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Pearson plc held its Annual General Meeting on May 1, 2026, where all 23 resolutions set out in the Company's Notice dated March 26, 2026, were proposed and approved on a poll by shareholders. These resolutions included the declaration of a final dividend, the election of new directors Arden Hoffman, Costis Maglaras, and Simon Robson (effective May 8, 2026), and the re-election of ten existing directors. Approximately 85.12% of the company's 605,304,701 issued ordinary shares participated in the poll, with the directors' remuneration policy approved by 75.60% of votes cast for it.
| Date | 1 May 2026 |
| Time | 14:00:00 |
| Category | AGMs and other meetings |
| ID | 8556C |
1 May 2026
Pearson plc
("Pearson" or the "Company")
Results of Annual General Meeting 2026
Pearson plc held its annual general meeting ("AGM") at 10:30am today. All resolutions set out in the Company's Notice of Annual General Meeting dated 26 March 2026 were proposed and approved on a poll.
The table below shows the results of the poll for each resolution. As at 6.30pm on 29 April 2026, the Company's issued share capital was 605,304,701 ordinary shares of 25p each. The Company does not hold any ordinary shares in Treasury. Therefore, the total voting rights in the Company were 605,304,701. The proportion of the Company's issued share capital represented by those votes cast is approximately 85.12%.
|
|
Resolution |
For and Discretionary |
% votes cast For and Discretionary |
Against |
% votes cast Against |
Total votes cast (excluding votes withheld) |
% of issued capital voted |
Withheld/ Abstentions* |
|
1 |
To receive the 2025 report and accounts |
514,801,206 |
99.98% |
89,905 |
0.02% |
514,891,111 |
85.06% |
417,466 |
|
2 |
To declare a final dividend |
515,183,628 |
99.99% |
71,985 |
0.01% |
515,255,613 |
85.12% |
52,964 |
|
3 |
To elect Arden Hoffman |
515,081,761 |
99.97% |
143,625 |
0.03% |
515,225,386 |
85.12% |
77,989 |
|
4 |
To elect Costis Maglaras |
515,085,787 |
99.97% |
141,676 |
0.03% |
515,227,463 |
85.12% |
75,912 |
|
5 |
To elect Simon Robson with effect from 8 May 2026 |
511,820,480 |
99.34% |
3,405,301 |
0.66% |
515,225,781 |
85.12% |
77,594 |
|
6 |
To re-elect Omar Abbosh |
513,151,088 |
99.60% |
2,086,569 |
0.40% |
515,237,657 |
85.12% |
65,718 |
|
7 |
To re-elect Sherry Coutu |
508,913,821 |
98.77% |
6,329,077 |
1.23% |
515,242,898 |
85.12% |
60,477 |
|
8 |
To re-elect Alison Dolan |
514,813,525 |
99.92% |
420,462 |
0.08% |
515,233,987 |
85.12% |
69,388 |
|
9 |
To re-elect Alex Hardiman |
515,085,448 |
99.97% |
144,937 |
0.03% |
515,230,385 |
85.12% |
72,990 |
|
10 |
To re-elect Sally Johnson |
511,728,862 |
99.32% |
3,482,741 |
0.68% |
515,211,603 |
85.12% |
91,772 |
|
11 |
To re-elect Omid Kordestani |
514,989,667 |
99.95% |
260,997 |
0.05% |
515,250,664 |
85.12% |
52,711 |
|
12 |
To re-elect Esther Lee |
514,880,197 |
99.93% |
372,574 |
0.07% |
515,252,771 |
85.12% |
50,604 |
|
13 |
To re-elect Graeme Pitkethly |
510,833,856 |
99.14% |
4,410,295 |
0.86% |
515,244,151 |
85.12% |
59,224 |
|
14 |
To re-elect Annette Thomas |
514,873,839 |
99.93% |
376,782 |
0.07% |
515,250,621 |
85.12% |
52,754 |
|
15 |
To approve the directors' remuneration policy |
385,366,014 |
75.60% |
124,352,895 |
24.40% |
509,718,909 |
84.21% |
5,589,466 |
|
16 |
To approve the directors' remuneration report |
493,512,732 |
95.79% |
21,690,830 |
4.21% |
515,203,562 |
85.11% |
104,813 |
|
17 |
To re-appoint the auditors |
515,190,190 |
99.99% |
59,805 |
0.01% |
515,249,995 |
85.12% |
58,380 |
|
18 |
To determine the remuneration of the auditors |
515,180,938 |
99.99% |
49,522 |
0.01% |
515,230,460 |
85.12% |
77,201 |
|
19 |
To authorise the company to allot ordinary shares |
493,405,185 |
95.76% |
21,831,822 |
4.24% |
515,237,007 |
85.12% |
70,732 |
|
20 |
To waive the pre-emption rights |
509,012,343 |
98.81% |
6,142,388 |
1.19% |
515,154,731 |
85.11% |
148,846 |
|
21 |
To waive the pre-emption rights - additional percentage |
509,000,086 |
98.81% |
6,147,677 |
1.19% |
515,147,763 |
85.11% |
155,814 |
|
22 |
To authorise the company to purchase its own shares |
514,730,457 |
99.91% |
454,491 |
0.09% |
515,184,948 |
85.11% |
118,629 |
|
23 |
To approve the holding of general meetings on 14 clear days' notice |
500,218,107 |
97.09% |
15,012,342 |
2.91% |
515,230,449 |
85.12% |
73,128 |
* Votes withheld are not legal votes.
In accordance with the Listing Rules, copies of the resolutions that do not constitute ordinary business at an annual general meeting will shortly be available for inspection at the National Storage Mechanism which is located at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism
The Board appreciates the support shown by shareholders for the resolutions at today's AGM, although it notes the outcome of the voting on resolution 15 relating to our 2026 Directors' Remuneration Policy ("Policy").
The Board is committed to ensuring Pearson has an executive remuneration structure which rewards superior performance. This focus on performance-based pay is designed to support Pearson's culture, drive execution against the strategy, and attract and retain leadership to deliver sustained value for shareholders. For these reasons, the Board believes that the Policy is appropriate and aligned with shareholder interests and is encouraged that a clear majority of our shareholders is in agreement.
Pearson has a constructive and positive relationship with its shareholders and, in advance of the AGM, undertook an extensive multi-phased engagement exercise which informed the development of the Policy. Overall, the company engaged with or received feedback from those representing approximately 85% of the share register, in addition to engaging with the major proxy agencies. Further detail on this shareholder engagement, and the impact it had on the Policy proposals, is set out on page 125 of Pearson's 2025 Annual Report. The company will continue to actively engage with shareholders and will publish an update within six months of the AGM, in accordance with the UK Corporate Governance Code.
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