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RNS Number : 5160K Pearson PLC 05 May 2022
Pearson plc - (the "Company")
Notification of PDMRs' Interests
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 Thomas ap Simon
2 Reason for the notification
a) Position/status President - Virtual Learning
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 Ordinary shares of 25 pence each in Pearson plc
Identification code
ISIN: GB0006776081
b) Nature of the transaction Grant of restricted shares awarded under the Long-Term Incentive Plan
c) Price(s) and volume(s) Price(s) Volume(s)
N/A 93,362
d) Aggregated information Aggregated volume: 93,362 shares
- Aggregated volume Aggregated price: N/A
- Price
e) Date of the transaction 3 May 2022
f) Place of the transaction N/A
1 Details of the person discharging managerial responsibilities/person closely
associated
a) Name Thomas ap Simon
2 Reason for the notification
a) Position/status President - Virtual Learning
b) Initial notification Initial notification
/Amendment
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 Ordinary shares of 25 pence each in Pearson plc American Depositary Receipts (ADRs), each representing one ordinary share of
25 pence, in Pearson plc
Identification code ISIN: GB0006776081 ISIN: US7050151056
b) Nature of the transaction Release of ordinary shares following release of share award under the
Company's Long-Term Incentive Plan (LTIP) and sale of shares to cover tax
liabilities arising from vesting share awards
c) Price(s) and volume(s) Release of ordinary Shares following release of LTIP award Sale of ordinary shares to cover tax liability Conversion of residual ordinary shares to ADRs
Volume: 10,809 Volume: 4,483 Volume: 6,326
Price: n/a Price: £7.8874 per share Price: n/a
Aggregated price: £35,359
d) Aggregated information Aggregated volume:
- Aggregated volume
- Price - see 4 (c) above
Aggregated price:
- see 4 (c) above
e) Date of the transaction 3 May 2022
f) Place of the transaction London Stock Exchange (XLON) New York Stock Exchange (NYSE)
Sale of shares to cover tax withholding obligations
Due to an administrative error, insufficient shares were sold to satisfy tax
following the vesting of Mr ap Simon's Management Incentive Plan (MIP) award/s
on 31 March 2022; therefore 2,017 additional shares were sold on 4 May 2022 to
fully settle his tax liability, pursuant to the MIP rules. Mr ap Simon
retains all vested shares from this award not sold to settle tax obligations.
The following table sets out the number of shares that were sold on 4 May 2022
and notified to the Company the same day, at the price shown in the fourth
column below.
Name of Director / PDMR Title Shares sold to discharge tax liabilities Sale price per share ($)
Thomas ap Simon President - Virtual Learning 2,017 $9.84
1 Details of the person discharging managerial responsibilities/person closely
associated
a) Name Thomas ap Simon
2 Reason for the notification
a) Position/status President - Virtual Learning
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 American Depositary Receipts (ADRs), each representing one ordinary share of
25 pence, in Pearson plc
Identification code
ISIN: US7050151056
b) Nature of the transaction Sale of shares to cover tax liabilities arising from vesting of Management
Incentive Plan award
c) Price(s) and volume(s) Volume: 2,017 ADRs
Price: $9.84 per ADR
d) Aggregated information Aggregated volume: 2,017 ADRs
- Aggregated volume Aggregated price: $19,847
- Price
e) Date of the transaction 4 May 2022
f) Place of the transaction New York Stock Exchange (NYSE)
1 Details of the person discharging managerial responsibilities/person closely
associated
a) Name Timothy Bozik
2 Reason for the notification
a) Position/status President - Higher Education
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 Ordinary shares of 25 pence each in Pearson plc
Identification code
ISIN: GB0006776081
b) Nature of the transaction Grant of restricted shares awarded under the Long-Term Incentive Plan
c) Price(s) and volume(s) Price(s) Volume(s)
N/A 155,067
d) Aggregated information Aggregated volume: 155,067 shares
- Aggregated volume Aggregated price: N/A
- Price
e) Date of the transaction 3 May 2022
f) Place of the transaction N/A
1 Details of the person discharging managerial responsibilities/person closely
associated
a) Name Timothy Bozik
2 Reason for the notification
a) Position/status President - Higher Education
b) Initial notification Initial notification
