TransDigm (NYSE: TDG) director’s family trust sells 10,132 shares after option exercise

Rhea-AI Filing Summary

TransDigm Group director W. Nicholas Howley, through the W. Nicholas Howley Family Trust, reported an option exercise and related share sales. The trust exercised stock options for 10,132 shares of TransDigm common stock at an exercise price of $50.9200 per share, converting them into 10,132 common shares.

The trust then sold 10,132 common shares in multiple open-market transactions on the same date at prices ranging from about $1,205.4151 to $1,231.3415 per share. Following these transactions, the trust continues to hold 21,547.513 TransDigm common shares indirectly attributed to Howley.

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
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

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)
03/18/2026

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	03/18/2026		M		10,132	A	$50.92(1)	31,679.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	03/18/2026		S		202	D	$1,205.4151(2)	31,477.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	03/18/2026		S		507	D	$1,206.0476(3)	30,970.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	03/18/2026		S		91	D	$1,207.3797(4)	30,879.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	03/18/2026		S		324	D	$1,208.5556(5)	30,555.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	03/18/2026		S		1,246	D	$1,209.5195(6)	29,309.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	03/18/2026		S		1,376	D	$1,210.3896(7)	27,933.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	03/18/2026		S		1,182	D	$1,211.4645(8)	26,751.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	03/18/2026		S		2,025	D	$1,212.5717(9)	24,726.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	03/18/2026		S		1,159	D	$1,213.4477(10)	23,567.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	03/18/2026		S		552	D	$1,214.4038(11)	23,015.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	03/18/2026		S		125	D	$1,215.5071(12)	22,890.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	03/18/2026		S		188	D	$1,216.6339(13)	22,702.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	03/18/2026		S		80	D	$1,217.5738(14)	22,622.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	03/18/2026		S		49	D	$1,218.7978(15)	22,573.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	03/18/2026		S		90	D	$1,220.6083(16)	22,483.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	03/18/2026		S		40	D	$1,221.4388(17)	22,443.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	03/18/2026		S		29	D	$1,222.3797(18)	22,414.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	03/18/2026		S		10	D	$1,223.795	22,404.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	03/18/2026		S		70	D	$1,225.0971(19)	22,334.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	03/18/2026		S		38	D	$1,226.44	22,296.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	03/18/2026		S		120	D	$1,228.436(20)	22,176.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	03/18/2026		S		521	D	$1,229.5063(21)	21,655.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	03/18/2026		S		108	D	$1,231.3415(22)	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
Stock Option	$50.92(1)	03/18/2026		M			10,132	09/30/2017	11/10/2026	Common Stock	10,132	$0	7,908	I	W. Nicholas Howley Family Trust u/a/d 4/23/99

Explanation of Responses:

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 $1,204.7700 - $1,205.7375. 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 $1,205.7750 - $1,206.7400. 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 $1,206.8700 - $1,207.8300. 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 $1,207.9700 - $1,208.8250. 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 $1,209.0000 - $1,209.9450. 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. Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,210.0100 - $1,211.0000. 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

8. Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,211.0150 - $1,212.0000. 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

9. Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,212.0350 - $1,213.0100. 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

10. Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,213.0400 - $1,214.0150. 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

11. Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,214.0700 - $1,215.0550. 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

12. Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,215.1175 - $1,215.5300. 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

13. Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,216.3200 - $1,216.9800. 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

14. Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,217.4800 - $1,217.6300. 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

15. Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,218.7800 - $1,218.8400. 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

16. Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,220.1850 - $1,220.8200. 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

17. Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,221.2350 - $1,222.0500. 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

18. Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,222.2900 - $1,222.4200. 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

19. Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,224.7900 - $1,225.2200. 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

20. Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,228.1150 - $1,228.5250. 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

21. Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,229.1600 - $1,230.0700. 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

22. Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,230.9050 - $1,231.7350. 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

	/s/ Rachel L. Quinlan as attorney in fact for W. Nicholas Howley	03/19/2026
	** 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)

FAQ

What insider transactions did TransDigm (TDG) director W. Nicholas Howley report?

Director W. Nicholas Howley, via the W. Nicholas Howley Family Trust, reported exercising stock options for 10,132 TransDigm common shares and selling 10,132 common shares in multiple open-market trades on the same date at prices above $1,200 per share.

How many TransDigm (TDG) shares did the Howley family trust sell and at what prices?

The W. Nicholas Howley Family Trust sold 10,132 TransDigm common shares in several open-market transactions. Reported trade prices include amounts such as $1,205.4151 and $1,231.3415 per share, with detailed price ranges provided across multiple footnotes.

What stock options did the Howley family trust exercise in TransDigm (TDG)?

The trust exercised a TransDigm stock option covering 10,132 underlying common shares at an exercise price of $50.9200 per share. After this transaction, the derivative position referenced in the filing was fully exercised, with no remaining derivative entries listed in the derivative summary.

How many TransDigm (TDG) shares does the Howley family trust hold after these transactions?

After exercising options and selling 10,132 shares, the W. Nicholas Howley Family Trust is shown holding 21,547.513 TransDigm common shares indirectly. This figure reflects the trust’s remaining non-derivative position as reported in the filing’s post-transaction ownership totals.

Are the TransDigm (TDG) transactions attributed directly to W. Nicholas Howley or to a related entity?

The transactions are attributed to the W. Nicholas Howley Family Trust u/a/d 4/23/99, noted as indirect ownership. Shares and options are held by this trust, with holdings indirectly attributed to Howley as a reporting person on the Form 4.