[Form 4] Triumph Group, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Form 4 highlights the closing of Triumph Group Inc.’s (TGI) cash-out merger with Titan BW Acquisition Holdco Inc. on 07/24/2025. Director Colleen C. Repplier reports a disposition of all equity interests as a result of the transaction.

• At the merger’s effective time, each outstanding TGI common share was cancelled and converted into the right to receive $26.00 in cash.
• The filing shows 63,945 common shares (including 10,324 restricted stock units) converted to cash; no TGI shares remain beneficially owned post-transaction.
• Restricted stock units were likewise settled for cash at the same $26.00 consideration, net of tax withholdings.

The report confirms that TGI is now a wholly owned subsidiary of Titan BW, and the reporting insider no longer has any direct or indirect ownership in TGI.

Positive

• Cash certainty: Common shareholders, including insiders, receive a defined $26.00 per share payout.
• RSU liquidity: All unvested RSUs converted to cash, removing vesting risk for holders.

Negative

• Loss of public equity: Insider and public investors now hold zero TGI shares as company is taken private.
• No forward information: Filing provides no details on post-merger strategy, synergies, or future value creation.

Insights

M&A Specialist

TL;DR – Form 4 confirms cash-out merger closed; insider’s shares cancelled at $26.

The filing is procedural evidence that the Titan BW deal consummated on 07/24/2025. All public equity was extinguished for $26 per share, including unvested RSUs. No price premium data is provided, but $26 is now the definitive exit value. From a transactional standpoint, this eliminates the public float and ends Section 16 reporting obligations. Impact is largely neutral for investors who already tendered or will be cashed out automatically.

Securities Analyst

TL;DR – Director now owns 0 shares; TGI becomes private under Titan BW.

The disposition of 63,945 shares and related RSUs indicates complete divestiture by an insider, reflecting the final step in taking TGI private. Investors should note that further trading in TGI common stock will cease and any remaining positions will settle for cash at $26. No additional financial metrics, synergies, or post-deal guidance are provided in this document.

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

X

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

1. Name and Address of Reporting Person^*

Repplier Colleen C

(Last) (First) (Middle)

555 E. LANCASTER AVENUE

SUITE 400

(Street)

RADNOR PA 19087

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
TRIUMPH GROUP INC [ TGI ]

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)
07/24/2025

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	07/24/2025		D(1)		63,945(2)	D	(1)(2)	0	D

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. On July 24, 2025, pursuant to the Agreement and Plan of Merger dated February 2, 2025 (the "Merger Agreement") among the Issuer, Titan BW Acquisition Holdco Inc., a Delaware corporation ("Parent"), and Titan BW Acquisition Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Merger Sub"), Merger sub merged with and into the Issuer, with the Issuer surviving as a wholly owned subsidiary of Parent (the "Merger"). At the effective time of the Merger (the "Effective Time"), each share of common stock, par value $0.001 per share, of the Issuer ("Common Stock") issued and outstanding immediately prior to the Effective Time was cancelled and converted into the right to receive $26.00 in cash, without interest (the "Merger Consideration").

2. Includes 10,324 restricted stock units ("RSUs"), each unit representing the contingent right to receive one share of Common Stock. Pursuant to the Merger Agreement, as of the Effective Time, these RSUs were cancelled and exchanged for an amount in cash, less applicable tax withholdings, equal to the product of (i) the total number of shares of Common Stock subject to the RSUs multiplied by (ii) the Merger Consideration.

	Jennifer H. Allen, POA for Ms. Colleen C. Repplier	07/28/2025
	** 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 price did Triumph Group (TGI) shareholders receive in the merger?

Each share was converted into $26.00 in cash at the merger’s effective time.

How many Triumph Group shares did Director Colleen Repplier dispose of?

The Form 4 shows a disposition of 63,945 common shares, including 10,324 RSUs.

Does the director retain any Triumph Group stock after the transaction?

No. The filing states 0 shares are beneficially owned following the merger.

What happened to restricted stock units (RSUs) in the merger?

All RSUs were cancelled and exchanged for cash equal to shares multiplied by $26.00, less taxes.

Is Triumph Group still publicly traded after 07/24/2025?

The merger converted TGI into a wholly owned subsidiary of Titan BW; its common stock is no longer publicly listed.