=== SEC Form 4 — Statement of Changes in Beneficial Ownership ===
Document Type: 4
Period of Report: 2026-05-15
10b5-1 Pre-arranged Plan: Yes
--- Issuer ---
Name: TransDigm Group INC (TDG)
CIK: 0001260221
--- Reporting Owner ---
Name: Reiss Joel
CIK: 0001656109
Role: Officer (Co-Chief Operating Officer)
--- Non-Derivative Transactions ---
[Transaction #1]
Security: Common Stock
Date: 2026-05-15 | Code: M (Exercise of derivative)
Shares: +3,900 | Price: $284.97
Total Value: $1,111,383.00
Shares Owned After: 7,500 | Ownership: D (Direct)
[Transaction #2]
Security: Common Stock
Date: 2026-05-15 | Code: S (Open market sale)
Shares: -71 | Price: $1,144.43
Total Value: $81,254.80
Shares Owned After: 7,429 | Ownership: D (Direct)
Footnotes:
[F1] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,143.7200 - $1,144.6900. 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.
[Transaction #3]
Security: Common Stock
Date: 2026-05-15 | Code: S (Open market sale)
Shares: -259 | Price: $1,145.37
Total Value: $296,649.61
Shares Owned After: 7,170 | Ownership: D (Direct)
Footnotes:
[F2] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,144.7200 - $1,145.6700. 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.
[Transaction #4]
Security: Common Stock
Date: 2026-05-15 | Code: S (Open market sale)
Shares: -120 | Price: $1,146.17
Total Value: $137,540.62
Shares Owned After: 7,050 | Ownership: D (Direct)
Footnotes:
[F3] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,145.7400 - $1,146.5500. 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.
[Transaction #5]
Security: Common Stock
Date: 2026-05-15 | Code: S (Open market sale)
Shares: -462 | Price: $1,147.52
Total Value: $530,152.62
Shares Owned After: 6,588 | Ownership: D (Direct)
Footnotes:
[F4] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,146.8600 - $1,147.8400. 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.
[Transaction #6]
Security: Common Stock
Date: 2026-05-15 | Code: S (Open market sale)
Shares: -775 | Price: $1,148.25
Total Value: $889,893.05
Shares Owned After: 5,813 | Ownership: D (Direct)
Footnotes:
[F5] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,147.8600 - $1,148.8200. 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.
[Transaction #7]
Security: Common Stock
Date: 2026-05-15 | Code: S (Open market sale)
Shares: -463 | Price: $1,149.33
Total Value: $532,138.63
Shares Owned After: 5,350 | Ownership: D (Direct)
Footnotes:
[F6] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,148.8600 - $1,149.8400. 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.
[Transaction #8]
Security: Common Stock
Date: 2026-05-15 | Code: S (Open market sale)
Shares: -119 | Price: $1,150.33
Total Value: $136,889.62
Shares Owned After: 5,231 | Ownership: D (Direct)
Footnotes:
[F7] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,149.8800 - $1,150.8000. 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.
[Transaction #9]
Security: Common Stock
Date: 2026-05-15 | Code: S (Open market sale)
Shares: -151 | Price: $1,151.49
Total Value: $173,874.51
Shares Owned After: 5,080 | Ownership: D (Direct)
Footnotes:
[F8] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,150.9100 - $1,151.8900. 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.
[Transaction #10]
Security: Common Stock
Date: 2026-05-15 | Code: S (Open market sale)
Shares: -50 | Price: $1,152.28
Total Value: $57,613.96
Shares Owned After: 5,030 | Ownership: D (Direct)
Footnotes:
[F9] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,151.9400 - $1,152.6300. 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.
[Transaction #11]
Security: Common Stock
Date: 2026-05-15 | Code: S (Open market sale)
Shares: -130 | Price: $1,153.71
Total Value: $149,982.48
Shares Owned After: 4,900 | Ownership: D (Direct)
Footnotes:
[F10] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,153.2000 - $1,154.0900. 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.
[Transaction #12]
Security: Common Stock
Date: 2026-05-15 | Code: S (Open market sale)
Shares: -70 | Price: $1,154.78
Total Value: $80,834.82
Shares Owned After: 4,830 | Ownership: D (Direct)
Footnotes:
[F11] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,154.5100 - $1,155.2100. 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.
[Transaction #13]
Security: Common Stock
Date: 2026-05-15 | Code: S (Open market sale)
Shares: -50 | Price: $1,156.07
Total Value: $57,803.38
Shares Owned After: 4,780 | Ownership: D (Direct)
Footnotes:
[F12] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,155.7900 - $1,156.6200. 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.
[Transaction #14]
Security: Common Stock
Date: 2026-05-15 | Code: S (Open market sale)
Shares: -45 | Price: $1,158.62
Total Value: $52,137.86
Shares Owned After: 4,735 | Ownership: D (Direct)
Footnotes:
[F13] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,158.0000 - $1,158.9800. 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.
[Transaction #15]
Security: Common Stock
Date: 2026-05-15 | Code: S (Open market sale)
Shares: -95 | Price: $1,159.69
Total Value: $110,170.55
Shares Owned After: 4,640 | Ownership: D (Direct)
Footnotes:
[F14] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,159.1100 - $1,159.9300. 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.
[Transaction #16]
Security: Common Stock
Date: 2026-05-15 | Code: S (Open market sale)
Shares: -70 | Price: $1,160.33
Total Value: $81,223.10
Shares Owned After: 4,570 | Ownership: D (Direct)
Footnotes:
[F15] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,160.1400 - $1,160.4000. 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.
