Director/PDMR Shareholding

NOTIFICATION OF TRANSACTIONS OF DIRECTORS, PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES OR CONNECTED PERSONS

Mr. Heath Stewart Drewett, a director and a person discharging managerial responsibilities of WS Atkins plc (the "Company"), notified the Company on 1 July 2016, that on this day in London, he acquired 22,936 ordinary shares of 0.5 pence each ("Ordinary Shares") in the Company following the exercise of nil cost options granted under the terms of the WS Atkins plc Long Term Incentive Plan and the Atkins Deferred Share Plan. Of the 22,936 Ordinary Shares acquired, 10,781 were sold to fund the tax liability at a sale price of £13.34 each. The acquisition of 22,936 Ordinary Shares equated to 0.023% of the Company's voting issued share capital and the 12,155 retained Ordinary Shares, which will be transferred to his spouse, Mrs. Barbara Drewett, equated to 0.012% of the Company's voting issued share capital.

Mr. Drewett's total interest in shares following these notifications is 67,005 Ordinary Shares which equates to 0.067% of the Company's voting issued share capital.

This notice is given in fulfillment of the obligations under DTR 3.1.4R (1).

Guy Holden

Company Secretariat

Telephone: +44 (0) 1372 756124

1 July 2016