REG - Pearson PLC - Director/PDMR Shareholding

PearsonAnnouncement

05/05/2022 16:30

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RNS Number : 5162K  Pearson PLC  05 May 2022

Pearson plc - (the "Company")

 

Notification of Directors' Interests

 

 

2022 Long-Term Incentive Plan (LTIP) Awards

 

On 3 May 2022, the Company made a grant of performance-related restricted
shares under the 2022 LTIP, including to the Chief Executive and Chief
Financial Officer, under the 2020 LTIP rules. This represents the company's
annual grant of long-term incentives for 2022.

 

The award will vest on 1 May 2025 subject to the following performance
conditions and targets for Executive Directors:

 

 1/3 Earnings Per Share (EPS)               1/3 Net Return On Invested Capital (ROIC)            1/3 relative Total Shareholder Return (TSR)
 Vesting schedule  Adjusted EPS for FY24    Vesting schedule       Adjusted net ROIC for FY24    Vesting schedule        Ranked position vs FTSE 100

 (% max)                                    (% max)                                              (% max)
 15%               48.0p                    15%                    6.0%                          25%                     Median
 65%               55.0p                    65%                    7.0%                          -                       -
 100%              64.0p                    100%                   8.0%                          100%                    Upper quartile

Note: straight line vesting between points shown, with no vesting for
performance below threshold

 

Any shares which vest on 1 May 2025 will be subject to an additional two-year
holding period to 1 May 2027.

 

The award is consistent with the remuneration policy approved by shareholders
and was made on the following basis:

 

 Name           Title                    Restricted shares awarded  % of Salary  Share price used to calculate award (GBP)

 Andy Bird      Chief Executive          356,065                    300%         779.44p
 Sally Johnson  Chief Financial Officer  168,415                    245%         779.44p

 

The value of the award was determined using the five-trading day average
mid-market closing share price preceding 3 May 2022, which is the share price
used to determine award values for LTIP awards to the wider employee
population.

 

The Committee reserves the right to adjust payouts up or down before they are
released if it believes that the vesting outcome does not reflect underlying
financial or non-financial performance or if such other exceptional factors
warrant doing so. In making such adjustments, the Committee is guided by the
principle of aligning shareholder and management interests.

 

The notification below is made in accordance with the requirements of the UK
Market Abuse Regulation.

 

 

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                                                         Andy Bird
 2   Reason for the notification
 a)  Position/status                                              Chief Executive
 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                                    Award of performance-related restricted shares under the Long-Term Incentive
                                                                  Plan
 c)  Price(s) and volume(s)                                       Price(s)                                 Volume(s)
     n/a                                                                                                   356,065
 d)  Aggregated information                                       Aggregated price: N/A

     - Aggregated volume

     - Price                                                      Aggregated volume: see 4 (c) above
 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                                                         Sally Johnson
 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  Ordinary shares of 25 pence each in Pearson plc

     Identification code

                                                                  ISIN: GB0006776081
 b)  Nature of the transaction                                    Award of performance-related restricted shares under the Long-Term Incentive
                                                                  Plan
 c)  Price(s) and volume(s)                                       Price(s)                                 Volume(s)
     n/a                                                                                                   168,415
 d)  Aggregated information                                       Aggregated price: N/A

     - Aggregated volume

     - Price                                                      Aggregated volume: see 4 (c) above
 e)  Date of the transaction                                      3 May 2022
 f)  Place of the transaction                                     n/a

 

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