TransDigm Group (NYSE: TDG) director exercises options and sells 4,700 shares

Rhea-AI Filing Summary

TransDigm Group Inc. director reports option exercise and share sales. On 12/10/2025, the reporting person exercised a stock option for 4,700 shares of TransDigm common stock at an exercise price of $66.47 per share and acquired those shares. The same day, they sold a total of 4,700 shares in three open market transactions: 580 shares at a weighted average price of $1,289.3197, 4,046 shares at $1,290.2959, and 74 shares at $1,291.0322, leaving 5,625 shares held directly.

The option covered 4,700 shares of common stock, was exercisable beginning 09/30/2018, and was set to expire on 11/08/2027. After these transactions, the reporting person also continues to hold significant indirect ownership, including 366,141 shares through Stockbridge Fund, L.P., 68,139 shares through Stockbridge Partners LLC, and 60,246 shares through family trusts.

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

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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).

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^*

SMALL ROBERT J

(Last) (First) (Middle)

C/O BERKSHIRE PARTNERS

200 CLARENDON STREET, 35TH FLOOR

(Street)

BOSTON MA 02116

(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)
12/10/2025

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	12/10/2025		M		4,700	A	$66.47(1)	10,325	D
Common Stock	12/10/2025		S		580	D	$1,289.3197(2)	9,745	D
Common Stock	12/10/2025		S		4,046	D	$1,290.2959(3)	5,699	D
Common Stock	12/10/2025		S		74	D	$1,291.0322(4)	5,625	D
Common Stock								366,141	I	By Stockbridge Fund, L.P.
Common Stock								68,139	I	By Stockbridge Partners LLC
Common Stock								60,246	I	By Family 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
Stock Option	$66.47	12/10/2025		M			4,700	09/30/2018	11/08/2027	Common Stock	4,700	$0	0	D

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 $1288.9000 - $1,289.5600. 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 $1290.0300 - $1,290.5200. 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 $1291.0300 - $1,291.0400. 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 Robert Small	12/11/2025
	** 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).
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FAQ

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

The filing reports that a director of TransDigm Group Inc. exercised a stock option for 4,700 shares of common stock and sold 4,700 shares in market transactions on 12/10/2025.

At what price was the TransDigm (TDG) stock option exercised?

The stock option on TransDigm common stock was exercised for 4,700 shares at an exercise price of $66.47 per share. The exercise price was adjusted for dividends declared since August 1, 2022.

What sale prices were reported for the TransDigm (TDG) shares sold?

The director reported three weighted average sale prices on 12/10/2025: $1,289.3197 for 580 shares, $1,290.2959 for 4,046 shares, and $1,291.0322 for 74 shares, each representing sales within specified intraday price ranges.

How many TransDigm (TDG) shares does the insider hold directly after the transaction?

Following the reported transactions, the insider directly holds 5,625 shares of TransDigm common stock.

What indirect holdings in TransDigm (TDG) does the reporting person have?

The reporting person has indirect ownership of 366,141 shares through Stockbridge Fund, L.P., 68,139 shares through Stockbridge Partners LLC, and 60,246 shares through family trusts.

What are the terms of the TransDigm (TDG) stock option reported?

The reported stock option covered 4,700 shares of TransDigm common stock, had an exercise price of $66.47, became exercisable on 09/30/2018, and had an expiration date of 11/08/2027.