Report of Foreign Issuer (6-k)
August 02 2016 - 7:23AM
Edgar (US Regulatory)
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 August 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
Pearson plc - (the "Company")
Notification of PDMR Interests
Long-Term Incentive Plan (“LTIP”) – 2016 Time-Vesting Release
In 2001, the Company established the Pearson Long-Term Incentive Plan (the "LTIP"
).
Its purpose is to link management's long-term reward with Pearson's financial performance and returns to shareholders.
Under the terms of the LTIP Time-Vesting Plan, all shares are released to participants on the vesting date, providing that the participant is still employed by the Company.
The following table sets out the number of shares released to a Person Discharging Managerial Responsibility (PDMR) on 1 August 2016 and notified to the Company on 1 August 2016. The LTIP rules require that sufficient shares are sold to discharge the tax liability arising on the shares released. The shares set out in the third column below were sold
on 1 August 2016 at the price shown, with the number of American Depositary Receipts (ADRs) set out in the fifth column below being allotted to and retained by the PDMR.
Name of PDMR
|
Shares Released
|
Shares sold to discharge tax liabilities
|
Sale price per share (£)
|
ADRs Retained
|
Bob Whelan
|
18,384
|
6,199
|
8.583
|
12,185
|
The following notifications, made in accordance with the requirements of the EU Market Abuse Regulation, give further detail.
Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them
1
|
Details of the person discharging managerial responsibilities/person closely associated
|
a)
|
Name
|
Bob Whelan
|
2
|
Reason for the notification
|
a)
|
Position/status
|
President, Assessments
|
b)
|
Initial notification /Amendment
|
Initial notification
|
3
|
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
|
a)
|
Name
|
Pearson plc
|
b)
|
LEI
|
2138004JBXWWJKIURC57
|
4
|
Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
|
a)
|
Description of the financial instrument, type of instrument
Identification code
|
Ordinary shares of 25 pence each in Pearson plc
ISIN: GB0006776081
|
b)
|
Nature of the transaction
|
Sale of shares to cover tax liabilities arising from vesting of Long-Term Incentive Plan award
|
c)
|
Price(s) and volume(s)
|
Price(s)
|
Volume(s)
|
Sale price: £8.583 per share
|
6,199
|
d)
|
Aggregated information
- Aggregated volume
- Price
|
Aggregated volume: 6,199 shares
Aggregated price: £53,206.01
|
e)
|
Date of the transaction
|
1 August 2016
|
f)
|
Place of the transaction
|
London Stock Exchange (XLON)
|
4
|
Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
|
a)
|
Description of the financial instrument, type of instrument
Identification code
|
American Depositary Receipts (ADRs) in Pearson plc
(each ADR represents one ordinary share of 25 pence in Pearson plc)
ISIN: US7050151056
|
b)
|
Nature of the transaction
|
Allotment of ADRs following release of Long-Term Incentive Plan award
|
c)
|
Price(s) and volume(s)
|
Price(s)
|
Volume(s)
|
n/a
|
12,185
|
d)
|
Aggregated information
- Aggregated volume
- Price
|
Aggregated volume: 12,185 shares
Aggregated price: n/a
|
e)
|
Date of the transaction
|
1 August 2016
|
f)
|
Place of the transaction
|
New York Stock Exchange (XNYS)
|
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: 02 August 2016
By: /s/ NATALIE DALE
-----------------------
Natalie Dale
Deputy Company Secretary
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