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RNS Number : 9190J Pearson PLC 29 April 2022
29 April 2022
Pearson plc
("Pearson" or the "Company")
Results of Annual General Meeting 2022
Pearson plc held its annual general meeting ("AGM") at 10:30am today. All
resolutions set out in the Company's Notice of Annual General Meeting dated 24
March 2022 were proposed and approved on a poll.
The table below shows the results of the poll for each resolution. As at
6.30pm on 27 April 2022, the Company's issued share capital was 748,542,024
ordinary shares of 25p each. The Company does not hold any ordinary shares in
Treasury. Therefore, the total voting rights in the Company were 748,542,024.
The proportion of the Company's issued share capital represented by those
votes cast is approximately 81.1%.
Resolution For and Discretionary % votes cast For and Discretionary Against % votes Total votes cast (excluding votes withheld) % of issued capital voted Withheld/
cast Against Abstentions*
1 To receive the 2021 report and accounts 607,069,864 99.98 105,340 0.02 607,175,204 81.11% 282,634
2 To declare a final dividend 606,041,385 99.77 1,382,688 0.23 607,424,073 81.15% 33,765
3 To elect Omid Kordestani 607,171,225 99.96 220,609 0.04 607,391,834 81.14% 66,004
4 To elect Esther Lee 607,280,088 99.98 119,067 0.02 607,399,155 81.14% 58,683
5 To elect Annette Thomas 607,285,695 99.98 115,892 0.02 607,401,587 81.14% 56,251
6 To re-elect Andy Bird 607,146,484 99.96 252,979 0.04 607,399,463 81.14% 58,375
7 To re-elect Sherry Coutu 522,486,159 86.46 81,849,313 13.54 604,335,472 80.74% 3,122,366
8 To re-elect Sally Johnson 606,852,131 99.91 559,233 0.09 607,411,364 81.15% 46,474
9 To re-elect Linda Lorimer 607,260,007 99.98 151,025 0.02 607,411,032 81.15% 46,806
10 To re-elect Graeme Pitkethly 607,224,439 99.97 178,324 0.03 607,402,763 81.14% 55,075
11 To re-elect Tim Score 547,133,973 90.54 57,194,222 9.46 604,328,195 80.73% 3,129,643
12 To re-elect Lincoln Wallen 607,246,008 99.97 155,517 0.03 607,401,525 81.14% 56,313
13 To approve the annual remuneration report 462,488,192 76.53 141,832,706 23.47 604,320,898 80.73% 3,136,939
14 To appoint the auditors 605,153,941 99.63 2,266,065 0.37 607,420,006 81.15% 37,832
15 To determine the remuneration of the auditors 606,442,545 99.84 978,777 0.16 607,421,322 81.15% 36,516
16 To authorise the company to allot ordinary shares 542,017,921 89.45 63,955,865 10.55 605,973,786 80.95% 1,484,052
17 To waive the pre-emption rights 553,468,800 91.12 53,922,335 8.88 607,391,135 81.14% 66,703
18 To waive the pre-emption rights - additional percentage 547,083,099 90.07 60,304,220 9.93 607,387,319 81.14% 70,519
19 To authorise the company to purchase its own shares 604,580,981 99.54 2,823,145 0.46 607,404,126 81.14% 53,712
20 To approve the holding of general meetings on 14 clear days' notice 582,934,119 95.97 24,476,515 4.03 607,410,634 81.15% 47,204
* Votes withheld are not legal votes.
In accordance with the Listing Rules, copies of the resolutions that do not
constitute ordinary business at an annual general meeting will shortly be
available for inspection at the National Storage Mechanism which is located
at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism)
The Board appreciates the support shown by the majority of shareholders for
the resolutions at today's AGM. We note the minority vote against Pearson's
remuneration report. Pearson engages extensively with shareholders on a broad
range of matters, including remuneration. We will continue to engage actively
with shareholders to understand their views and, where applicable, their
reasons for the minority vote against resolution 13 and will carefully
consider all feedback. We will publish an update on that engagement and on any
action taken as a result of this within six months of the AGM, in accordance
with the UK Corporate Governance Code.
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