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NOTIFICATION OF MAJOR INTEREST IN SHARES
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1. Identity of the issuer or the underlying issuer
of existing shares to which voting rights are
attached:
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Pearson plc
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2. Reason for the notification (please tick the appropriate box or boxes):
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An acquisition or disposal of voting rights
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X
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An acquisition or disposal of qualifying financial instruments which may result in the acquisition of shares already issued to which voting rights are attached.
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An acquisition or disposal of instruments with similar economic effect to qualifying financial instruments
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An event changing the breakdown of voting rights
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Other (please specify):
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3. Full name of person(s) subject to the
notification obligation:
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Ameriprise Financial, Inc. and its group
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4. Full name of shareholder(s)
(if different from 3.):
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Nortrust Nominees Ltd
Vidacos Nominees Ltd
State Street Nominees Limited
HSBC Global Custody Nominee (UK) Limited
Chase Nominees Limited
Roy Nominees Ltd
The Bank of New York (Nominees) Limited
BNP Paribas Nominees Pty Limited
BNY Mellon Nominees Ltd
State Street Bank and Trust Company
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5. Date of the transaction and date on
which the threshold is crossed or
reached:
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8 April 2016
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6. Date on which issuer notified:
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12 April 2016
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7. Threshold(s) that is/are crossed or
reached:
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Above the threshold of 5%
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8. Notified details:
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A: Voting rights attached to shares
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Class/type of
shares
if possible using
the ISIN CODE
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Situation previous to the triggering transaction
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Resulting situation after the triggering transaction
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Number of Shares
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Number of Voting Rights
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Number of shares
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Number of voting rights
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% of voting rights
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Direct
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Indirect
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Direct
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Indirect
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Ordinary shares
GB0006776081
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N/A
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N/A
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318,779
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318,779
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40,850,796
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0.039%
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4.972%
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US7050151056
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N/A
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N/A
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0
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0
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66,800
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0%
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0.008%
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B: Qualifying Financial Instruments
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Resulting situation after the triggering transaction
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Type of financial instrument
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Expiration date
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Exercise/Conversion Period
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Number of voting rights that may be acquired if the
instrument is exercised/ converted.
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% of voting rights
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C: Financial Instruments with similar economic effect to Qualifying Financial Instruments
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Resulting situation after the triggering transaction
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Type of financial instrument
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Exercise price
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Expiration date
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Exercise/Conversion period
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Number of voting rights instrument refers to
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% of voting rights
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Nominal
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Delta
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Total (A+B+C)
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Number of voting rights
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Percentage of voting rights
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41,236,375
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5.019%
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9. Chain of controlled undertakings through which the voting rights and/or the
financial instruments are effectively held, if applicable:
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Threadneedle Asset Management Limited (4.763%)
Columbia Management Investment Advisers, LLC (0.255%)
Ameriprise Financial Services, Inc. (0.001%)
Columbia Management Investment Advisers, LLC is wholly owned by Ameriprise Financial, Inc.
Ameriprise Financial Services, Inc. is wholly owned by AMPF Holding Corporation, which is itself wholly owned by Ameriprise Financial, Inc.
Threadneedle Asset Management Limited is wholly owned by TC Financing Limited, which is itself wholly owned by Threadneedle Asset Management Holdings Limited, which is itself wholly owned by TAM UK Holdings Limited, which is itself wholly owned by Threadneedle Holdings Limited, which is itself wholly owned by Threadneedle Asset Management Holdings SARL, which is itself wholly owned by Ameriprise International Holdings GmbH, which is itself wholly owned by Ameriprise Financial, Inc.
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Proxy Voting:
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10. Name of the proxy holder:
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N/A
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11. Number of voting rights proxy holder will cease to hold:
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N/A
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12. Date on which proxy holder will cease to hold voting rights:
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N/A
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13. Additional information:
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The Shares referred to in section 9 of this form are held in portfolios and funds managed on a discretionary basis by the entities set out in section 9.
Please note that the Shares are held through certain nominee companies.
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14. Contact name:
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Mark Powney, Threadneedle Asset Management Ltd.
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15. Contact telephone number:
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+44 (0) 1793 363 135
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