, the shares released to participants on 3 May 2019 are based on Pearson's performance over the three-year period from 2016 to 2018 and the share price on 31 December 2018 and continued employment throughout the period to the vesting date. Further, the participants are required to retain the shares released (after any sales to discharge tax liabilities) for a two-year holding period following vesting.
The following table sets out the number of shares released to Persons Discharging Managerial Responsibility (PDMR) on 3 May 2019 and notified to the Company on 7 May 2019. The LTIP rules require that sufficient shares are sold to discharge the tax liability arising on the shares released. The shares set out in the fourth column below were sold on 3 May 2019 at the price shown in the fifth column below and with the number set out in the sixth column below being retained by the PDMR (either as ordinary shares or ADRs, as indicated in that column).
Name of Director / PDMR
Title
Shares Released
Shares sold to discharge tax liabilities
Sale price per share (£)
Shares / ADRs Retained
Tim Bozik
President Global Product78,634
32,630
£8.137
46,004 ADRs
Rod Bristow
President UK & Core Markets
78,634
37,088
£8.137
41,546 shares
John Fallon
Chief Executive Officer
132,589
62,536
£8.137
70,053 shares
Giovanni Giovannelli
President Growth Markets
78,634
38,777
£8.137
39,857 shares
Albert Hitchcock
Chief Technology & Operations Officer
87,371
41,209
£8.137
46,162 shares
Bob Whelan
President Pearson Assessments
78,634
37,365
£8.137
41,269 ADRs
Coram Williams
Chief Financial Officer76,854
22,367
£8.137
54,487 shares
The following notifications, made in accordance with the requirements of the EU Market Abuse Regulation, give further detail.
Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them
1
Details of the person discharging managerial responsibilities/person closely associated
a)
Name
Tim Bozik
2
Reason for the notification
a)
Position/status
President Global Product
b)
Initial notification /Amendment
Initial notification
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
Pearson plc
b)
LEI
2138004JBXWWJKIURC57
4
Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)
Description of the financial instrument, type of instrument
Identification code
Ordinary shares of 25 pence each in Pearson plc
ISIN: GB0006776081
American Depositary Receipts (ADRs) in Pearson plc
(each ADR represents one ordinary share of 25 pence in Pearson plc)
ISIN: US7050151056
b)
Nature of the transaction
Allotment of Ordinary Shares following release of Long-Term incentive Plan award
Sale of shares to cover tax liabilities
Allotment of remaining shares to ADRs following release of Long-Term Incentive Plan award
c)
Price(s) and volume(s)
Volume: 78,634
Price : n/a
Volume: 32,630
Price: £8.137 per share
Aggregated price: £265,510.31
Volume: 46,004
Price: n/a
d)
Aggregated information
- Aggregated volume
- Price
Aggregated volume: see 4 (c) above
Aggregated price: see 4 (c) above
e)
Date of the transaction
3 May 2019
f)
Place of the transaction
London Stock Exchange (XLON)
New York Stock Exchange (NYSE)
1
Details of the person discharging managerial responsibilities/person closely associated
a)
Name
Rod Bristow
2
Reason for the notification
a)
Position/status
President UK & Core Markets
b)
Initial notification /Amendment
Initial notification
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
Pearson plc
b)
LEI
2138004JBXWWJKIURC57
4
Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)
Description of the financial instrument, type of instrument
Identification code
Ordinary shares of 25 pence each in Pearson plc
ISIN: GB0006776081
b)
Nature of the transaction
Allotment of Ordinary shares following release of Long-Term Incentive Plan award and Sale of shares to cover tax liabilities arising from vesting of Long-Term Incentive Plan award
c)
Price(s) and volume(s)
Allotment of Ordinary Shares following release of Long-Term incentive Plan award
Sale of shares to cover tax liabilities
Volume: 78,634
Price : n/a
Volume: 37,088
Price: £8.137 per share
Aggregated price: £301,785.06
d)
Aggregated information
- Aggregated volume
- Price
Aggregated volume: see 4 (c) above
Aggregated price: see 4 (c) above
e)
Date of the transaction
3 May 2019
f)
Place of the transaction
London Stock Exchange (XLON)
1
Details of the person discharging managerial responsibilities/person closely associated
a)
Name
John Fallon
2
Reason for the notification
a)
Position/status
Chief Executive Officer
b)
Initial notification /Amendment
Initial notification
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
Pearson plc
b)
LEI
2138004JBXWWJKIURC57
4
Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)
Description of the financial instrument, type of instrument
Identification code
Ordinary shares of 25 pence each in Pearson plc
ISIN: GB0006776081
b)
Nature of the transaction
Allotment of Ordinary shares following release of Long-Term Incentive Plan award and Sale of shares to cover tax liabilities arising from vesting of Long-Term Incentive Plan award
c)
Price(s) and volume(s)
Allotment of Ordinary Shares following release of Long-Term incentive Plan award
Sale of shares to cover tax liabilities
Volume: 132,589
Price : n/a
Volume: 62,536
Price: £8.137 per share
