Director/PDMR Shareholding

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

Prof. Dr. Uwe Krueger, a director and a person discharging managerial responsibilities of WS Atkins plc (the "Company"), notified the Company on 28 June 2016, that on 27 June 2016 in London, he acquired 42,841 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 42,841 Ordinary Shares acquired, 8,569 were sold to partially fund the tax liability at a sale price of £12.32 each. The acquisition of 42,841 Ordinary Shares equated to 0.043% of the Company's voting issued share capital and the 34,272 retained Ordinary Shares, which will be held by Prof. Dr. Krueger via a nominee account, equated to 0.034% of the Company's voting issued share capital.

Prof. Dr. Krueger's total interest in shares following these notifications is 85,427 Ordinary Shares which equates to 0.085% 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

29 June 2016