UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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 September 2003
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
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This Report includes the following documents:
1. A press release from Pearson plc announcing Director Shareholding
29 September 2003
RNS
The London Stock Exchange
Old Broad Street
London EC2N 1HP
Dear Sirs
Pearson today announces the following changes in directors' interests in Pearson
ordinary shares of 25p each ("shares").
The company made a grant of restricted shares to executive directors under the
Long-Term Incentive Plan on 26 September 2003. This represents the company's
normal annual grant of long-term incentives to executive directors.
Under the grant, the following executive directors receive restricted shares
that will vest on 26 September 2006 : Marjorie Scardino (24,040 restricted
shares); John Makinson (16,480); David Bell (16,480); Peter Jovanovich (16,480)
and Rona Fairhead (16,480).
The grant includes four additional tranches as follows :
Restricted Shares (#)
Tranche (a) (b) (c) (d)
Vesting price GBP9 GBP11 GBP13 GBP18
M M Scardino 24,040 24,040 24,040 48,080
J C Makinson 16,480 16,480 16,480 32,960
D C M Bell 16,480 16,480 16,480 32,960
P Jovanovich 16,480 16,480 16,480 32,960
R Fairhead 16,480 16,480 16,480 32,960
The tranches shown in (a), (b), (c) and (d) will vest no earlier than 26
September 2006 subject to the Pearson share price reaching GBP9, GBP11, GBP13
and GBP18 respectively for a period of 20 consecutive business days before 26
September 2010.
At the close of business on 26 September 2003, the Pearson share price was 582p.
Yours faithfully
PEARSON plc
Stephen Jones
Deputy Secretary
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 September 2003
By: /s/ STEPHEN JONES
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Stephen Jones
Deputy Secretary