TransDigm director granted 126 shares at $1,085

TransDigm director W. Nicholas Howley received common stock in lieu of a cash director fee, increasing both his direct and reported indirect holdings.

Rhea-AI Filing Summary

TransDigm Group INC (symbol: TDG) is the issuer of record for a Form 4 filing submitted to the SEC. Howley W Nicholas reported acquisition or exercise transactions in this Form 4 filing.

TransDigm Group INC (TDG) director W. Nicholas Howley received a grant of 126 shares of common stock on September 18, 2026, at a stated value of $1,085 per share, as stock in lieu of his semi-annual director fee under the Director Share Plan. Following this grant, he holds 239 shares directly, plus indirect holdings reported as 8,262 shares through The Howley Family Foundation and 21,547.513 shares through the W. Nicholas Howley Family Trust. No transactions were reported under a Rule 10b5-1 trading plan.

Insider Trade Summary

Grant/Award: 126 shares

Grant/Award 3 txns

Insider Howley W Nicholas

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock F1	126	$1,085.00	$137K
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 239 shares (Direct); Common Stock — 8,262 shares (Indirect, The Howley Family Foundation); Common Stock — 21,547.513 shares (Indirect, W. Nicholas Howley Family Trust u/a/d 4/23/99)

Footnotes (1)

1. F1. Receipt of stock in lieu of payment of semi-annual director fee, based on fair market value in accordance with the Director Share Plan.

Key Figures

Shares granted: 126 shares Grant value per share: $1,085 per share Direct holdings after transaction: 239 shares +2 more

5 metrics

Shares granted 126 shares Common stock award in lieu of semi-annual director fee on September 18, 2026

Grant value per share $1,085 per share Fair market value used to convert director fee into stock

Direct holdings after transaction 239 shares Total TransDigm common stock held directly by Howley after the grant

Indirect holdings – Howley Family Foundation 8,262 shares TransDigm common stock held indirectly through The Howley Family Foundation

Indirect holdings – Family Trust 21,547.513 shares TransDigm common stock held indirectly through W. Nicholas Howley Family Trust u/a/d 4/23/99

Key Terms

Director Share Plan, fair market value, indirect ownership, semi-annual director fee

4 terms

Director Share Plan financial

"in accordance with the Director Share Plan"

fair market value financial

"based on fair market value in accordance with the Director Share Plan"

The price a willing buyer and a willing seller would agree on for an asset or security when neither is under pressure and both have access to the same information. Think of it as the market’s neutral estimate of what something is worth, like the price two neighbors would settle on for a car after comparing similar listings. Investors care because fair market value guides buying and selling decisions, tax reporting, portfolio valuation, and how accurately company assets are reflected in financial statements.

indirect ownership financial

"indirect holdings reported as 8,262 shares through The Howley Family Foundation"

semi-annual director fee financial

"Receipt of stock in lieu of payment of semi-annual director fee"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What transaction did TDG director W. Nicholas Howley report on this Form 4?

He reported an award of 126 shares of TransDigm (TDG) common stock on September 18, 2026, received as stock in lieu of payment of his semi-annual director fee under the Director Share Plan, based on fair market value of $1,085 per share.

How many TransDigm (TDG) shares does Howley hold directly after this Form 4?

After the reported award, W. Nicholas Howley holds 239 shares of TransDigm common stock directly. This figure is listed as the total direct shares following the September 18, 2026 grant transaction.

What indirect TransDigm (TDG) holdings are reported for W. Nicholas Howley?

He reports indirect ownership of 8,262 TDG shares through The Howley Family Foundation and 21,547.513 TDG shares through the W. Nicholas Howley Family Trust u/a/d 4/23/99, both shown as indirect holdings as of September 18, 2026.

Was the TransDigm (TDG) director stock award made under a Rule 10b5-1 trading plan?

No. The filing’s Rule 10b5-1 checkbox is not checked, so the reported September 18, 2026 stock award was not affirmed as made under a Rule 10b5-1 trading plan.

What was the implied value of the TransDigm (TDG) stock granted to Howley?

The award covered 126 shares at a stated value of $1,085 per share, reflecting the fair market value used to convert his semi-annual director fee into stock under the Director Share Plan.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/21/2026 - 04:55 PM Accepted by SEC EDGAR 09/21/2026 - 04:55 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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 for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Howley W Nicholas

(Last) (First) (Middle)

1350 EUCLID AVE

SUITE 1600

(Street)

CLEVELAND OHIO 44115

(City) (State) (Zip)

UNITED STATES

(Country)

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)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/18/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	09/18/2026		A		126(1)	A	$1,085	239	D
Common Stock								8,262	I	The Howley Family Foundation
Common Stock								21,547.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99

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 Securities Underlying Derivative Security (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: 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

Explanation of Responses:

1. Receipt of stock in lieu of payment of semi-annual director fee, based on fair market value in accordance with the Director Share Plan.

Remarks:

	/s/ Rachel L. Quinlan as attorney in fact for W. Nicholas Howley	09/21/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.
* Form 4: SEC 1474 (03-26)