6-K 1 pson200405046k.txt DIRECTOR SHAREHOLDING 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 May 2004 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 -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- This Report includes the following documents: 1. A press release from Pearson plc announcing 'Director Shareholding' SCHEDULE 11 NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS 1) Name of company PEARSON PLC 2) Name of director DAVID CHARLES MAURICE BELL 3) Please state whether notification indicates that it is in respect of holding of the shareholder named in 2 above or in respect of a non-beneficial interest or in the case of an individual holder if it is a holding of that person's spouse or children under the age of 18 or in respect of a non-beneficial interest DIRECTOR'S OWN HOLDING 4) Name of the registered holder(s) and, if more than one holder, the number of shares held by each of them (if notified) AS IN 2) ABOVE 5) Please state whether notification relates to a person(s) connected with the Director named in 2 above and identify the connected person(s) NOT APPLICABLE 6) Please state the nature of the transaction. For PEP transactions please indicate whether general/single co PEP and if discretionary/non discretionary AWARD OF 1,142 OPTIONS UNDER THE COMPANY'S WORLDWIDE SAVE FOR SHARES PLAN 7) Number of shares/amount of stock acquired N/A 8) Percentage of issued class N/A 9) Number of shares/amount of stock disposed N/A 10) Percentage of issued class N/A 11) Class of security N/A 12) Price per share N/A 13) Date of transaction N/A 14) Date company informed N/A 15) Total holding following this notification N/A 16) Total percentage holding of issued class following this notification N/A If a director has been granted options by the company please complete the following boxes 17) Date of grant 30 APRIL 2004 18) Period during which or date on which exercisable 1 AUGUST 2007 - 31 JANUARY 2008 19) Total amount paid (if any) for grant of the option NIL 20) Description of shares or debentures involved: class, number 1,142 OPTIONS OVER ORDINARY SHARES OF 25P EACH 21) Exercise price (if fixed at time of grant) or indication that price is to be fixed at time of exercise 494.8P 22) Total number of shares or debentures over which options held following this notification 182,330 23) Any additional information COMPANY'S ALL EMPLOYEE SHARE PLAN 24) Name of contact and telephone number for queries LESLEY WARD 020 7010 2242 25) Name and signature of authorised company official responsible for making this notification STEPHEN JONES, DEPUTY SECRETARY Date of Notification: 30 APRIL 2004 SCHEDULE 11 NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS 1) Name of company PEARSON PLC 2) Name of director RONA ALISON FAIRHEAD 3) Please state whether notification indicates that it is in respect of holding of the shareholder named in 2 above or in respect of a non-beneficial interest or in the case of an individual holder if it is a holding of that person's spouse or children under the age of 18 or in respect of a non-beneficial interest DIRECTOR'S OWN HOLDING 4) Name of the registered holder(s) and, if more than one holder, the number of shares held by each of them (if notified) AS IN 2) ABOVE 5) Please state whether notification relates to a person(s) connected with the Director named in 2 above and identify the connected person(s) NOT APPLICABLE 6) Please state the nature of the transaction. For PEP transactions please indicate whether general/single co PEP and if discretionary/non discretionary AWARD OF 1,904 OPTIONS UNDER THE COMPANY'S WORLDWIDE SAVE FOR SHARES PLAN 7) Number of shares/amount of stock acquired N/A 8) Percentage of issued class N/A 9) Number of shares/amount of stock disposed N/A 10) Percentage of issued class N/A 11) Class of security N/A 12) Price per share N/A 13) Date of transaction N/A 14) Date company informed N/A 15) Total holding following this notification N/A 16) Total percentage holding of issued class following this notification N/A If a director has been granted options by the company please complete the following boxes 17) Date of grant 30 APRIL 2004 18) Period during which or date on which exercisable 1 AUGUST 2007 - 31 JANUARY 2008 19) Total amount paid (if any) for grant of the option NIL 20) Description of shares or debentures involved: class, number 1,904 OPTIONS OVER ORDINARY SHARES OF 25P EACH 21) Exercise price (if fixed at time of grant) or indication that price is to be fixed at time of exercise 494.8P 22) Total number of shares or debentures over which options held following this notification 61,904 23) Any additional information COMPANY'S ALL EMPLOYEE SHARE PLAN 24) Name of contact and telephone number for queries LESLEY WARD 020 7010 2242 25) Name and signature of authorised company official responsible for making this notification STEPHEN JONES, DEPUTY SECRETARY Date of Notification: 30 APRIL 2004 SCHEDULE 11 NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS 1) Name of company PEARSON PLC 2) Name of director LORD STEVENSON OF CODDENHAM 3) Please state whether notification indicates that it is in respect of holding of the shareholder named in 2 above or in respect of a non-beneficial interest or in the case of an individual holder if it is a holding of that person's spouse or children under the age of 18 or in respect of a non-beneficial interest DIRECTOR'S OWN HOLDING 4) Name of the registered holder(s) and, if more than one holder, the number of shares held by each of them (if notified) AS IN 2) ABOVE 5) Please state whether notification relates to a person(s) connected with the Director named in 2 above and identify the connected person(s) NOT APPLICABLE 6) Please state the nature of the transaction. For PEP transactions please indicate whether general/single co PEP and if discretionary/non discretionary AWARD OF 3,556 OPTIONS UNDER THE COMPANY'S WORLDWIDE SAVE FOR SHARES PLAN 7) Number of shares/amount of stock acquired N/A 8) Percentage of issued class N/A 9) Number of shares/amount of stock disposed N/A 10) Percentage of issued class N/A 11) Class of security N/A 12) Price per share N/A 13) Date of transaction N/A 14) Date company informed N/A 15) Total holding following this notification N/A 16) Total percentage holding of issued class following this notification N/A If a director has been granted options by the company please complete the following boxes 17) Date of grant 30 APRIL 2004 18) Period during which or date on which exercisable 1 AUGUST 2011 - 31 JANUARY 2012 19) Total amount paid (if any) for grant of the option NIL 20) Description of shares or debentures involved: class, number 3,556 OPTIONS OVER ORDINARY SHARES OF 25P EACH 21) Exercise price (if fixed at time of grant) or indication that price is to be fixed at time of exercise 494.8P 22) Total number of shares or debentures over which options held following this notification 3,556 23) Any additional information COMPANY'S ALL EMPLOYEE SHARE PLAN 24) Name of contact and telephone number for queries LESLEY WARD 020 7010 2242 25) Name and signature of authorised company official responsible for making this notification STEPHEN JONES, DEPUTY SECRETARY Date of Notification: 30 APRIL 2004 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: 04 May 2004 By: /s/ STEPHEN JONES ----------------------- Stephen Jones Deputy Secretary