[Form 4] TransDigm Group INC Insider Trading Activity

Rhea-AI Filing Summary

Michael Graff, a director of TransDigm Group Inc. (TDG), reported the acquisition of 29 shares of TransDigm common stock on 09/19/2025 as payment in lieu of his semi-annual director fee under the companys Director Share Plan; the shares were valued at $1,288.13. After the transaction he directly beneficially owns 1,993 shares and indirectly beneficially owns 5,096 shares held by The 2012 Carol Ostrow GST Trust and 7,000 shares held by other trusts for his children (for which he is trustee), totaling 14,089 shares reported on this Form 4. The filing was submitted as a single-person Form 4 and signed by an attorney-in-fact on 09/22/2025. No derivative transactions were reported.

Positive

• Director compensation paid in company stock under the Director Share Plan (29 shares valued at $1,288.13), aligning director incentives with shareholders
• Clear disclosure of direct and indirect beneficial ownership totaling 14,089 shares, including trust details

Negative

• None.

Insights

Securities/Equity Analyst

TL;DR: Routine director compensation in stock; small equity increase, no derivatives—neutral for shareholders.

The Form 4 documents a customary compensation mechanism where a director received 29 shares in lieu of cash, valued at $1,288.13. The reported holdings show 1,993 shares directly owned and 12,096 indirectly owned via trusts, totaling 14,089. This transaction does not change governance control or indicate any material shift in insider exposure. For investors, the item is informational and routine rather than material.

Corporate Governance Expert

TL;DR: Disclosure reflects standard director compensation and trust holdings; compliance appears proper and complete.

The filing discloses the use of the Director Share Plan to satisfy a semi-annual fee, the beneficial ownership split between direct and trust holdings, and the reporting timeline with an attorney-in-fact signature. The explanation clarifies the nature of the indirect holdings (spouse-created trust and trustee-held family trusts). There are no departures from expected Section 16 reporting norms and no derivative positions disclosed.

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

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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^*

Graff Michael

(Last) (First) (Middle)

102 PRINCE STREET

FLOOR 5

(Street)

NEW YORK NY 10012

(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)
09/19/2025

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	09/19/2025		A		29(1)	A	$1,288.13	1,993	D
Common Stock								5,096	I	By trust(2)
Common Stock								7,000	I	By trusts(3)

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 report person's spouse for the benefit of their children.

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.

	/s/ Gabrielle Feuer as attorney-in-fact	09/22/2025
	** 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 transaction did Michael Graff report on the Form 4 for TDG?

He reported the acquisition of 29 shares of TransDigm common stock on 09/19/2025 received in lieu of a semi-annual director fee.

How many TransDigm (TDG) shares does Michael Graff beneficially own after this filing?

The Form 4 reports 1,993 shares directly and 12,096 indirectly (5,096 + 7,000), totaling 14,089 shares.

What is the reported value of the shares Michael Graff received?

The 29 shares received were reported with a fair market value of $1,288.13 under the Director Share Plan.

Are there any derivative securities reported by Michael Graff on this Form 4?

No. The filing shows only non-derivative common stock acquisitions and lists no derivative transactions.

Who signed the Form 4 filing for Michael Graff?

The Form 4 was signed by Gabrielle Feuer as attorney-in-fact on 09/22/2025.