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Form 6-K PEARSON PLC For: Apr 28

April 29, 2022 10:51 AM EDT

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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 April 2022
 
 
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
 
29 April 2022
 
Pearson plc
("Pearson" or the "Company")
 
Results of Annual General Meeting 2022
 
Pearson plc held its annual general meeting ("AGM") at 10:30am today. All resolutions set out in the Company's Notice of Annual General Meeting dated 24 March 2022 were proposed and approved on a poll.
 
The table below shows the results of the poll for each resolution. As at 6.30pm on 27 April 2022, the Company's issued share capital was 748,542,024 ordinary shares of 25p each. The Company does not hold any ordinary shares in Treasury. Therefore, the total voting rights in the Company were 748,542,024. The proportion of the Company's issued share capital represented by those votes cast is approximately 81.1%.
 
 
 
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 2021 report and accounts
607,069,864
99.98
105,340
0.02
607,175,204
81.11%
282,634
2
To declare a final dividend
606,041,385
99.77
1,382,688
0.23
607,424,073
81.15%
33,765
3
To elect Omid Kordestani
607,171,225
99.96
220,609
0.04
607,391,834
81.14%
66,004
4
To elect Esther Lee
607,280,088
99.98
119,067
0.02
607,399,155
81.14%
58,683
5
To elect Annette Thomas
607,285,695
99.98
115,892
0.02
607,401,587
81.14%
56,251
6
To re-elect Andy Bird
607,146,484
99.96
252,979
0.04
607,399,463
81.14%
58,375
7
To re-elect Sherry Coutu
522,486,159
86.46
81,849,313
13.54
604,335,472
80.74%
3,122,366
8
To re-elect Sally Johnson
606,852,131
99.91
559,233
0.09
607,411,364
81.15%
46,474
9
To re-elect Linda Lorimer
607,260,007
99.98
151,025
0.02
607,411,032
81.15%
46,806
10
To re-elect Graeme Pitkethly
607,224,439
99.97
178,324
0.03
607,402,763
81.14%
55,075
11
To re-elect Tim Score
547,133,973
90.54
57,194,222
9.46
604,328,195
80.73%
3,129,643
12
To re-elect Lincoln Wallen
607,246,008
99.97
155,517
0.03
607,401,525
81.14%
56,313
13
To approve the annual remuneration report
462,488,192
76.53
141,832,706
23.47
604,320,898
80.73%
3,136,939
14
To appoint the auditors
605,153,941
99.63
2,266,065
0.37
607,420,006
81.15%
37,832
15
To determine the remuneration of the auditors
606,442,545
99.84
978,777
0.16
607,421,322
81.15%
36,516
16
To authorise the company to allot ordinary shares
542,017,921
89.45
63,955,865
10.55
605,973,786
80.95%
1,484,052
17
To waive the pre-emption rights
553,468,800
91.12
53,922,335
8.88
607,391,135
81.14%
66,703
18
To waive the pre-emption rights - additional percentage
547,083,099
90.07
60,304,220
9.93
607,387,319
81.14%
70,519
19
To authorise the company to purchase its own shares
604,580,981
99.54
2,823,145
0.46
607,404,126
81.14%
53,712
20
To approve the holding of general meetings on 14 clear days' notice
582,934,119
95.97
24,476,515
4.03
607,410,634
81.15%
47,204
 
 
* Votes withheld are not legal votes.
 
In accordance with the Listing Rules, copies of 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 the resolutions at today's AGM. We note the minority vote against Pearson's remuneration report. Pearson engages extensively with shareholders on a broad range of matters, including remuneration. We will continue to engage actively with shareholders to understand their views and, where applicable, their reasons for the minority vote against resolution 13 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---
 
 
 
 
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: 29 April 2022
 
 
By: /s/ NATALIE WHITE
 
 
 
------------------------------------
 
Natalie White
 
Deputy Company Secretary
 
 
 
 
 
 
 
 


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