/Amendment
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 Ordinary shares of 25 pence each in Pearson plc American Depositary Receipts (ADRs), each representing one ordinary share of
25 pence, in Pearson plc
Identification code ISIN: GB0006776081 ISIN: US7050151056
b) Nature of the transaction Release of ordinary shares following release of share award under the
Company's Long-Term Incentive Plan (LTIP) and sale of shares to cover tax
liabilities arising from vesting share awards
c) Price(s) and volume(s) Release of ordinary Shares following release of LTIP award Sale of ordinary shares to cover tax liability Conversion of residual ordinary shares to ADRs
Volume: 18,128 Volume: 8,064 Volume: 10,064
Price: n/a Price: £7.8874 per share Price: n/a
Aggregated price: £63,604
d) Aggregated information Aggregated volume:
- Aggregated volume
- Price - see 4 (c) above
Aggregated price:
- see 4 (c) above
e) Date of the transaction 3 May 2022
f) Place of the transaction London Stock Exchange (XLON) New York Stock Exchange (NYSE)
Sale of shares to cover tax withholding obligations
Due to an administrative error, insufficient shares were sold to satisfy tax
following the vesting of Mr Bozik's Management Incentive Plan (MIP) award/s on
31 March 2022; therefore 11,000 additional shares were sold on 4 May 2022 to
fully settle his tax liability, pursuant to the MIP rules. Mr Bozik retains
all vested shares from this award not sold to settle tax obligations.
The following table sets out the number of shares that were sold on 4 May 2022
and notified to the Company the same day, at the price shown in the fourth
column below.
Name of Director / PDMR Title Shares sold to discharge tax liabilities Sale price per share ($)
Timothy Bozik President - Higher Education 11,000 $9.8635
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 Timothy Bozik
2 Reason for the notification
a) Position/status President - Higher Education
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 American Depositary Receipts (ADRs), each representing one ordinary share of
25 pence, in Pearson plc
Identification code
ISIN: US7050151056
b) Nature of the transaction Sale of shares to cover tax liabilities arising from vesting of Management
Incentive Plan award
c) Price(s) and volume(s) Volume: 11,000 ADRs
Price: $9.8635 per ADR
d) Aggregated information
- Aggregated volume Aggregated volume: 11,000 ADRs
- Price Aggregated price: $108,499
e) Date of the transaction 4 May 2022
f) Place of the transaction New York Stock Exchange (NYSE)
1 Details of the person discharging managerial responsibilities/person closely
associated
a) Name Timothy Bozik
2 Reason for the notification
a) Position/status President - Higher Education
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 American Depositary Receipts (ADRs), each representing one ordinary share of
25 pence, in Pearson plc
Identification code
ISIN: US7050151056
b) Nature of the transaction Sale of shares
c) Price(s) and volume(s) Price(s) Volume(s)
(i) $10.02 per ADR (i) 5,227 ADRs
(ii) $10.015 per ADR (ii) 100 ADRs
(iii) $10.01 per ADR (iii) 12,849 ADRs
(iv) $10.03 per ADR (iv) 8,892 ADRs
(v) $10.02 per ADR (v) 6,985 ADRs
(vi) $10.0303 per ADR (vi) 2,300 ADRs
d) Aggregated information
- Aggregated volume Aggregated volume: 36,353 ADRs
- Price Aggregated price: $364,240.68
e) Date of the transaction All transactions are as at 6 May 2022
f) Place of the transaction New York Stock Exchange (NYSE)
1 Details of the person discharging managerial responsibilities/person closely
associated
a) Name Giovanni Giovannelli
2 Reason for the notification
a) Position/status President - English Language Learning
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 Ordinary shares of 25 pence each in Pearson plc
Identification code
ISIN: GB0006776081
b) Nature of the transaction Grant of restricted shares awarded under the Long-Term Incentive Plan
c) Price(s) and volume(s) Price(s) Volume(s)
N/A 149,083
d) Aggregated information
- Aggregated volume Aggregated volume: 149,083 shares
- Price Aggregated price: N/A
e) Date of the transaction 3 May 2022
f) Place of the transaction N/A
1 Details of the person discharging managerial responsibilities/person closely
associated
a) Name Giovanni Giovannelli
2 Reason for the notification
a) Position/status President - English Language Learning
b) Initial notification Initial notification
/Amendment
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 Ordinary shares of 25 pence each in Pearson plc
