=== SEC Form 4 — Statement of Changes in Beneficial Ownership ===
Document Type: 4
Period of Report: 2026-03-18
10b5-1 Pre-arranged Plan: Yes
--- Issuer ---
Name: TransDigm Group INC (TDG)
CIK: 0001260221
--- Reporting Owner ---
Name: Howley W Nicholas
CIK: 0001352573
Role: Director
--- Non-Derivative Transactions ---
[Transaction #1]
Security: Common Stock
Date: 2026-03-18 | Code: M (Exercise of derivative)
Shares: +10,132 | Price: $50.92
Total Value: $515,921.44
Shares Owned After: 31,679.513 | Ownership: I (Indirect) | Nature: W. Nicholas Howley Family Trust u/a/d 4/23/99
Footnotes:
[F1] The exercise price has been adjusted for dividends declared since August 1, 2022.
[Transaction #2]
Security: Common Stock
Date: 2026-03-18 | Code: S (Open market sale)
Shares: -202 | Price: $1,205.42
Total Value: $243,493.85
Shares Owned After: 31,477.513 | Ownership: I (Indirect) | Nature: W. Nicholas Howley Family Trust u/a/d 4/23/99
Footnotes:
[F2] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,204.7700 - $1,205.7375. 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: 2026-03-18 | Code: S (Open market sale)
Shares: -507 | Price: $1,206.05
Total Value: $611,466.13
Shares Owned After: 30,970.513 | Ownership: I (Indirect) | Nature: W. Nicholas Howley Family Trust u/a/d 4/23/99
Footnotes:
[F3] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,205.7750 - $1,206.7400. 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: 2026-03-18 | Code: S (Open market sale)
Shares: -91 | Price: $1,207.38
Total Value: $109,871.55
Shares Owned After: 30,879.513 | Ownership: I (Indirect) | Nature: W. Nicholas Howley Family Trust u/a/d 4/23/99
Footnotes:
[F4] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,206.8700 - $1,207.8300. 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
[Transaction #5]
Security: Common Stock
Date: 2026-03-18 | Code: S (Open market sale)
Shares: -324 | Price: $1,208.56
Total Value: $391,572.01
Shares Owned After: 30,555.513 | Ownership: I (Indirect) | Nature: W. Nicholas Howley Family Trust u/a/d 4/23/99
Footnotes:
[F5] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,207.9700 - $1,208.8250. 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: 2026-03-18 | Code: S (Open market sale)
Shares: -1,246 | Price: $1,209.52
Total Value: $1,507,061.30
Shares Owned After: 29,309.513 | Ownership: I (Indirect) | Nature: W. Nicholas Howley Family Trust u/a/d 4/23/99
Footnotes:
[F6] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,209.0000 - $1,209.9450. 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: 2026-03-18 | Code: S (Open market sale)
Shares: -1,376 | Price: $1,210.39
Total Value: $1,665,496.09
Shares Owned After: 27,933.513 | Ownership: I (Indirect) | Nature: W. Nicholas Howley Family Trust u/a/d 4/23/99
Footnotes:
[F7] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,210.0100 - $1,211.0000. 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: 2026-03-18 | Code: S (Open market sale)
Shares: -1,182 | Price: $1,211.46
Total Value: $1,431,951.04
Shares Owned After: 26,751.513 | Ownership: I (Indirect) | Nature: W. Nicholas Howley Family Trust u/a/d 4/23/99
Footnotes:
[F8] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,211.0150 - $1,212.0000. 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: 2026-03-18 | Code: S (Open market sale)
Shares: -2,025 | Price: $1,212.57
Total Value: $2,455,457.69
Shares Owned After: 24,726.513 | Ownership: I (Indirect) | Nature: W. Nicholas Howley Family Trust u/a/d 4/23/99
Footnotes:
[F9] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,212.0350 - $1,213.0100. 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: 2026-03-18 | Code: S (Open market sale)
Shares: -1,159 | Price: $1,213.45
Total Value: $1,406,385.88
Shares Owned After: 23,567.513 | Ownership: I (Indirect) | Nature: W. Nicholas Howley Family Trust u/a/d 4/23/99
Footnotes:
[F10] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,213.0400 - $1,214.0150. 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: 2026-03-18 | Code: S (Open market sale)
Shares: -552 | Price: $1,214.40
Total Value: $670,350.90
Shares Owned After: 23,015.513 | Ownership: I (Indirect) | Nature: W. Nicholas Howley Family Trust u/a/d 4/23/99
Footnotes:
[F11] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,214.0700 - $1,215.0550. 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: 2026-03-18 | Code: S (Open market sale)
Shares: -125 | Price: $1,215.51
Total Value: $151,938.39
Shares Owned After: 22,890.513 | Ownership: I (Indirect) | Nature: W. Nicholas Howley Family Trust u/a/d 4/23/99
Footnotes:
[F12] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,215.1175 - $1,215.5300. 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: 2026-03-18 | Code: S (Open market sale)
Shares: -188 | Price: $1,216.63
Total Value: $228,727.17
Shares Owned After: 22,702.513 | Ownership: I (Indirect) | Nature: W. Nicholas Howley Family Trust u/a/d 4/23/99
Footnotes:
[F13] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,216.3200 - $1,216.9800. 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 #14]
Security: Common Stock
Date: 2026-03-18 | Code: S (Open market sale)
Shares: -80 | Price: $1,217.57
Total Value: $97,405.90
Shares Owned After: 22,622.513 | Ownership: I (Indirect) | Nature: W. Nicholas Howley Family Trust u/a/d 4/23/99
Footnotes:
[F14] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,217.4800 - $1,217.6300. 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 #15]
Security: Common Stock
Date: 2026-03-18 | Code: S (Open market sale)
Shares: -49 | Price: $1,218.80
Total Value: $59,721.09
Shares Owned After: 22,573.513 | Ownership: I (Indirect) | Nature: W. Nicholas Howley Family Trust u/a/d 4/23/99
