1. For DII Members’ Internal Use Only 1 1 Defense Industry Initiative Ethics 101 4 June 2014

2. For DII Members’ Internal Use Only G EN C ORP AT A G LANCE (NYSE S YMBOL : GY) 2013 Revenues of $1,383.1M –Aerojet Rocketdyne - $1,377.4M –Easton - $5.7M Key Capabilities Enabling Aerospace and Defense Leadership –Space and Launch Systems –Tactical Systems –Missile Defense and Strategic Systems –Advanced Programs Significant Real Estate Holdings GenCorp is a major technology-based manufacturing company headquartered in Sacramento, California. GenCorp’s two businesses, Aerojet Rocketdyne and Easton Real Estate, concentrate on two principal market areas: aerospace and defense and real estate. E ASTON A EROJET R OCKETDYNE 2

3. For DII Members’ Internal Use Only V ISION AND V ALUES A EROJET R OCKETDYNE : T HE I NNOVATIVE G ROWTH C OMPANY S ECURING THE F UTURE Our Vision brings together the proud heritage of all the legacy organizations that today make up Aerojet Rocketdyne. Our Values define how each teammate conducts every aspect of his or her work at Aerojet Rocketdyne and when embraced by everyone become our company’s culture. O UR V ALUES H ONESTY S AFETY R ESPECT FOR O THERS Q UALITY A CCOUNTABILITY 3

4. Strong Ethical Culture Well- Implemented Program Driver #1Driver #2 Reduced Retaliation for Reporting Reduced Ethics Risk Increased Reporting of Misconduct Decrease in Observed Misconduct Reduced Pressure for Misconduct Outcomes Causal: Correlational : Source: 2012 ERC Defense Industry Benchmark Source: DII “Creating and Maintaining an Effective Ethics and Business Conduct Program” Ethics & Compliance Program Model Program based on laws, regulations, & benchmarks: Federal Sentencing Guidelines for Organizations, Anti-Corruption laws, Federal Acquisition Regulations, Sarbanes-Oxley Act, Ethics Resource Center (ERC), Defense Industry Initiative (DII), etc. 4 For DII Members’ Internal Use Only Well implemented programs, drive strong culture and reduced ethics risk

5. Ethics & Compliance Program “As-Is” Code of Conduct Policy Reporting Avenues Ethics, Compliance & Safety Helpline (855) 346-5043 Risk Assessment & Surveys DIB & NBES Benchmarks Investigations & Inquiries Compliance Training Independence & Leadership Commitment Self Governance Committee Compliance Functions Internal Audits Communication Intranet Posters Newsletters Awareness Training Hot Topics Corporate Core ValuesSafety QualityRespect Accountability Honesty For DII Members’ Internal Use Only

6. Focus on Leadership Commitment Implementation of Ethics Champions  Ethics and Compliance representative in each organization/at each site –Help foster ethical culture –Facilitate on-going awareness –Embed organization ownership –Demonstrate importance of Ethics and Compliance program –Additional POC for ethics inquiries –Reduce risk of concerns going unreported, unaddressed, unresolved  Benchmarked use of Ethics Representatives/Advocates: –Lockheed, BAE, MAPI, and other industry ethics forums –Most companies have ethics/compliance representatives in their program to localize and embed ownership within the organization Assists leadership in creating a culture where core values/standards are upheld, and everyone freely speaks up when faced with a dilemma 6 For DII Members’ Internal Use Only

7. Focus on Leadership Commitment (continued) Leadership Commitment Scorecard Scorecard Developed to Measure Leadership Commitment Administered Monthly by Functional/Site Ethics Champions – 1 st use November 2013 Promotes: Engagement Proper Messaging Timely Flowdown Approachability Accessibility Ethical Behavior 7 For DII Members’ Internal Use Only Reviewed periodically (monthly/quarterly) in Executive forums: fosters accountability

8. Month / Year Summary  Program reflects industry standards, as encompassed in DII Toolkit  Program Assessment: Results of 2012 Defense Industry Benchmark (DIB) Assessment indicated overall strong ethical culture, but perception of leadership behaviors could be improved  Program Maturation: Developed variety of initiatives in 2013 to address improvement areas –Monthly Hot Topics – promote ethics and compliance awareness –Monthly Leader Led Conversations – Discuss Hot Topics, matters, or dilemmas pertinent to the organization…foster transparency & engagement –Quarterly Pulse on Ethics – Message to company on helpline reports (actually all contacts e.g. helpline, walk-in, email, etc.), and actions taken –Leadership Commitment Scorecard – Holds leaders accountable –Ethics Champions – Organization advocate, works with leader to facilitate ownership and cascading of initiatives into the organization  Leveraged relationships gained via DII participation and similar forums 8 For DII Members’ Internal Use Only Embrace DII Principle “ We shall share best practices with respect to business ethics and compliance…”