Identification code ISIN: GB0006776081
b) Nature of the transaction Release of ordinary shares following release of share award under the
Company's Long-Term Incentive Plan (LTIP) and sale of shares to cover tax
liabilities arising from vesting share awards
c) Price(s) and volume(s) Release of ordinary Shares following release of LTIP award Sale of ordinary shares to cover tax liability
Volume: 18,935 Volume: 1,875
Price: n/a Price: £7.8874 per share
Aggregated price: £14,789
d) Aggregated information Aggregated volume:
- Aggregated volume
- Price - see 4 (c) above
Aggregated price:
- see 4 (c) above
e) Date of the transaction 3 May 2022
f) Place of the transaction London Stock Exchange (XLON)
1 Details of the person discharging managerial responsibilities/person closely
associated
a) Name Michael Howells
2 Reason for the notification
a) Position/status President - Workforce Skills
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 Ordinary shares of 25 pence each in Pearson plc
Identification code
ISIN: GB0006776081
b) Nature of the transaction Grant of restricted shares awarded under the Long-Term Incentive Plan
c) Price(s) and volume(s) Price(s) Volume(s)
N/A 92,375
d) Aggregated information
- Aggregated volume Aggregated volume: 92,375 shares
- Price Aggregated price: N/A
e) Date of the transaction 3 May 2022
f) Place of the transaction N/A
1 Details of the person discharging managerial responsibilities/person closely
associated
a) Name Michael Howells
2 Reason for the notification
a) Position/status President - Workforce Skills
b) Initial notification Initial notification
/Amendment
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 Ordinary shares of 25 pence each in Pearson plc
Identification code ISIN: GB0006776081
b) Nature of the transaction Release of ordinary shares following release of share award under the
Company's Long-Term Incentive Plan (LTIP) and sale of shares to cover tax
liabilities arising from vesting share awards
c) Price(s) and volume(s) Release of ordinary Shares following release of LTIP award Sale of ordinary shares to cover tax liability
Volume: 9,318 Volume: 4,510
Price: n/a Price: £7.8874 per share
Aggregated price: £35,572
d) Aggregated information Aggregated volume:
- Aggregated volume
- Price - see 4 (c) above
Aggregated price:
- see 4 (c) above
e) Date of the transaction 3 May 2022
f) Place of the transaction London Stock Exchange (XLON)
1 Details of the person discharging managerial responsibilities/person closely
associated
a) Name Arthur Valentine
2 Reason for the notification
a) Position/status President - Assessment & Qualifications
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 Ordinary shares of 25 pence each in Pearson plc
Identification code
ISIN: GB0006776081
b) Nature of the transaction Grant of restricted shares awarded under the Long-Term Incentive Plan
c) Price(s) and volume(s) Price(s) Volume(s)
N/A 85,456
d) Aggregated information
- Aggregated volume Aggregated volume: 85,456 shares
- Price Aggregated price: N/A
e) Date of the transaction 3 May 2022
f) Place of the transaction N/A
1 Details of the person discharging managerial responsibilities/person closely
associated
a) Name Arthur Valentine
2 Reason for the notification
a) Position/status President - Assessment & Qualifications
b) Initial notification Initial notification
/Amendment
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 Ordinary shares of 25 pence each in Pearson plc American Depositary Receipts (ADRs), each representing one ordinary share of
25 pence, in Pearson plc
Identification code ISIN: GB0006776081 ISIN: US7050151056
b) Nature of the transaction Release of ordinary shares following release of share award under the
Company's Long-Term Incentive Plan (LTIP) and sale of shares to cover tax
liabilities arising from vesting share awards
c) Price(s) and volume(s) Release of ordinary Shares following release of LTIP award Sale of ordinary shares to cover tax liability Conversion of residual ordinary shares to ADRs
Volume: 2,446 Volume: 672 Volume: 1,774
Price: n/a Price: £7.8874 per share Price: n/a
Aggregated price: £5,300
d) Aggregated information Aggregated volume: see 4 (c) above Aggregated price: see 4 (c) above
- Aggregated volume
- Price
e) Date of the transaction 3 May 2022
f) Place of the transaction London Stock Exchange (XLON) New York Stock Exchange (NYSE)
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