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 2013 
 
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 Directors' Interests
 
Below are details of purchases, made under the Company's Annual Bonus Share Matching Plan (the "Plan"), of ordinary shares of 25p each and American Depositary Receipts (ADRs) made on the London and New York Stock Exchanges on 15 May 2013 and notified to the Company on
16 May 2013:-
 
 
Name of Director
No. of shares purchased
Percentage of issued stock
Price per share
(GBP)
Total holding following notification
Total percentage following notification
John Fallon
2,920
0.000357%
£11.98
258,389
0.03161%
 
 
 
Name of Director
No. of ADRs purchased
Percentage of issued stock
Price per ADR
(USD)
Total holding following notification
Total percentage following notification
Will Ethridge
2,155
0.000264%
$18.55
558,836
0.06836%
 
The Plan is designed to encourage executives to build up their shareholding in Pearson by investing up to half of their after-tax annual bonus in ordinary shares. Subject to Pearson meeting a corporate performance target, participants are then entitled to receive, after allowing for tax on their original investment, up to one additional matching share for each of their own shares held for three years.
 
Details of the Plan are included in the company's remuneration report at http://www.pearson.com/investors/financial-information/reports-and-results/
 
 
 
This notification is made in accordance with DTR 3.1.4R.
 
 
 
PEARSON plc

 
 
 
Date: 17 May 2013 
 
 
 
By: /s/ STEPHEN JONES

 
-----------------------
Stephen Jones
Deputy Secretary
 

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