Pearson (NYSE: PSO) updates share count and voting rights data

Rhea-AI Filing Summary

Pearson plc reported its current voting rights and share capital. As at close of business on 30 April 2026, the company had 605,304,701 ordinary shares of 25p each admitted to trading, with each share carrying one vote at general meetings.

Pearson holds no shares in Treasury, so all issued shares are voting shares. The company notes that the figure of 605,304,701 shares should be used by shareholders as the denominator when calculating whether they must notify holdings or changes under the FCA's Disclosure and Transparency Rules.

Key Figures

Ordinary shares in issue: 605,304,701 shares Nominal value per share: 25p per ordinary share Voting rights per share: 1 vote per share +1 more

4 metrics

Ordinary shares in issue 605,304,701 shares As at close of business on 30 April 2026

Nominal value per share 25p per ordinary share Par value of Pearson plc ordinary shares

Voting rights per share 1 vote per share Each ordinary share at general meetings

Treasury shares held 0 shares Pearson holds no shares in Treasury as of 30 April 2026

Key Terms

ordinary shares, Treasury, voting rights, FCA's Disclosure and Transparency Rules, +1 more

5 terms

ordinary shares financial

"the Company had 605,304,701 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.

voting rights financial

"Each ordinary share carries the right to one vote at general meetings"

Voting rights are the ability of shareholders to have a say in important company decisions, like choosing leaders or approving big changes. They matter because they give owners a voice in how the company is run, similar to how voters influence elections, ensuring the company acts in shareholders’ interests.

FCA's Disclosure and Transparency Rules regulatory

"required to notify their interest in, or a change to their interest in, the Company under the FCA's Disclosure and Transparency Rules"

Disclosure and Transparency Rule 5.6.1 regulatory

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

Form 6-K: How Foreign Companies Report to the SEC →

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 May 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 April 2026, the Company had 605,304,701 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 (605,304,701) 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 May 2026

By: /s/ CHRISTIE WOLSTENCROFT

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

Christie Wolstencroft

Senior Assistant Company Secretary

FAQ

How many shares does Pearson (PSO) have in issue as of 30 April 2026?

As of 30 April 2026, Pearson plc has 605,304,701 ordinary shares of 25p each admitted to trading. This total represents all issued shares, as the company holds no shares in Treasury, meaning all are included in voting rights calculations.

How many voting rights do Pearson (PSO) shares carry?

Each Pearson plc ordinary share carries one vote at general meetings. With 605,304,701 ordinary shares in issue, the total voting rights in the company equal 605,304,701, providing the basis for shareholder voting power assessments and disclosure thresholds.

Does Pearson (PSO) hold any Treasury shares as of April 2026?

Pearson plc reports that it does not hold any shares in Treasury as of 30 April 2026. This means all 605,304,701 issued ordinary shares are counted towards voting rights and are included when shareholders calculate regulatory disclosure thresholds.

Why is Pearson’s 605,304,701 share figure important for investors?

The figure of 605,304,701 ordinary shares is the denominator shareholders must use to assess if they must notify their interest in Pearson under the FCA's Disclosure and Transparency Rules, including when their percentage holdings cross specified regulatory thresholds.

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

Pearson’s voting rights and capital update is made in accordance with the FCA's Disclosure and Transparency Rule 5.6.1. These rules require issuers to disclose total voting rights so investors can accurately determine and report their notifiable shareholdings.