Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]
31 10월 2023 - 9:15PM
Edgar (US Regulatory)
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 October
2023
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
Pearson plc
Results of Annual General Meeting on 28 April 2023 - Update
Statement
In accordance with the UK Corporate Governance Code, Pearson plc
("Pearson" or the "Company") is providing this update following the
outcome of the Annual General Meeting ("AGM") on 28 April 2023.
Whilst the Board very much appreciated the support shown by the
majority of shareholders, it was naturally disappointed a
significant minority of shareholders (46.37%) voted against
Pearson's Directors' Remuneration Policy ("Policy").
In advance of finalising the Policy prior to the AGM, Pearson
undertook an extensive shareholder consultation exercise and
directly engaged with or received feedback from shareholders
accounting for more than half of Pearson's ownership and key
shareholder representative bodies. In light of the outcome at the
AGM and given the Company's commitment to an ongoing and
transparent dialogue with shareholders and their advisers, a
further engagement exercise was initiated to understand
shareholders' views on the Company's executive remuneration
arrangements following the AGM vote.
To date, the feedback has focused primarily on the extent of the
increases in variable incentive opportunities in both our annual
and long-term incentive plans, including the decision to increase
the maximum incentive opportunities in one year rather than over a
number of years. Attracting and retaining the right calibre of
talent has been and will continue to be crucial in delivering on
our strategy, accelerating the growth of our Company and creating
long-term sustainable value for all stakeholders. The Committee
believes that the Policy is necessary for remaining competitive in
the global talent market as reaffirmed by the Board's recent
appointment of Omar Abbosh as the Company's new Chief Executive
Officer. Omar is a highly regarded global leader with over 30 years
of experience in enterprise technology and will be joining Pearson
from Microsoft, one of the world's largest multinational technology
companies. The Board is therefore delighted to have attracted such
an outstanding candidate as Omar with remuneration arrangements
that are consistent with the Policy. Further, incentives at Pearson
will only be realised in full if stretching annual and longer-term
performance targets are met and the Committee has a demonstrated
track record of ensuring that pay outcomes reflect performance and
the wider stakeholder experience.
Pearson would like to thank all those who participated in the
engagement exercise in the run-up to and following the AGM. All
feedback received is invaluable to the Remuneration Committee.
Pearson is committed to having a constructive and positive
relationship with our shareholders and their advisors and will
continue to engage as appropriate going forward.
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.
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PEARSON
plc
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Date: 31
October 2023
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By: /s/
NATALIE WHITE
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------------------------------------
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Natalie
White
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Deputy
Company Secretary
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Pearson (NYSE:PSO)
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Pearson (NYSE:PSO)
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