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

Q: What insider activity did TransDigm (TDG) director W. Nicholas Howley report?

Director W. Nicholas Howley reported that his family trust exercised 10,132 stock options at $66.4700 per share and then sold 10,132 common shares of TransDigm Group on 2026-07-20 in multiple transactions.

Q: Who actually holds the TransDigm (TDG) shares and options involved in this Form 4?

The shares and options are held indirectly through the W. Nicholas Howley Family Trust u/a/d 4/23/99 . The Form 4 reports the trust’s transactions, which are attributed to director W. Nicholas Howley as the reporting person.

Q: What is the exercise price and expiration for the TransDigm (TDG) options exercised?

The stock options exercised by the family trust have an exercise price of $66.4700 per share and an expiration date of 2027-11-08 . A footnote notes that the exercise price was adjusted for dividends declared since August 1, 2022.

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

TransDigm Group director W. Nicholas Howley reported that his family trust exercised 10,132 stock options for common stock on 2026-07-20 at an exercise price of $66.4700 per share, leaving 11,832 options indirectly held. The trust received 10,132 common shares, then sold 10,132 shares in multiple sale transactions, including 570 shares at $1,210.3242 and 440 shares at $1,224.1377 per share. The filing indicates these transactions were executed under a Rule 10b5-1 trading plan.

Insider Trade Summary 10b5-1

Exercise and Sale: 10,132 shares ($11.65M approx. pre-tax spread)

Exercise and Sale 14 txns

Insider Howley W Nicholas

Role Director

Sold 10,132 shs ($12.32M)

Approx. gross sale proceeds $12.32M

Approx. exercise cost $673K

Approx. pre-tax spread $11.65M

Type	Security	Shares	Price	Value
Exercise	Stock Option ^F1	10,132	$0.00	$0.00
Exercise	Common Stock ^F1	10,132	$66.47	$673K
Sale	Common Stock ^F2	570	$1,210.3242	$690K
Sale	Common Stock ^F3	240	$1,211.4575	$291K
Sale	Common Stock ^F4	1,720	$1,212.7312	$2.09M
Sale	Common Stock ^F5	1,437	$1,213.8797	$1.74M
Sale	Common Stock ^F6	1,561	$1,214.7437	$1.90M
Sale	Common Stock ^F7	260	$1,215.6154	$316K
Sale	Common Stock ^F8	603	$1,217.0088	$734K
Sale	Common Stock ^F9	1,463	$1,218.5833	$1.78M
Sale	Common Stock ^F10	1,243	$1,219.4848	$1.52M
Sale	Common Stock ^F11	130	$1,220.5662	$159K
Sale	Common Stock ^F12	465	$1,222.3182	$568K
Sale	Common Stock ^F13	440	$1,224.1377	$539K

Holdings After Transaction: Stock Option — 11,832 shares (Indirect, W. Nicholas Howley Family Trust u/a/d 4/23/99); Common Stock — 21,547.513 shares (Indirect, W. Nicholas Howley Family Trust u/a/d 4/23/99)

Footnotes (13)

F1. The exercise price has been adjusted for dividends declared since August 1, 2022.
F10. Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,219.1300 - $1,220.0300. 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.
F11. Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,220.2000 - $1,220.7500. 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.
F12. Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,222.2550 - $1,222.6400. 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.
F13. Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,223.8800 - $1,224.4600. 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.
F2. Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,209.9000 - $1,210.8300. 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.
F3. Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,211.0200 - $1,211.7700. 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.
F4. Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,212.3300 - $1,213.2000. 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.
F5. Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,213.4000 - $1,214.3400. 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.
F6. Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,214.5200 - $1,215.3000. 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.
F7. Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,215.5500 - $1,215.7200. 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.
F8. Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,216.7700 - $1,217.4100. 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.
F9. Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,218.0600 - $1,218.9800. 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.

Key Figures

Options exercised: 10,132 shares Exercise price: $66.4700 per share Options remaining: 11,832 shares +4 more

7 metrics

Options exercised 10,132 shares Stock options for TransDigm common stock exercised on 2026-07-20

Exercise price $66.4700 per share Exercise price for the 10,132 stock options exercised by the family trust

Options remaining 11,832 shares Stock options indirectly held by the family trust after the reported exercise

Common shares sold 10,132 shares Aggregate TransDigm common shares sold on 2026-07-20 by the family trust

Example sale price $1,210.3242 per share Price for a 570-share sale of TransDigm common stock on 2026-07-20

Highest reported sale price example $1,224.1377 per share Price for a 440-share sale of TransDigm common stock on 2026-07-20

Option expiration date 2027-11-08 Expiration date of the stock options from which 10,132 shares were exercised

Key Terms

average weighted price, exercise price, Family Trust u/a/d 4/23/99

3 terms

average weighted price financial

"Price reported constitutes the average weighted price of shares sold."

exercise price financial

"The exercise price has been adjusted for dividends declared since August 1, 2022."

