Director/PDMR Shareholding

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

Mr. Christopher Birdsong, a person discharging managerial responsibility of WS Atkins plc (the "Company"), notified the Company on 14 August 2015 that on 13 August 2015 he became entitled to receive a cash sum equal to the market value of 9,393 ordinary 0.5 pence shares following the vesting of an award granted under the terms of the WS Atkins plc Long Term Incentive Plan ("LTIP") on 13 August 2012. The market value of the Company's ordinary shares of 0.5 pence on 13 August 2015 used for the calculation was £15.36.

In addition, Mr. Birdsong notified the Company on 3 July 2015 that on 2 July 2015 he became entitled to receive a cash sum equal to the market value of 3,554 ordinary 0.5 pence shares following the vesting of an award granted under the terms of the Atkins Deferred Share Plan ("DSP") on 2 July 2012. The market value of the Company's ordinary shares of 0.5 pence on 2 July 2015 used for the calculation was £15.31.

Mr. Jeffrey Herriman, a person discharging managerial responsibility of the Company, notified the Company on 14 August 2015 that on 13 August 2015 he became entitled to receive a cash sum equal to the market value of 11,741 ordinary 0.5 pence shares following the vesting of an award made under the terms of the LTIP on 13 August 2012. The market value of the Company's ordinary shares of 0.5 pence on 13 August 2015 used for the calculation was £15.36.

In addition, Mr. Herriman notified the Company on 3 July 2015 that on 2 July 2015 he became entitled to receive a cash sum equal to the market value of 4,311 ordinary 0.5 pence shares following the vesting of an award granted under the terms of the DSP on 2 July 2012. The market value of the Company's ordinary shares of 0.5 pence on 2 July 2015 used for the calculation was £15.31.

Both Mr. Birdsong's and Mr. Herriman's total interest in shares following this notification remains unchanged at nil.

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

Guy Holden

Company Secretariat

Telephone: +44 (0) 1372 756124

14 August 2015