Pearson Regulatory News (PSON)

Pearson plc

("Pearson" or the "Company")

Announcement of share repurchase programme

Further to its announcement on 25 February 2022 at its Preliminary Results, Pearson plc (the Company) announces that it is to commence the first tranche of its £350 million share buyback programme (the Programme).

The first tranche of the Programme will be in the sum of £250 million and will commence today, 4 April 2022, and is anticipated to end on or before 4 October 2022 (the Engagement Period). Purchases may continue during any closed periods of the Company during the Engagement Period.

The Company has entered into an engagement with Citigroup Global Markets Limited (the Bank) under which it has issued a non-discretionary irrevocable instruction to the Bank to manage this tranche of the share buyback programme. The Bank will carry out the instruction through the acquisition of ordinary shares in the Company for subsequent repurchase by the Company. The Bank will make trading decisions in relation to the Company's ordinary shares repurchased under the buyback programme independently of, and uninfluenced by, the Company.

Any acquisitions of its ordinary shares by the Company will be effected within certain pre-set parameters set out in the Bank's engagement letter, and in accordance with the Company's AGM authority to repurchase ordinary shares as in force from time to time (at the AGM in 2021, shareholders gave the Company authority to purchase a maximum of 75,373,162 ordinary shares), Chapter 12 of the Financial Conduct Authority's Listing Rules and the provisions of the Market Abuse Regulation 596/2014/EU as it forms part of retained EU law in the UK (as defined in the EU (Withdrawal) Act 2018) and will be discontinued in the event that the Company ceases to have necessary general authority to repurchase ordinary shares.

The Company intends to enter into arrangements to commence a second tranche of the Programme in the sum of £100 million in due course.

The sole purpose of the Programme is to reduce the capital of the Company. As such, the Company will cancel any ordinary shares purchased.

For the avoidance of doubt, no repurchases will be made in respect of the Company's American Depositary Receipts.

The Bank may undertake transactions in the Company's ordinary shares during the Engagement Period in order to manage its market exposure under the Programme.

-ENDS-

Contacts

Investor Relations

Jo Russell

+44 (0) 7785 451 266

Media

Tom Steiner

Gemma Terry

+44 (0) 7787 415 891

+44 (0) 7841 363 216

Teneo

Charles Armitstead

+44 (0) 7703 330 269