pson201604136k.htm
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 April 2016
 
 
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

 
NOTIFICATION OF MAJOR INTEREST IN SHARES
   
1. Identity of the issuer or the underlying issuer
of existing shares to which voting rights are
attached:
Pearson plc
2. Reason for the notification (please tick the appropriate box or boxes):
An acquisition or disposal of voting rights
X
An acquisition or disposal of qualifying financial instruments which may result in the acquisition of shares already issued to which voting rights are attached.
 
An acquisition or disposal of instruments with similar economic effect to qualifying financial instruments
 
An event changing the breakdown of voting rights
 
Other (please specify):
   
3. Full name of person(s) subject to the
notification obligation:
Ameriprise Financial, Inc. and its group
4. Full name of shareholder(s)
(if different from 3.):
Nortrust Nominees Ltd
Vidacos Nominees Ltd
State Street Nominees Limited
HSBC Global Custody Nominee (UK) Limited
Chase Nominees Limited
Roy Nominees Ltd
The Bank of New York (Nominees) Limited
BNP Paribas Nominees Pty Limited
BNY Mellon Nominees Ltd
State Street Bank and Trust Company
5. Date of the transaction and date on
which the threshold is crossed or
reached:
8 April 2016
6. Date on which issuer notified:
12 April 2016
7. Threshold(s) that is/are crossed or
reached:
Above the threshold of 5%
 
8. Notified details:
A: Voting rights attached to shares
Class/type of
shares
 
if possible using
the ISIN CODE
Situation previous to the triggering transaction
Resulting situation after the triggering transaction
Number of Shares
Number of Voting Rights
Number of shares
Number of voting rights
% of voting rights
Direct
Indirect
Direct
Indirect
Ordinary shares
GB0006776081
N/A
N/A
318,779
318,779
40,850,796
0.039%
4.972%
US7050151056
N/A
N/A
0
0
66,800
0%
0.008%
 
B: Qualifying Financial Instruments
Resulting situation after the triggering transaction
Type of financial instrument
Expiration date
Exercise/Conversion Period
Number of voting rights that may be acquired if the
instrument is exercised/ converted.
% of voting rights
         
 
C: Financial Instruments with similar economic effect to Qualifying Financial Instruments
Resulting situation after the triggering transaction
Type of financial instrument
Exercise price
Expiration date
Exercise/Conversion period
Number of voting rights instrument refers to
% of voting rights
         
Nominal
Delta
   
 
Total (A+B+C)
Number of voting rights
Percentage of voting rights
41,236,375
5.019%
 
9. Chain of controlled undertakings through which the voting rights and/or the
financial instruments are effectively held, if applicable:
 
Threadneedle Asset Management Limited (4.763%)
Columbia Management Investment Advisers, LLC (0.255%)
Ameriprise Financial Services, Inc. (0.001%)
Columbia Management Investment Advisers, LLC is wholly owned by Ameriprise Financial, Inc.
Ameriprise Financial Services, Inc. is wholly owned by AMPF Holding Corporation, which is itself wholly owned by Ameriprise Financial, Inc.
Threadneedle Asset Management Limited is wholly owned by TC Financing Limited, which is itself wholly owned by Threadneedle Asset Management Holdings Limited, which is itself wholly owned by TAM UK Holdings Limited, which is itself wholly owned by Threadneedle Holdings Limited, which is itself wholly owned by Threadneedle Asset Management Holdings SARL, which is itself wholly owned by Ameriprise International Holdings GmbH, which is itself wholly owned by Ameriprise Financial, Inc.
 
Proxy Voting:
10. Name of the proxy holder:
N/A
11. Number of voting rights proxy holder will cease to hold:
N/A
12. Date on which proxy holder will cease to hold voting rights:
N/A
 
 
 
13. Additional information:
The Shares referred to in section 9 of this form are held in portfolios and funds managed on a discretionary basis by the entities set out in section 9.
Please note that the Shares are held through certain nominee companies.
14. Contact name:
Mark Powney, Threadneedle Asset Management Ltd.
15. Contact telephone number:
+44 (0) 1793 363 135
 
Natalie Dale
Deputy Company Secretary
Pearson plc
 
13 April 2016
 
 
 
 
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: 13 April 2016
 
 
 
By: /s/ STEPHEN JONES

 
-----------------------
Stephen Jones
Deputy Secretary