[Form 4] TransDigm Group INC Insider Trading Activity

Rhea-AI Filing Summary

TransDigm Group (TDG) director W. Nicholas Howley, through the W. Nicholas Howley Family Trust, reported an option exercise and related stock sales. On 11/17/2025, the trust exercised a stock option for 2,736 shares of common stock at $50.92 per share, converting a derivative award into common shares. On the same date, the trust sold multiple small blocks of TransDigm common stock in open market transactions at weighted average prices generally between about $1,327 and $1,348 per share, as detailed in the footnotes. After these transactions, the trust held 21,547.513 shares of TransDigm common stock indirectly on behalf of the reporting person.

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).

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 OH 44115

(City) (State) (Zip)

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)

3. Date of Earliest Transaction (Month/Day/Year)
11/17/2025

4. If Amendment, Date of 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

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	11/17/2025		M		2,736	A	$50.92(1)	24,283.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	11/17/2025		S		10	D	$1,327.875(2)	24,273.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	11/17/2025		S		105	D	$1,328.6	24,168.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	11/17/2025		S		610	D	$1,331.2715(3)	23,558.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	11/17/2025		S		515	D	$1,333.6895(4)	23,043.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	11/17/2025		S		1,057	D	$1,334.8868(5)	21,986.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	11/17/2025		S		23	D	$1,335.6135(6)	21,963.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	11/17/2025		S		41	D	$1,338.4922(7)	21,922.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	11/17/2025		S		32	D	$1,339.1369(8)	21,890.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	11/17/2025		S		36	D	$1,340.9578(9)	21,854.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	11/17/2025		S		56	D	$1,341.9921(10)	21,798.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	11/17/2025		S		61	D	$1,343.8248(11)	21,737.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	11/17/2025		S		87	D	$1,344.7812(12)	21,650.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	11/17/2025		S		83	D	$1,347.5263(13)	21,567.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	11/17/2025		S		20	D	$1,348.072(14)	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	11/17/2025		M			2,736	09/30/2017	11/10/2026	Common Stock	2,736	$0	28,208	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 $1,327.4700- $1,327.9200. 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 $1,331.1600- $1,331.4700. 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 $1,333.2950- $1,334.1350. 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 $1,334.3600- $1,335.3500. 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 $1,335.3600- $1,335.7800. 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 $1,338.0300- $1,338.7200. 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 $1,339.0300- $1,339.2300. 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 $1,340.7000- $1,341.3800. 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 $1,341.8500- $1,342.4700. 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 $1,343.3500- $1,344.3400. 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 $1,344.4000- $1,345.3050. 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 $1,346.7750- $1,347.7200. 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 $1,347.9600- $1,348.2800. 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	11/17/2025
	** 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.

FAQ

What insider transaction did TransDigm (TDG) report on this Form 4?

The filing reports that director W. Nicholas Howley, through the W. Nicholas Howley Family Trust, exercised a stock option and then sold portions of the resulting TransDigm common stock in the open market on 11/17/2025.

How many TransDigm (TDG) shares were acquired through the option exercise?

The trust acquired 2,736 shares of TransDigm common stock upon exercising a stock option with an exercise price of $50.92 per share.

At what prices were TransDigm (TDG) shares sold in the reported trades?

The reported sales were executed in multiple small blocks at weighted average prices, with footnotes showing price ranges such as $1,327.4700–$1,327.9200, $1,331.1600–$1,331.4700, and other ranges up to approximately $1,348.2800 per share.

How many TransDigm (TDG) shares did the reporting person hold after the transactions?

After the reported transactions, the W. Nicholas Howley Family Trust held 21,547.513 shares of TransDigm common stock, reported as indirect beneficial ownership.

What derivative security was involved in the TransDigm (TDG) Form 4?

The derivative security was a stock option covering 2,736 shares of TransDigm common stock, with an exercise price of $50.92, originally exercisable from 09/30/2017 and expiring on 11/10/2026.

Who signed the TransDigm (TDG) Form 4 for this insider transaction?

The form was signed by /s/ Rachel L. Quinlan as attorney-in-fact for W. Nicholas Howley on 11/17/2025.