Footnotes:
[F15] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,218.7800 - $1,218.8400. 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 #16]
Security: Common Stock
Date: 2026-03-18 | Code: S (Open market sale)
Shares: -90 | Price: $1,220.61
Total Value: $109,854.75
Shares Owned After: 22,483.513 | Ownership: I (Indirect) | Nature: W. Nicholas Howley Family Trust u/a/d 4/23/99
Footnotes:
[F16] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,220.1850 - $1,220.8200. 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 #17]
Security: Common Stock
Date: 2026-03-18 | Code: S (Open market sale)
Shares: -40 | Price: $1,221.44
Total Value: $48,857.55
Shares Owned After: 22,443.513 | Ownership: I (Indirect) | Nature: W. Nicholas Howley Family Trust u/a/d 4/23/99
Footnotes:
[F17] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,221.2350 - $1,222.0500. 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: 2026-03-18 | Code: S (Open market sale)
Shares: -29 | Price: $1,222.38
Total Value: $35,449.01
Shares Owned After: 22,414.513 | Ownership: I (Indirect) | Nature: W. Nicholas Howley Family Trust u/a/d 4/23/99
Footnotes:
[F18] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,222.2900 - $1,222.4200. 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 #19]
Security: Common Stock
Date: 2026-03-18 | Code: S (Open market sale)
Shares: -10 | Price: $1,223.80
Total Value: $12,237.95
Shares Owned After: 22,404.513 | Ownership: I (Indirect) | Nature: W. Nicholas Howley Family Trust u/a/d 4/23/99
[Transaction #20]
Security: Common Stock
Date: 2026-03-18 | Code: S (Open market sale)
Shares: -70 | Price: $1,225.10
Total Value: $85,756.80
Shares Owned After: 22,334.513 | Ownership: I (Indirect) | Nature: W. Nicholas Howley Family Trust u/a/d 4/23/99
Footnotes:
[F19] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,224.7900 - $1,225.2200. 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: 2026-03-18 | Code: S (Open market sale)
Shares: -38 | Price: $1,226.44
Total Value: $46,604.72
Shares Owned After: 22,296.513 | Ownership: I (Indirect) | Nature: W. Nicholas Howley Family Trust u/a/d 4/23/99
[Transaction #22]
Security: Common Stock
Date: 2026-03-18 | Code: S (Open market sale)
Shares: -120 | Price: $1,228.44
Total Value: $147,412.32
Shares Owned After: 22,176.513 | Ownership: I (Indirect) | Nature: W. Nicholas Howley Family Trust u/a/d 4/23/99
Footnotes:
[F20] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,228.1150 - $1,228.5250. 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: 2026-03-18 | Code: S (Open market sale)
Shares: -521 | Price: $1,229.51
Total Value: $640,572.78
Shares Owned After: 21,655.513 | Ownership: I (Indirect) | Nature: W. Nicholas Howley Family Trust u/a/d 4/23/99
Footnotes:
[F21] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,229.1600 - $1,230.0700. 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: 2026-03-18 | Code: S (Open market sale)
Shares: -108 | Price: $1,231.34
Total Value: $132,984.88
Shares Owned After: 21,547.513 | Ownership: I (Indirect) | Nature: W. Nicholas Howley Family Trust u/a/d 4/23/99
Footnotes:
[F22] Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,230.9050 - $1,231.7350. 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: 2026-03-18 | Code: M (Exercise of derivative)
Shares: -10,132 | Price: $0.00
Exercisable: N/A | Expires: 2026-11-10
Shares Owned After: 7,908 | Ownership: I (Indirect) | Nature: W. Nicholas Howley Family Trust u/a/d 4/23/99
Footnotes:
[F1] The exercise price has been adjusted for dividends declared since August 1, 2022.
--- Footnotes (Complete Index) ---
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 $1,213.0400 - $1,214.0150. 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 $1,214.0700 - $1,215.0550. 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 $1,215.1175 - $1,215.5300. 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 $1,216.3200 - $1,216.9800. 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 $1,217.4800 - $1,217.6300. 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
F15: Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,218.7800 - $1,218.8400. 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
F16: Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,220.1850 - $1,220.8200. 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
F17: Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,221.2350 - $1,222.0500. 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 $1,222.2900 - $1,222.4200. 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 $1,224.7900 - $1,225.2200. 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 $1,204.7700 - $1,205.7375. 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 $1,228.1150 - $1,228.5250. 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 $1,229.1600 - $1,230.0700. 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 $1,230.9050 - $1,231.7350. 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 $1,205.7750 - $1,206.7400. 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 $1,206.8700 - $1,207.8300. 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
F5: Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,207.9700 - $1,208.8250. 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 $1,209.0000 - $1,209.9450. 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 $1,210.0100 - $1,211.0000. 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 $1,211.0150 - $1,212.0000. 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 $1,212.0350 - $1,213.0100. 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 W. Nicholas Howley (2026-03-19)
