Director/PDMR Shareholding

NOTIFICATION OF TRANSACTIONS OF DIRECTORS/PERSONS DISCHARGING MANAGERIALRESPONSIBILITIESAND CONNECTED PERSONS GKN plc announces that on 11 August 2014 the award over ordinary shares grantedunder the GKN plc Long Term Incentive Plan (`LTIP') in 2010 was exercised byNigel Stein. In accordance with the rules of the LTIP, the award was released and becamecapable of exercise on the fourth anniversary of the date of grant (the `dateof release'), having vested following the achievement of performance conditionsover a three year period ending on 31 December 2012. A cash amount equivalentto dividends per share paid in the period 1 January 2012 to 11 August 2014(being the start of the final year of the performance period to the date ofrelease) was paid on exercise of the award. The tax and social security liabilities arising from the exercise were financedin part by funds received from Mr. Stein, with the remaining liabilitiessettled by the sale of shares at a price of £3.439 per share as detailed below. Director& PDMR Sharesexercised Shares soldtosettlewithholding Shares liabilities retained Nigel Stein 453,720 185,699 268,021 Director's Interests Following the exercise, the shareholding of Nigel Stein and his connectedpersons, in GKN is as follows: Director & PDMR No. of shares % of issued share capital Nigel Stein 1,370,077 0.084% This announcement is made in accordance with DTR 3.1.4R (1).

12 August 2014