Pearson updates share capital and voting rights

Pearson plc reported its current share capital and voting rights.

Accepted by SEC EDGAR 07/01/2026 - 06:20 AM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

Pearson plc reported its current share capital and voting rights. As at close of business on 30 June 2026, the company had 601,140,494 ordinary shares of 25p each admitted to trading, with each share carrying one vote at general meetings.

The company confirmed it holds no shares in treasury, so all issued shares carry voting rights. Pearson noted that the total of 601,140,494 shares can be used by shareholders to calculate when they must notify their holdings under the UK FCA’s Disclosure and Transparency Rules.

Key Figures

Ordinary shares in issue: 601,140,494 shares Nominal value per share: 25p per share Total voting rights: 601,140,494 votes

3 metrics

Ordinary shares in issue 601,140,494 shares As at close of business on 30 June 2026

Nominal value per share 25p per share Ordinary shares of 25p each

Total voting rights 601,140,494 votes Each ordinary share carries one vote

Key Terms

ordinary shares, Treasury, Disclosure and Transparency Rules, Voting Rights and Capital, +1 more

5 terms

ordinary shares financial

"the Company had 601,140,494 ordinary shares of 25p each admitted to trading"

Ordinary shares are a type of ownership stake in a company, giving shareholders a right to participate in the company’s profits and decision-making through voting. They are similar to owning a piece of a business, and their value can rise or fall based on the company's performance. Investors buy ordinary shares to potentially earn dividends and benefit from the company's growth over time.

Treasury financial

"The Company does not hold any shares in Treasury."

The treasury is the department or area within a government or organization responsible for managing its money, finances, and financial strategies. It handles tasks like collecting revenue, paying bills, and planning for future financial needs, much like a household manages its budget. For investors, understanding the treasury is important because it influences interest rates, government spending, and overall economic stability.

Disclosure and Transparency Rules regulatory

"under the FCA's Disclosure and Transparency Rules."

Rules that require companies to provide accurate, timely and complete information about their finances, operations, risks and governance to regulators, investors and the public. They matter to investors because consistent, clear reporting is like a reliable scoreboard: it makes it easier to compare companies, spot problems early, reduce surprises and fraud, and form better expectations about future performance and value.

Voting Rights and Capital financial

"PEARSON PLC (the "Company") Voting Rights and Capital"

foreign private issuer regulatory

"REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16"

A foreign private issuer is a company organized outside the United States that meets tests showing it is primarily foreign-controlled and therefore qualifies for a different set of U.S. reporting rules. For investors, that means the company files less frequent or differently formatted disclosures with U.S. regulators and may follow home-country accounting and governance practices, so buying its stock is like dining at a well-reviewed restaurant that follows its home kitchen’s rules instead of the local menu — you get access but should check what standards apply.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many Pearson (PSO) shares are in issue as of 30 June 2026?

As of 30 June 2026, Pearson has 601,140,494 ordinary shares of 25p each admitted to trading. This full amount represents the company’s issued share capital and forms the basis for calculating shareholder percentage holdings and disclosure thresholds.

How many votes do Pearson (PSO) shares carry at general meetings?

Each Pearson ordinary share carries one vote at general meetings. With 601,140,494 ordinary shares in issue, the total voting rights in the company equal 601,140,494, giving every share an equal voice in shareholder decisions and corporate governance matters.

Does Pearson (PSO) hold any of its own shares in treasury?

Pearson does not hold any shares in treasury. This means all 601,140,494 issued ordinary shares carry voting rights. No portion of the company’s share capital is excluded from voting calculations due to treasury holdings or similar internal share positions.

Why is Pearson’s 601,140,494 share figure important for investors?

The 601,140,494 share figure is the denominator investors use to calculate their percentage interest in Pearson. It is crucial for determining when they must notify the company and regulators of holdings or changes under the FCA’s Disclosure and Transparency Rules.

What regulatory framework governs Pearson (PSO) voting rights disclosures?

Pearson’s voting rights and capital disclosure is made in accordance with the UK FCA’s Disclosure and Transparency Rule 5.6.1. This framework requires companies to provide up-to-date share and voting information so investors can meet ownership notification obligations accurately.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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 July 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

PEARSON PLC

(the "Company")

Voting Rights and Capital

As at close of business on 30 June 2026, the Company had 601,140,494 ordinary shares of 25p each admitted to trading. Each ordinary share carries the right to one vote at general meetings. The Company does not hold any shares in Treasury.

This figure (601,140,494) may be used by shareholders as the denominator for the calculations by which they will determine whether they are required to notify their interest in, or a change to their interest in, the Company under the FCA's Disclosure and Transparency Rules.

This announcement is made in accordance with the FCA's Disclosure and Transparency Rule 5.6.1.

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: 01 July 2026

By: /s/ CHRISTIE WOLSTENCROFT

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

Christie Wolstencroft

Senior Assistant Company Secretary