Artisan Partners raises Pearson (NYSE: PSO) holding to 10.108540%

Rhea-AI Filing Summary

Pearson plc reported a change in a major shareholding, with the Artisan Partners group now holding 10.108540% of its voting rights. This position represents 63,821,238 voting rights attached to ordinary shares with ISIN GB0006776081, all held as indirect voting rights.

The holding increased from a previously notified level of 5.040000%, indicating a significant rise in Artisan Partners’ interest. The notification lists several U.S. custodian banks, while the ultimate controlling structure leads to Artisan Partners Limited Partnership as the entity holding the disclosed voting interest.

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 February 2026

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

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

Artisan Partners Limited Partnership

City of registered office (if applicable)

Country of registered office (if applicable)

US

4. Details of the shareholder

Name	City of registered office	Country of registered office
Bank of New York	New York	United States
Brown Brothers Harriman	Boston	United States
JPMorgan Chase	Dallas	United States
Mellon Bank	Pittsburgh	United States
Northern Trust	Chicago	United States
State Street Bank	Boston	United States

5. Date on which the threshold was crossed or reached

11-Feb-2026

6. Date on which Issuer notified

13-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	10.108540	0.000000	10.108540	63821238
Position of previous notification (if applicable)	5.040000	0.000000	5.040000

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		63821238		10.108540
Sub Total 8.A	63821238		10.108540%

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
Artisan Partners Asset Management Inc.	Artisan Partners Holdings LP
Artisan Partners Holdings LP	Artisan Partners Investments GP LLC
Artisan Partners Investments GP LLC	Artisan Partners Limited Partnership
Artisan Partners Limited Partnership		10.108540	0.000000	10.108540%

10. In case of proxy voting

Name of the proxy holder

Artisan Partners Limited Partnership

The number and % of voting rights held

63,821,238 voting rights and 10.108540%

The date until which the voting rights will be held

n/a

11. Additional Information

12. Date of Completion

13-Feb-2026

13. Place Of Completion

Milwaukee, Wisconsin, United States of America

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: 16 February 2026

By: /s/ NATALIE WHITE

------------------------------------

Natalie White

Deputy Company Secretary

FAQ

What major shareholding change did Pearson (PSO) disclose in February 2026?

Pearson disclosed that Artisan Partners’ group now holds 10.108540% of its voting rights. This stake, reported via a TR-1 major holdings notification, reflects 63,821,238 voting rights attached to Pearson shares and marks a substantial increase from a previously reported 5.040000%.

Who is the main shareholder behind the new 10.108540% Pearson (PSO) stake?

The notification identifies Artisan Partners Limited Partnership as the entity holding 10.108540% of Pearson’s voting rights. It sits at the end of a control chain including Artisan Partners Asset Management Inc., Artisan Partners Holdings LP, and Artisan Partners Investments GP LLC.

How many Pearson (PSO) voting rights are held by Artisan Partners after the change?

Artisan Partners now holds 63,821,238 voting rights in Pearson. These voting rights are attached to shares with ISIN GB0006776081 and account for 10.108540% of Pearson’s total voting rights as reported in the TR-1 notification.

How did Artisan Partners’ percentage holding in Pearson (PSO) change compared with the previous notification?

The Artisan Partners group’s interest rose from 5.040000% of Pearson’s voting rights to 10.108540%. This represents more than a doubling of its previously reported stake, triggering a new TR-1 major holdings disclosure under applicable transparency rules.

Are any financial instruments involved in Artisan Partners’ Pearson (PSO) position?

The notification shows 0.000000% of voting rights held through financial instruments. All of the disclosed 10.108540% interest, representing 63,821,238 voting rights, is attached directly to Pearson shares rather than derivatives or similar financial instruments.

Which banks are listed as shareholders in Pearson (PSO) related to this major holding?

The disclosure lists several U.S. banks as shareholders: Bank of New York, Brown Brothers Harriman, JPMorgan Chase, Mellon Bank, Northern Trust, and State Street Bank, reflecting custody arrangements connected to the reported voting rights.