Aggregated price: £508,855.43
d)
Aggregated information
- Aggregated volume
- Price
Aggregated volume: see 4 (c) above
Aggregated price: see 4 (c) above
e)
Date of the transaction
3 May 2019
f)
Place of the transaction
London Stock Exchange (XLON)
1
Details of the person discharging managerial responsibilities/person closely associated
a)
Name
Giovanni Giovannelli
2
Reason for the notification
a)
Position/status
President Growth Markets
b)
Initial notification /Amendment
Initial notification
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
Pearson plc
b)
LEI
2138004JBXWWJKIURC57
4
Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)
Description of the financial instrument, type of instrument
Identification code
Ordinary shares of 25 pence each in Pearson plc
ISIN: GB0006776081
b)
Nature of the transaction
Allotment of Ordinary shares following release of Long-Term Incentive Plan award and Sale of shares to cover tax liabilities arising from vesting of Long-Term Incentive Plan award
c)
Price(s) and volume(s)
Allotment of Ordinary Shares following release of Long-Term incentive Plan award
Sale of shares to cover tax liabilities
Volume: 78,634
Price : n/a
Volume: 38,777
Price: £8.137 per share
Aggregated price: £315,528.45
d)
Aggregated information
- Aggregated volume
- Price
Aggregated volume: see 4 (c) above
Aggregated price: see 4 (c) above
e)
Date of the transaction
3 May 2019
f)
Place of the transaction
London Stock Exchange (XLON)
1
Details of the person discharging managerial responsibilities/person closely associated
a)
Name
Albert Hitchcock
2
Reason for the notification
a)
Position/status
Chief Technology & Operations Officer
b)
Initial notification /Amendment
Initial notification
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
Pearson plc
b)
LEI
2138004JBXWWJKIURC57
4
Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)
Description of the financial instrument, type of instrument
Identification code
Ordinary shares of 25 pence each in Pearson plc
ISIN: GB0006776081
b)
Nature of the transaction
Allotment of Ordinary shares following release of Long-Term Incentive Plan award and Sale of shares to cover tax liabilities arising from vesting of Long-Term Incentive Plan award
c)
Price(s) and volume(s)
Allotment of Ordinary Shares following release of Long-Term incentive Plan award
Sale of shares to cover tax liabilities
Volume: 87,371
Price : n/a
Volume: 41,209
Price: £8.137 per share
Aggregated price: £335.317.63
d)
Aggregated information
- Aggregated volume
- Price
Aggregated volume: see 4 (c) above
Aggregated price: see 4 (c) above
e)
Date of the transaction
3 May 2019
f)
Place of the transaction
London Stock Exchange (XLON)
1
Details of the person discharging managerial responsibilities/person closely associated
a)
Name
Bob Whelan
2
Reason for the notification
a)
Position/status
President Pearson Assessments
b)
Initial notification /Amendment
Initial notification
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
Pearson plc
b)
LEI
2138004JBXWWJKIURC57
4
Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)
Description of the financial instrument, type of instrument
Identification code
Ordinary shares of 25 pence each in Pearson plc
ISIN: GB0006776081
American Depositary Receipts (ADRs) in Pearson plc
(each ADR represents one ordinary share of 25 pence in Pearson plc)
ISIN: US7050151056
b)
Nature of the transaction
Allotment of Ordinary Shares following release of Long-Term incentive Plan award
Sale of shares to cover tax liabilities
Allotment of remaining shares to ADRs following release of Long-Term Incentive Plan award
c)
Price(s) and volume(s)
Volume: 78,634
Price : n/a
Volume: 37,365
Price: £8.137 per share
Aggregated price: £304,039.01
Volume: 41,269
Price: n/a
d)
Aggregated information
- Aggregated volume
- Price
Aggregated volume: see 4 (c) above
Aggregated price: see 4 (c) above
e)
Date of the transaction
3 May 2019
f)
Place of the transaction
London Stock Exchange (XLON)
New York Stock Exchange (NYSE)
1
Details of the person discharging managerial responsibilities/person closely associated
a)
Name
Coram Williams
2
Reason for the notification
a)
Position/status
Chief Financial Officer
b)
Initial notification /Amendment
Initial notification
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name
Pearson plc
b)
LEI
2138004JBXWWJKIURC57
4
Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)
Description of the financial instrument, type of instrument
Identification code
Ordinary shares of 25 pence each in Pearson plc
ISIN: GB0006776081
b)
Nature of the transaction
Allotment of Ordinary shares following release of Long-Term Incentive Plan award and Sale of shares to cover tax liabilities arising from vesting of Long-Term Incentive Plan award
c)
Price(s) and volume(s)
Allotment of Ordinary Shares following release of Long-Term incentive Plan award
Sale of shares to cover tax liabilities
Volume: 76,854
Price : n/a
Volume: 22,367
Price: £8.137 per share
Aggregated price: £182,000.28
d)
Aggregated information
- Aggregated volume
- Price
Aggregated volume: see 4 (c) above
Aggregated price: see 4 (c) above
e)
Date of the transaction
3 May 2019
f)
Place of the transaction
London Stock Exchange (XLON)
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