TransDigm director granted 34 shares as fee

A TransDigm director received common stock instead of cash fees, modestly increasing his direct and trust-related holdings.

Rhea-AI Filing Summary

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

TransDigm Group INC (TDG) director Michael Graff received a grant of 34 shares of common stock on September 18, 2026, valued at $1,085 per share, as stock in lieu of a semi-annual director fee based on fair market value under the Director Share Plan. Following this award, he holds 1,717 shares directly, 5,096 shares indirectly through The 2012 Carol Ostrow GST Trust created by his spouse for their children, and 7,000 shares indirectly through additional children’s trusts where he serves as trustee. No Rule 10b5-1 trading plan is reported.

Insider Trade Summary

Grant/Award: 34 shares

Grant/Award 3 txns

Insider Graff Michael

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock F1	34	$1,085.00	$37K
holding	Common Stock F2	--	--	--
holding	Common Stock F3	--	--	--

Holdings After Transaction: Common Stock — 1,717 shares (Direct); Common Stock — 5,096 shares (Indirect, By Trust); Common Stock — 7,000 shares (Indirect, By trusts)

Footnotes (3)

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.
2. F2. 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 (the "Spouse Trust").
3. F3. 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.

Key Figures

Shares granted: 34 shares Grant value per share: $1,085.00 per share Direct holdings after transaction: 1,717 shares +2 more

5 metrics

Shares granted 34 shares Stock received in lieu of semi-annual director fee on September 18, 2026

Grant value per share $1,085.00 per share Fair market value used for the director fee stock award

Direct holdings after transaction 1,717 shares TransDigm common stock held directly by Michael Graff after grant

Indirect holdings – Spouse Trust 5,096 shares Held by The 2012 Carol Ostrow GST Trust for the benefit of their children

Indirect holdings – other trusts 7,000 shares Held by certain trusts for the benefit of his children where he is trustee

Key Terms

Director Share Plan, fair market value, semi-annual director fee, Spouse Trust

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.

semi-annual director fee financial

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

Spouse Trust financial

"held by The 2012 Carol Ostrow GST Trust created by the reporting person's spouse"

FAQ

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

What transaction did TransDigm (TDG) director Michael Graff report on this Form 4?

He reported a grant of 34 shares of TransDigm common stock on September 18, 2026, received as stock in lieu of a semi-annual director fee based on fair market value under the Director Share Plan.

At what value were the TransDigm (TDG) shares granted to director Michael Graff?

The 34-share award was valued at $1,085 per share, described as based on fair market value in accordance with TransDigm’s Director Share Plan for payment of the semi-annual director fee in stock.

How many TransDigm (TDG) shares does Michael Graff own directly after this transaction?

After the September 18, 2026 grant, Michael Graff owns 1,717 shares of TransDigm common stock directly, according to the post-transaction holdings reported on the Form 4.

What indirect TransDigm (TDG) holdings does Michael Graff report through trusts?

He reports 5,096 shares held by The 2012 Carol Ostrow GST Trust created by his spouse for their children, and 7,000 shares held by certain trusts for his children for which he is trustee.

Was Michael Graff’s TransDigm (TDG) stock award made under a Rule 10b5-1 plan?

No. The filing’s Rule 10b5-1 checkbox is not marked as an affirmative plan, and there is no footnote stating that the September 18, 2026 stock grant was made under a Rule 10b5-1 trading plan.

Is the reported TransDigm (TDG) transaction a market purchase or sale?

No. The Form 4 characterizes it as a grant or award acquisition of 34 shares of common stock, received as compensation in lieu of a cash semi-annual director fee, not as an open-market trade.

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

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Available on EDGAR 09/21/2026 - 04:11 PM Accepted by SEC EDGAR 09/21/2026 - 04:10 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^*

Graff Michael

(Last) (First) (Middle)

102 PRINCE STREET

FLOOR 5

(Street)

NEW YORK NEW YORK 10012

(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		34(1)	A	$1,085	1,717	D
Common Stock								5,096(2)	I	By Trust
Common Stock								7,000(3)	I	By trusts

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.

2. 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 (the "Spouse Trust").

3. 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.

Remarks:

	/s/ Rachel L. Quinlan as attorney in fact for Michael Graff	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)