Director/PDMR Shareholding

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

Mr. Christopher Birdsong, a person discharging managerial responsibility ("PDMR") of WS Atkins plc (the "Company"), notified the Company on 27 June 2016 that, on 24 June 2016, he became entitled to receive a cash sum equal to the market value of 9,726 ordinary 0.5 pence shares ("Ordinary Shares") following the vesting of awards granted to him under the terms of the Atkins Deferred Share Plan ("DSP") and WS Atkins plc Long Term Incentive Plan ("LTIP") on 24 June 2013. The market value of the Company's Ordinary Shares on 24 June 2016 used to calculate the cash sum was £13.19.

Mr. Jeffrey Herriman, a PDMR of the Company, notified the Company on 27 June 2016 that, on 24 June 2016, he became entitled to receive a cash sum equal to the market value of 12,037 Ordinary Shares following the vesting of awards granted to him under the terms of the DSP and LTIP on 24 June 2013. The market value of the Company's Ordinary Shares on 24 June 2016 used to calculate the cash sum was £13.19.

Mr. Nicholas Roberts, a PDMR of the Company, notified the Company on 27 June 2016 that, on 24 June 2016, he became entitled to receive a cash sum equal to the market value of 4,869 Ordinary Shares following the vesting of awards granted to him under the terms of the DSP on 24 June 2013. The market value of the Company's Ordinary Shares on 24 June 2016 used to calculate the cash sum was £13.19.

Mr. Birdsong's, Mr. Herriman's and Mr Roberts' total interest in the Company's Ordinary 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

28 June 2016