SEC Form 4 · accession 0001352573-26-000012
TransDigm Group INC · TDG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
W Nicholas Howley
Director
Period of report
Jul 20, 2026
Accepted (ET)
Jul 21, 2026 · 4:47 pm EDT
Rule 10b5-1 plan
yes — trade under a plan
Issuer CIK
0001260221
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jul 20, 2026 | M | 10,132 | $66.47 | A | 31,680 | I | W. Nicholas Howley Family Trust u/a/d 4/23/99 |
| Common StockF2 | Jul 20, 2026 | S | 570 | $1,210.3242 | D | 31,110 | I | W. Nicholas Howley Family Trust u/a/d 4/23/99 |
| Common StockF3 | Jul 20, 2026 | S | 240 | $1,211.4575 | D | 30,870 | I | W. Nicholas Howley Family Trust u/a/d 4/23/99 |
| Common StockF4 | Jul 20, 2026 | S | 1,720 | $1,212.7312 | D | 29,150 | I | W. Nicholas Howley Family Trust u/a/d 4/23/99 |
| Common StockF5 | Jul 20, 2026 | S | 1,437 | $1,213.8797 | D | 27,713 | I | W. Nicholas Howley Family Trust u/a/d 4/23/99 |
| Common StockF6 | Jul 20, 2026 | S | 1,561 | $1,214.7437 | D | 26,152 | I | W. Nicholas Howley Family Trust u/a/d 4/23/99 |
| Common StockF7 | Jul 20, 2026 | S | 260 | $1,215.6154 | D | 25,892 | I | W. Nicholas Howley Family Trust u/a/d 4/23/99 |
| Common StockF8 | Jul 20, 2026 | S | 603 | $1,217.0088 | D | 25,289 | I | W. Nicholas Howley Family Trust u/a/d 4/23/99 |
| Common StockF9 | Jul 20, 2026 | S | 1,463 | $1,218.5833 | D | 23,826 | I | W. Nicholas Howley Family Trust u/a/d 4/23/99 |
| Common StockF10 | Jul 20, 2026 | S | 1,243 | $1,219.4848 | D | 22,583 | I | W. Nicholas Howley Family Trust u/a/d 4/23/99 |
| Common StockF11 | Jul 20, 2026 | S | 130 | $1,220.5662 | D | 22,453 | I | W. Nicholas Howley Family Trust u/a/d 4/23/99 |
| Common StockF12 | Jul 20, 2026 | S | 465 | $1,222.3182 | D | 21,988 | I | W. Nicholas Howley Family Trust u/a/d 4/23/99 |
| Common StockF13 | Jul 20, 2026 | S | 440 | $1,224.1377 | D | 21,548 | I | W. Nicholas Howley Family Trust u/a/d 4/23/99 |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock OptionF1 | $66.47 | Jul 20, 2026 | M | 10,132 | D | Sep 30, 2018 | Nov 8, 2027 | Common Stock | 10,132 | 11,832 | I |
Explanation of responses
- F1The exercise price has been adjusted for dividends declared since August 1, 2022.
- F10Price 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.
- F11Price 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.
- F12Price 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.
- F13Price 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.
- F2Price 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.
- F3Price 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.
- F4Price 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.
- F5Price 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.
- F6Price 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.
- F7Price 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.
- F8Price 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.
- F9Price 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.