The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.

Family Trust u/a/d 4/23/99 financial

"W. Nicholas Howley Family Trust u/a/d 4/23/99"

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

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/21/2026 - 04:47 PM Accepted by SEC EDGAR 07/21/2026 - 04:47 PM

FAQ

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

Director W. Nicholas Howley reported that his family trust exercised 10,132 stock options at $66.4700 per share and then sold 10,132 common shares of TransDigm Group on 2026-07-20 in multiple transactions.

At what prices did the Howley family trust sell TransDigm (TDG) shares?

The Howley family trust reported selling TransDigm shares at various weighted-average prices, including $1,210.3242 per share for 570 shares and $1,224.1377 per share for 440 shares, with detailed price ranges provided in the footnotes.

How many stock options did the Howley family trust hold in TransDigm (TDG) after the exercise?

After exercising 10,132 stock options, the Howley family trust held 11,832 stock options indirectly. These remaining options relate to TransDigm common stock and carry an exercise price of $66.4700 per share, with an expiration date of 2027-11-08.

Were the TransDigm (TDG) insider transactions made under a Rule 10b5-1 plan?

Yes. The Form 4 indicates that the reported transactions were executed under a Rule 10b5-1 trading plan, meaning the trades were conducted pursuant to a pre-arranged plan rather than being discretionary at the time of execution.

Who actually holds the TransDigm (TDG) shares and options involved in this Form 4?

The shares and options are held indirectly through the W. Nicholas Howley Family Trust u/a/d 4/23/99. The Form 4 reports the trust’s transactions, which are attributed to director W. Nicholas Howley as the reporting person.

What is the exercise price and expiration for the TransDigm (TDG) options exercised?

The stock options exercised by the family trust have an exercise price of $66.4700 per share and an expiration date of 2027-11-08. A footnote notes that the exercise price was adjusted for dividends declared since August 1, 2022.

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)
07/20/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	07/20/2026		M		10,132	A	$66.47⁽¹⁾	31,679.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	07/20/2026		S		570	D	$1,210.3242⁽²⁾	31,109.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	07/20/2026		S		240	D	$1,211.4575⁽³⁾	30,869.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	07/20/2026		S		1,720	D	$1,212.7312⁽⁴⁾	29,149.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	07/20/2026		S		1,437	D	$1,213.8797⁽⁵⁾	27,712.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	07/20/2026		S		1,561	D	$1,214.7437⁽⁶⁾	26,151.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	07/20/2026		S		260	D	$1,215.6154⁽⁷⁾	25,891.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	07/20/2026		S		603	D	$1,217.0088⁽⁸⁾	25,288.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	07/20/2026		S		1,463	D	$1,218.5833⁽⁹⁾	23,825.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	07/20/2026		S		1,243	D	$1,219.4848⁽¹⁰⁾	22,582.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	07/20/2026		S		130	D	$1,220.5662⁽¹¹⁾	22,452.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	07/20/2026		S		465	D	$1,222.3182⁽¹²⁾	21,987.513	I	W. Nicholas Howley Family Trust u/a/d 4/23/99
Common Stock	07/20/2026		S		440	D	$1,224.1377⁽¹³⁾	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option	$66.47⁽¹⁾	07/20/2026		M			10,132	09/30/2018	11/08/2027	Common Stock	10,132	$0.00	11,832	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 $1,209.9000 - $1,210.8300. 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.

3. Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,211.0200 - $1,211.7700. 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 $1,212.3300 - $1,213.2000. 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 $1,213.4000 - $1,214.3400. 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.

6. Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,214.5200 - $1,215.3000. 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 $1,215.5500 - $1,215.7200. 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 $1,216.7700 - $1,217.4100. 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 $1,218.0600 - $1,218.9800. 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.

10. Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,219.1300 - $1,220.0300. 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 $1,220.2000 - $1,220.7500. 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 $1,222.2550 - $1,222.6400. 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 $1,223.8800 - $1,224.4600. 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.

Remarks:

	/s/ Rachel L. Quinlan as attorney in fact for W. Nicholas Howley	07/21/2026
	** 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)

Source: View Original Filing on SEC EDGAR