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TR-1: Standard form for notification of major holdings
1. Issuer Details
ISIN
GB0006776081
Issuer Name
PEARSON PLC
UK or Non-UK Issuer
UK
2. Reason for Notification
An acquisition or disposal of voting rights
3. Details of person subject to the notification obligation
Name
Cevian Capital II GP Limited
City of registered office (if applicable)
`St Helier
Country of registered office (if applicable)
Jersey
4. Details of the shareholder
|
Name |
City of registered office |
Country of registered office |
|
Aurora Nominees Limited |
London |
England |
5. Date on which the threshold was crossed or reached
04-Feb-2026
6. Date on which Issuer notified
06-Feb-2026
7. Total positions of person(s) subject to the notification obligation
|
% of voting rights attached to shares (total of 8.A) |
% of voting rights through financial instruments (total of 8.B 1 + 8.B 2) |
Total of both in % (8.A + 8.B) |
Total number of voting rights held in issuer |
|
|
Resulting situation on the date on which threshold was crossed or reached |
17.321718 |
0.000000 |
17.321718 |
110063107 |
|
Position of previous notification (if applicable) |
16.185981 |
0.000000 |
16.185981 |
|
8. Notified details of the resulting situation on the date on which the threshold was crossed or reached
8A. Voting rights attached to shares
|
Class/Type of shares ISIN code(if possible) |
Number of direct voting rights (DTR5.1) |
Number of indirect voting rights (DTR5.2.1) |
% of direct voting rights (DTR5.1) |
% of indirect voting rights (DTR5.2.1) |
|
GB0006776081 |
|
110063107 |
|
17.321718 |
|
Sub Total 8.A |
110063107 |
17.321718% |
||
8B1. Financial Instruments according to (DTR5.3.1R.(1) (a))
|
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 |
|
|
|
|
|
|
|
Sub Total 8.B1 |
|
|
|
|
8B2. Financial Instruments with similar economic effect according to (DTR5.3.1R.(1) (b))
|
Type of financial instrument |
Expiration date |
Exercise/conversion period |
Physical or cash settlement |
Number of voting rights |
% of voting rights |
|
|
|
|
|
|
|
|
Sub Total 8.B2 |
|
|
|
||
9. Information in relation to the person subject to the notification obligation
2. Full chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held starting with the ultimate controlling natural person or legal entities (please add additional rows as necessary)
|
Ultimate controlling person |
Name of controlled undertaking |
% of voting rights if it equals or is higher than the notifiable threshold |
% of voting rights through financial instruments if it equals or is higher than the notifiable threshold |
Total of both if it equals or is higher than the notifiable threshold |
|
Cevian Capital II G.P. Limited |
Cevian Capital II Master Fund L.P. |
17.321718 |
|
17.321718% |
10. In case of proxy voting
Name of the proxy holder
The number and % of voting rights held
The date until which the voting rights will be held
11. Additional Information
Cevian Capital II G.P. Limited acts as general partner for Cevian Capital II Master Fund L.P. The legal owner of the shares is Aurora Nominees Limited (acting as nominee), which holds the shares on behalf of UBS AG (acting as custodian).
12. Date of Completion
06-Feb-2026
13. Place Of Completion
Jersey