[Transaction #17]
Security: Common Stock
Date: 2026-05-15 | Code: S (Open market sale)
Shares: -110 | Price: $1,162.65
Total Value: $127,890.96
Shares Owned After: 4,460 | Ownership: D (Direct)
Footnotes:
[F16] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,162.0000 - $1,162.9600. 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.
[Transaction #18]
Security: Common Stock
Date: 2026-05-15 | Code: S (Open market sale)
Shares: -10 | Price: $1,163.19
Total Value: $11,631.90
Shares Owned After: 4,450 | Ownership: D (Direct)
[Transaction #19]
Security: Common Stock
Date: 2026-05-15 | Code: S (Open market sale)
Shares: -76 | Price: $1,164.94
Total Value: $88,535.23
Shares Owned After: 4,374 | Ownership: D (Direct)
Footnotes:
[F17] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,164.4200 - $1,165.3700. 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.
[Transaction #20]
Security: Common Stock
Date: 2026-05-15 | Code: S (Open market sale)
Shares: -177 | Price: $1,165.94
Total Value: $206,370.69
Shares Owned After: 4,197 | Ownership: D (Direct)
Footnotes:
[F18] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,165.5600 - $1,166.5500. 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.
[Transaction #21]
Security: Common Stock
Date: 2026-05-15 | Code: S (Open market sale)
Shares: -121 | Price: $1,167.02
Total Value: $141,209.17
Shares Owned After: 4,076 | Ownership: D (Direct)
Footnotes:
[F19] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,166.5600 - $1,167.4500. 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.
[Transaction #22]
Security: Common Stock
Date: 2026-05-15 | Code: S (Open market sale)
Shares: -186 | Price: $1,168.13
Total Value: $217,272.83
Shares Owned After: 3,890 | Ownership: D (Direct)
Footnotes:
[F20] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,167.6600 - $1,168.5800. 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.
[Transaction #23]
Security: Common Stock
Date: 2026-05-15 | Code: S (Open market sale)
Shares: -81 | Price: $1,169.13
Total Value: $94,699.81
Shares Owned After: 3,809 | Ownership: D (Direct)
Footnotes:
[F21] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,168.8900 - $1,169.7100. 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.
[Transaction #24]
Security: Common Stock
Date: 2026-05-15 | Code: S (Open market sale)
Shares: -26 | Price: $1,170.54
Total Value: $30,433.99
Shares Owned After: 3,783 | Ownership: D (Direct)
Footnotes:
[F22] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,170.1100 - $1,170.9200. 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.
[Transaction #25]
Security: Common Stock
Date: 2026-05-15 | Code: S (Open market sale)
Shares: -43 | Price: $1,172.05
Total Value: $50,398.01
Shares Owned After: 3,740 | Ownership: D (Direct)
Footnotes:
[F23] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,171.5400 - $1,172.3700. 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.
[Transaction #26]
Security: Common Stock
Date: 2026-05-15 | Code: S (Open market sale)
Shares: -63 | Price: $1,172.69
Total Value: $73,879.26
Shares Owned After: 3,677 | Ownership: D (Direct)
Footnotes:
[F24] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,172.5500 - $1,173.2400. 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.
[Transaction #27]
Security: Common Stock
Date: 2026-05-15 | Code: S (Open market sale)
Shares: -30 | Price: $1,174.39
Total Value: $35,231.61
Shares Owned After: 3,647 | Ownership: D (Direct)
Footnotes:
[F25] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,174.1600 - $1,175.1200. 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.
[Transaction #28]
Security: Common Stock
Date: 2026-05-15 | Code: S (Open market sale)
Shares: -47 | Price: $1,175.28
Total Value: $55,238.12
Shares Owned After: 3,600 | Ownership: D (Direct)
Footnotes:
[F26] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,175.1600 - $1,175.3100. 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.
--- Derivative Transactions ---
[Transaction #1]
Security: Stock Option
Date: 2026-05-15 | Code: M (Exercise of derivative)
Shares: -3,900 | Price: $0.00
Exercisable: N/A | Expires: 2027-11-08
Shares Owned After: 19,700 | Ownership: D (Direct)
--- Footnotes (Complete Index) ---
F1: Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,143.7200 - $1,144.6900. 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.
F10: Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,153.2000 - $1,154.0900. 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 $1,154.5100 - $1,155.2100. 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 $1,155.7900 - $1,156.6200. 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 $1,158.0000 - $1,158.9800. 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.
F14: Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,159.1100 - $1,159.9300. 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.
F15: Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,160.1400 - $1,160.4000. 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.
F16: Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,162.0000 - $1,162.9600. 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.
F17: Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,164.4200 - $1,165.3700. 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.
F18: Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,165.5600 - $1,166.5500. 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.
F19: Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,166.5600 - $1,167.4500. 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 $1,144.7200 - $1,145.6700. 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.
F20: Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,167.6600 - $1,168.5800. 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.
F21: Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,168.8900 - $1,169.7100. 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.
F22: Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,170.1100 - $1,170.9200. 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.
F23: Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,171.5400 - $1,172.3700. 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.
F24: Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,172.5500 - $1,173.2400. 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.
F25: Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,174.1600 - $1,175.1200. 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.
F26: Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,175.1600 - $1,175.3100. 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 $1,145.7400 - $1,146.5500. 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 $1,146.8600 - $1,147.8400. 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 $1,147.8600 - $1,148.8200. 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 $1,148.8600 - $1,149.8400. 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 $1,149.8800 - $1,150.8000. 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 $1,150.9100 - $1,151.8900. 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 $1,151.9400 - $1,152.6300. 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.
--- Signature ---
/s/ /s/ Rachel L. Quinlan as attorney in fact for Joel Reiss (2026-05-18)
