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Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
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SCHEDULE 13D/A 0000902664-20-002368 0001365341 XXXXXXXX LIVE 11 Ordinary Shares, par value GBP 0.25 01/29/2026 false 0000938323 000000000 PEARSON PLC 80 STRAND LONDON ENGLAND X0 WC2R 0RL Norma O'Sullivan 44 (0) 1534 828 513 Cevian Capital II GP Limited Whiteley Chambers, Don Street St. Helier Y9 JE2 4TR Ele Klein & Adriana Schwartz 212-756-2000 McDermott Will & Schulte LLP 919 Third Avenue New York NY 10022 0001365341 N Cevian Capital II GP LTD b AF N Y9 105662875.00 0.00 105662875.00 0.00 105662875.00 N 16.63 IA OO Ordinary Shares, par value GBP 0.25 PEARSON PLC 80 STRAND LONDON ENGLAND X0 WC2R 0RL This Amendment No. 11 ("Amendment No. 11") amends and supplements the statement on Schedule 13D filed with the Securities and Exchange Commission on June 11, 2020 (the "Original Schedule 13D", and the Original Schedule 13D as amended, the "Schedule 13D"), with respect to the ordinary shares, par value GBP 0.25 (the "Ordinary Shares"), of Pearson plc, a public limited company incorporated under the laws of England and Wales (the "Issuer"). This Amendment No. 11 amends and restates Items 3 and 5(a)-(c) as set forth below. Capitalized terms used herein and not otherwise defined in this Amendment No. 11 have the meanings set forth in the Schedule 13D. The Ordinary Shares have no CUSIP number. The ISIN number for the Ordinary Shares is GB0006776081. As of the date hereof, the Reporting Person has purchased for the account of the Master Fund an aggregate of 105,662,875 Ordinary Shares for an aggregate consideration (including brokerage commission) of approximately USD $927,217,988. The Master Fund funded these purchases out of its general working capital. The Ordinary Shares were purchased using British Pounds. For the purposes of this Schedule 13D, a conversion rate of USD 1.37345 for each GBP 1.00 was used. See rows (11) and (13) of the cover pages to this Schedule 13D for the aggregate number of Ordinary Shares and percentage of the Ordinary Shares beneficially owned by the Reporting Person. The percentage used in this Schedule 13D is calculated based upon an aggregate of 635,405,249 Ordinary Shares outstanding as of January 31, 2026, as reported in the Issuer's Report of Foreign Private Issuer on Form 6-K, filed with the Securities and Exchange Commission on February 2, 2026. See rows (7) through (10) of the cover pages to this Schedule 13D for the number of Ordinary Shares as to which the Reporting Person has the sole power to vote or direct the vote and sole power to dispose or to direct the disposition. The transactions in the Ordinary Shares by the Reporting Person for the benefit of the Master Fund since the filing of Amendment No. 10 is set forth in Schedule I, and are incorporated herein by reference. Cevian Capital II GP LTD /s/ Norma O'Sullivan Norma O'Sullivan, Director 02/02/2026