a4655z
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
September 2020
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
18 September 2020
Pearson plc
("Pearson" or the "Company")
Results of General Meeting
On 24 August 2020, the Company announced the prospective
appointment of Andy Bird as Pearson's new Chief Executive and
its intention to seek shareholder approval of a resolution to
amend Pearson's Directors' Remuneration Policy to permit the grant
of a co-investment share award to him (the
"Resolution").
Pearson held a General Meeting at 12 noon today in order to seek
approval of the Resolution. The Company is pleased to confirm that
the Resolution, as set out in the Circular and Notice of General
Meeting dated 28 August 2020, was proposed and approved on a
poll.
The table below shows the results of the poll for the Resolution.
Pearson's issued share capital at the voting record date was
752,971,544 ordinary shares of 25p each. The proportion of the
Company's issued share capital represented by those votes cast is
approximately 82%.
Resolution
|
Votes For and Discretionary
|
% votes cast For and Discretionary
|
Votes Against
|
% votes
cast Against
|
Total votes cast (excluding votes withheld)
|
% of issued capital voted
|
Votes Withheld/
Abstentions*
|
Amendment
to the Directors' Remuneration Policy to permit the grant of the
Co-investment Award
|
417,060,992
|
67.22%
|
203,423,538
|
32.78%
|
620,484,530
|
82.40%
|
370,074
|
* Votes withheld are not votes in law and are not counted in the
calculation of the proportion of votes 'For' and 'Against' the
Resolution.
Given the unusual nature of the co-investment plan in the UK
market, the Board very much appreciates the support for the
Resolution by the majority of shareholders, although it notes that
a significant minority of shareholders voted against the
proposal.
The Company engaged extensively with shareholders during this
process, noting that the Board had developed a highly competitive
remuneration package in order to secure, in Andy, an outstanding
candidate to lead Pearson in its next chapter. The Company will
continue to engage with shareholders on remuneration matters and,
in accordance with the Corporate Governance Code, will provide an
update within six months of the General Meeting.
A copy of the Resolution will be submitted to the National Storage
Mechanism and will be available for inspection
at https://data.fca.org.uk/#/nsm/nationalstoragemechanism. The
results will also be made available for viewing on Pearson's
website at www.pearson.com.
Note: References to the "Board" in this announcement refer to the
Independent Directors, as explained in the Circular dated 28 August
2020.
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: 18
September 2020
|
|
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By: /s/
NATALIE WHITE
|
|
|
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------------------------------------
|
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Natalie
White
|
|
Deputy
Company Secretary
|