Report of Foreign Issuer Pursuant to Rule 13a-16 or 15d-16 (6-k)
30 April 2021 - 6:10PM
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
April 2021
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
30 April 2021
Pearson plc
("Pearson" or the "Company")
Results of Annual General Meeting 2021
Pearson plc held its annual general meeting ("AGM") at 12 noon
today. Resolutions 1 to 18, and 20, as set out in the Company's
Notice of AGM dated 24 March 2021, were proposed and approved on a
poll. Resolution 19, which sought approval to hold general meetings
on 14 clear days' notice, was not passed.
The table below shows the results of the poll for each resolution.
As at 6.30pm on 28 April 2021, the Company's issued share capital
was 753,734,370 ordinary shares of 25p each. The Company does not
hold any ordinary shares in Treasury. Therefore, the total voting
rights in the Company were 753,734,370. The proportion of the
Company's issued share capital represented by those votes cast is
approximately 82.6%.
|
Resolution
|
For and Discretionary
|
% votes cast For and Discretionary
|
Against
|
% votes
cast Against
|
Total votes cast (excluding votes withheld)
|
% of issued capital voted
|
Withheld/
Abstentions*
|
1.
|
To receive the 2020 report and accounts
|
622,032,902
|
99.99
|
47,267
|
0.01
|
622,080,169
|
82.53%
|
518,169
|
2.
|
To declare a final dividend
|
622,414,932
|
99.97
|
162,029
|
0.03
|
622,576,961
|
82.60%
|
21,377
|
3.
|
To elect Andy Bird
|
622,365,032
|
99.98
|
146,737
|
0.02
|
622,511,769
|
82.59%
|
79,705
|
4.
|
To re-elect Elizabeth Corley
|
521,566,499
|
83.78
|
100,975,619
|
16.22
|
622,542,118
|
82.59%
|
49,356
|
5.
|
To re-elect Sherry Coutu
|
583,616,600
|
93.75
|
38,891,824
|
6.25
|
622,508,424
|
82.59%
|
83,050
|
6.
|
To re-elect Sally Johnson
|
622,066,654
|
99.92
|
475,188
|
0.08
|
622,541,842
|
82.59%
|
49,632
|
7.
|
To re-elect Linda Lorimer
|
622,359,361
|
99.97
|
157,456
|
0.03
|
622,516,817
|
82.59%
|
74,657
|
8.
|
To re-elect Graeme Pitkethly
|
622,353,764
|
99.97
|
158,085
|
0.03
|
622,511,849
|
82.59%
|
79,625
|
9.
|
To re-elect Tim Score
|
583,410,391
|
93.73
|
39,052,073
|
6.27
|
622,462,464
|
82.58%
|
129,010
|
10.
|
To re-elect Sidney Taurel
|
554,638,906
|
89.36
|
66,024,487
|
10.64
|
620,663,393
|
82.35%
|
1,928,081
|
11.
|
To re-elect Lincoln Wallen
|
622,348,971
|
99.97
|
189,126
|
0.03
|
622,538,097
|
82.59%
|
53,377
|
12.
|
To approve the annual remuneration report
|
390,536,623
|
62.75
|
231,880,414
|
37.25
|
622,417,037
|
82.58%
|
181,301
|
13.
|
To re-appoint the auditors
|
601,070,597
|
96.55
|
21,473,855
|
3.45
|
622,544,452
|
82.59%
|
53,886
|
14.
|
To determine the remuneration of the auditors
|
619,894,574
|
99.58
|
2,645,756
|
0.42
|
622,540,330
|
82.59%
|
52,950
|
15.
|
To authorise the company to allot ordinary shares
|
542,431,953
|
87.13
|
80,129,183
|
12.87
|
622,561,136
|
82.60%
|
37,202
|
16.
|
To waive the pre-emption rights
|
560,976,071
|
90.12
|
61,507,273
|
9.88
|
622,483,344
|
82.59%
|
114,994
|
17.
|
To waive the pre-emption rights - additional
percentage
|
542,937,885
|
87.22
|
79,553,166
|
12.78
|
622,491,051
|
82.59%
|
107,287
|
18.
|
To authorise the company to purchase its own shares
|
614,537,945
|
98.71
|
8,026,931
|
1.29
|
622,564,876
|
82.60%
|
33,462
|
19.
|
To approve the holding of general meetings on 14 clear days'
notice
|
341,087,427
|
54.79
|
281,476,924
|
45.21
|
622,564,351
|
82.60%
|
33,987
|
20.
|
To approve the adoption of New Articles
|
622,366,464
|
99.98
|
138,923
|
0.02
|
622,505,387
|
82.59%
|
92,951
|
* Votes withheld are not legal votes.
In accordance with the Listing Rules, copies of the New Articles of
Association and the resolutions that do not constitute ordinary
business at an annual general meeting will shortly be available for
inspection at the National Storage Mechanism which is located at:
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
The Board appreciates the support shown by the majority of
shareholders for most of the resolutions at today's AGM. We note
the opposition to the motion to authorise holding general meetings
on 14 clear days' notice, as well as the significant minority vote
against Pearson's remuneration report.
Pearson has engaged extensively with shareholders in recent months
and there is strong ongoing support for Andy Bird's appointment as
Chief Executive and confidence in his new strategy to return
Pearson to growth.
We will continue to engage actively with shareholders to understand
their views and, where applicable, their reasons for voting down
resolution 19 and for the significant minority vote against
resolution 12 and will carefully consider all feedback. We will
publish an update on that engagement and on any action taken as a
result of this within six months of the AGM, in accordance with the
UK Corporate Governance Code.
***ENDS***
Contacts
Investor Relations
|
Jo Russell
Anjali Kotak
Teddy Symington
|
+44 (0) 7785 451 266
+44 (0) 7802 890 724
+44 (0) 7443 354 088
|
Media
|
Tom Steiner
Gemma Terry
|
+44 (0) 7787 415 891
+44 (0) 7841 363 216
|
Teneo
|
Charles Armitstead
|
+44 (0) 7703 330 269
|
About Pearson
Learning is the most powerful force for change in the world. More
than 20,000 Pearson employees deliver our products and services in
nearly 200 countries, all working towards a common purpose - to
help everyone achieve their potential through learning. We do that
by providing high quality, digital content and learning
experiences, as well as assessments and qualifications that help
people build their skills and grow with the world around them. We
are the world's leading learning company. Learn more at
pearsonplc.com and @Pearsonplc.
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: 30
April 2021
|
|
|
By: /s/
NATALIE WHITE
|
|
|
|
------------------------------------
|
|
Natalie
White
|
|
Deputy
Company Secretary
|
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