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Notice of Annual General Meeting

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Notice of Annual General Meeting 1 Notice of Annual General Meeting to be held at 12 noon on Friday, 24 April 2020 at IET London, 2 Savoy Place, London WC2R 0BL This document is important and requires your immediate attention. If you are in any doubt as to any aspect of the proposals referred to in this document or as to the action you should take, you should seek advice from a stockbroker, bank manager, solicitor, accountant, or other professional adviser authorised under the Financial Services and Markets Act 2000. If you have sold or transferred all of your ordinary shares in Pearson plc, please pass this document and the enclosed form of proxy at once to the purchaser or transferee, or to the stockbroker, bank or other agent through whom the sale or transfer was effected, for transmission to the purchaser or transferee. A form of proxy for the Annual General Meeting is enclosed and should be completed and returned as soon as possible. To be valid, it must reach the company’s registrar, Equiniti, no later than 12 noon on Wednesday, 22 April 2020. Alternatively, you may register your vote online by visiting the registrar’s website at www.sharevote.co.uk or, if you already have a portfolio registered with Equiniti, by logging onto www.shareview.co.uk In order to register your vote online you will need to enter the Voting ID, Task ID and Shareholder Reference Number which are given on the enclosed form of proxy. If you are a member of CREST, the electronic settlement system for UK securities, you may register the appointment of a proxy by using the CREST electronic proxy appointment service. Further details are contained in the notes to the notice of Annual General Meeting (see pages 11 to 12 of this document) and in the form of proxy. Electronic and CREST proxy voting instructions should also be submitted no later than 12 noon on Wednesday, 22 April 2020. Completion of a form of proxy or the appointment of a proxy electronically will not stop you from attending the meeting and voting in person should you so wish. 2 Pearson plc Notice of Annual General Meeting 3 To shareholders 23 March 2020 Dear shareholder, Important notice re COVID-19 I am writing to give you details of the business which will be conducted at the Annual General Meeting (AGM or the meeting) of Pearson plc Pearson is monitoring closely any developments relating to the (Pearson or the company) to be held at IET London, 2 Savoy Place, recent outbreak of COVID-19 (Coronavirus) including relevant London WC2R 0BL at 12 noon on Friday, 24 April 2020. measures mandated or recommended by the UK Government regarding public events and travel. Voting on all of the proposed resolutions at the AGM will be conducted on a poll rather than on a show of hands. Voting on a poll is more If Pearson considers it appropriate to adjust the arrangements for transparent and equitable because it includes the votes of all its AGM as a result of the outbreak, we will communicate this at shareholders, including those cast by proxies, rather than just the the earliest possible opportunity. Shareholders are advised to votes of those shareholders who attend the meeting. check the Pearson website for the latest position before attending the AGM in person. Shareholders of the company (shareholders) will be asked to consider and, if thought fit, approve resolutions in respect of the matters as set In the context of COVID-19, we are mindful of the need for out below. appropriate social distancing measures and, therefore, this year, we will not be providing the normal catering arrangements after Notice of AGM the meeting. The notice convening the AGM is set out on pages 9 to 10 of this We encourage shareholders to vote in advance of the AGM, either document (the notice). online or by completing and returning their form of proxy, to ensure their votes are recorded in the event that they are unable Recommendation to attend the meeting in person. Shareholders are also invited to The Board of Directors believes that resolutions 1-23 will promote submit any questions via email to [email protected] the success of, and are in the best interests of, the company and its or in writing to AGM Questions, c/o The Company Secretary, members as a whole. Pearson plc, 80 Strand, London WC2R 0RL. Your Board therefore unanimously recommends that you vote IN FAVOUR of resolutions 1-23 inclusive, as the Directors intend to do in Having been appointed as Directors since the last AGM, respect of their own beneficial holdings. Sherry Coutu and Graeme Pitkethly will retire at the AGM and, in accordance with the articles and being eligible, will offer Report and accounts (resolution 1) themselves for election by shareholders. The first resolution at the AGM relates to the receipt and consideration We also recently