Transdigm Group Incorporated

08/27/2025 | Press release | Distributed by Public on 08/27/2025 19:22

Statement of Changes in Beneficial Ownership (Form 4)

FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Graff Michael
2. Issuer Name and Ticker or Trading Symbol
TransDigm Group INC [TDG]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
102 PRINCE STREET, FLOOR 5
3. Date of Earliest Transaction (Month/Day/Year)
08/26/2025
(Street)
NEW YORK, NY 10012
4. If Amendment, Date Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 08/26/2025 M 1,760 A $156.47(1) 3,724 D
Common Stock 08/26/2025 S 172 D $1,399.4357(2) 3,552 D
Common Stock 08/26/2025 S 228 D $1,400.0324(3) 3,324 D
Common Stock 08/26/2025 S 400 D $1,402.039(4) 2,924 D
Common Stock 08/26/2025 S 800 D $1,402.8182(5) 2,124 D
Common Stock 08/26/2025 S 160 D $1,404.4181(6) 1,964 D
Common Stock 7,000 I By trusts(7)
Common Stock 5,096 I By trust(8)
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 1474 (9-02)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option $156.47(1) 08/26/2025 M 1,760 09/30/2018 11/08/2027 Common Stock 1,760 $ 0 0 D

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Graff Michael
102 PRINCE STREET
FLOOR 5
NEW YORK, NY 10012
X

Signatures

/s/ Gabrielle Feuer as attorney-in-fact 08/27/2025
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) The exercise price has been adjusted for dividends declared since August 1, 2022.
(2) Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,398.79 - $1,399.64. The reporting person hereby undertakes, upon request of the Commission, the issuer or a security holder of the issuer, to provide full information regarding the number of shares sold at each separate price
(3) Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,399.89 - $1,400.11. The reporting person hereby undertakes, upon request of the Commission, the issuer or a security holder of the issuer, to provide full information regarding the number of shares sold at each separate price
(4) Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,401.56 - $1,402.36. The reporting person hereby undertakes, upon request of the Commission, the issuer or a security holder of the issuer, to provide full information regarding the number of shares sold at each separate price
(5) Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,402.58 - $1,403.11. The reporting person hereby undertakes, upon request of the Commission, the issuer or a security holder of the issuer, to provide full information regarding the number of shares sold at each separate price
(6) Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,404.4150 - $1,404.42. The reporting person hereby undertakes, upon request of the Commission, the issuer or a security holder of the issuer, to provide full information regarding the number of shares sold at each separate price
(7) These shares are held by certain trusts created for the benefit of the reporting person's children and for which the reporting person is trustee.
(8) The shares reported in Column Five are held by The 2012 Carol Ostrow GST Trust created by the reporting person's spouse for the benefit of their children.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
Transdigm Group Incorporated published this content on August 27, 2025, and is solely responsible for the information contained herein. Distributed via SEC EDGAR on August 28, 2025 at 01:23 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]