announced that Josh Lewis, a Non-Executive Director of the company’s accounts and the reports of the Directors and the of Pearson since 2011, will be retiring from the Board at the AGM and auditors for the financial year ended 31 December 2019. will not be seeking re-election. Final dividend (resolution 2) The Board joins me in thanking Josh and Coram for their commitment Separately, shareholders will also be asked to approve the payment of and invaluable contributions to Pearson and we wish them all the best a final dividend of 13.5 pence per ordinary share in respect of the year in their future endeavours. ended 31 December 2019, as recommended by the Directors. Early in 2020, Michael Lynton informed the Chair that two of the If the recommended final dividend is approved, it is proposed that companies in which he holds Non-Executive positions intended to list the dividend will be paid on 7 May 2020 to shareholders on the during the course of the year, namely Schrödinger and Warner Music. company’s register of members at the close of business on 27 March Once those companies are listed, Mr Lynton would then be serving 2020 (the record date). on five listed company boards. Mindful of Pearson’s own internal guidance, and shareholder sentiment in relation to Directors’ Election and Re-election of Directors (resolutions 3 to 13) commitments, Mr Lynton and the Chair have agreed to review this situation over the course of 2020, once there is absolute clarity In accordance with provision 18 of the UK Corporate Governance Code regarding Mr Lynton’s future intentions. To date there has been no (the Code), all of the Directors (other than Coram Williams and Josh impact on Mr Lynton’s ability to commit to the Pearson Board, and he Lewis who are standing down at the conclusion of the meeting) being has demonstrated a full attendance record at Pearson since his eligible will offer themselves for re-election at the AGM. The re-election appointment in 2018. of Directors will take effect at the conclusion of the meeting. It should be noted that, should this position not change during the In January 2020, we announced that Coram Williams, Chief Financial course of 2020, Mr Lynton has agreed with the Chair that he will not Officer, would be leaving Pearson later in the year. We subsequently stand for re-election to the Pearson Board at the 2021 AGM. announced that his successor, Sally Johnson, would assume the role of Chief Financial Officer on 24 April 2020. Accordingly, Coram will not be seeking re-election at the AGM and will stand down from the Board at the conclusion of the meeting. Sally Johnson will offer herself for election by shareholders and, if approved, will join the Board at the conclusion of the meeting. 4 Pearson plc Notice of Annual General Meeting Each of the Directors seeking election or re-election brings a wide Sherry Coutu, CBE Non-Executive Director range of experience, skills and backgrounds which complement aged 56, appointed 1 May 2019 our strategy. Biographical details for each of the Directors offering Member of the Remuneration and Nomination & themselves for election or re-election are set out below and on the Governance Committees following pages. All of Pearson’s Directors have strong leadership experience at global businesses and institutions and, as a group, Sherry has extensive experience in the technology industry. the Board has particular experience in the following areas: She is the Chairman of Founders4Schools and founder of the Scaleup Institute. Previously, she was CEO of Interactive Investor International Business strategy and governance plc, served on the board of Bloomberg New Energy Finance and Innovation and disruption the London Stock Exchange plc. In education, she was SID and Remuneration Committee Chair of RM plc, on the board of Cambridge Education University, Cambridge Assessment and Cambridge University Press, Digital and technology and Chesterton Community College. Sherry has started and or invested in over 60 technology businesses and served on the boards Talent, people and culture of Zoopla plc, Raspberry Pi, NESTA, and the Advisory boards of the Finance and investment National Gallery, Royal Society and Linkedin. She was appointed Commander of the British Empire in the 2013 New Year Honours for Sustainability and environmental matters her services to entrepreneurship. Marketing, brand and media Sally Johnson Chief Financial Officer-elect Government, international and regulatory affairs. aged 46, to be appointed 24 April 2020 The diverse backgrounds, expertise offered and contribution made Sally joined Pearson in 2000, and has held various finance and by the Directors, as more particularly detailed in their individual operations roles across The Penguin Group, the education business biographies, continues to be important to the company’s long-term and at a corporate level.
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