=== SEC Form 4 — Statement of Changes in Beneficial Ownership ===
Document Type: 4
Period of Report: 2026-02-17
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: 2026-02-17 | 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: 2026-02-17 | Code: S (Open market sale)
Shares: -27 | Price: $1,279.68
Total Value: $34,551.25
Shares Owned After: 7,473 | 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 $1,279.3400 - $1,280.3100. 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.
[Transaction #3]
Security: Common Stock
Date: 2026-02-17 | Code: S (Open market sale)
Shares: -113 | Price: $1,280.72
Total Value: $144,721.34
Shares Owned After: 7,360 | 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 $1,280.3500 - $1,281.1200. 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 #4]
Security: Common Stock
Date: 2026-02-17 | Code: S (Open market sale)
Shares: -99 | Price: $1,282.44
Total Value: $126,961.28
Shares Owned After: 7,261 | 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 $1,281.9100 - $1,282.8900. 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 #5]
Security: Common Stock
Date: 2026-02-17 | Code: S (Open market sale)
Shares: -71 | Price: $1,283.22
Total Value: $91,108.74
Shares Owned After: 7,190 | 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 $1,283.0900 - $1,284.0000. 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 #6]
Security: Common Stock
Date: 2026-02-17 | Code: S (Open market sale)
Shares: -120 | Price: $1,284.71
Total Value: $154,165.57
Shares Owned After: 7,070 | 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 $1,284.3000 - $1,285.2300. 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: 2026-02-17 | Code: S (Open market sale)
Shares: -120 | Price: $1,286.06
Total Value: $154,327.01
Shares Owned After: 6,950 | 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 $1,285.5900 - $1,286.4800. 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: 2026-02-17 | Code: S (Open market sale)
Shares: -106 | Price: $1,287.16
Total Value: $136,438.84
Shares Owned After: 6,844 | 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 $1,286.6100 - $1,287.5600. 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: 2026-02-17 | Code: S (Open market sale)
Shares: -104 | Price: $1,287.99
Total Value: $133,950.73
Shares Owned After: 6,740 | 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 $1,287.6200 - $1,288.5500. 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 #10]
Security: Common Stock
Date: 2026-02-17 | Code: S (Open market sale)
Shares: -140 | Price: $1,289.10
Total Value: $180,474.62
Shares Owned After: 6,600 | 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 $1,288.7000 - $1,289.4200. 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 #11]
Security: Common Stock
Date: 2026-02-17 | Code: S (Open market sale)
Shares: -140 | Price: $1,290.22
Total Value: $180,630.67
Shares Owned After: 6,460 | 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 $1,289.7000 - $1,290.6300. 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 #12]
Security: Common Stock
Date: 2026-02-17 | Code: S (Open market sale)
Shares: -182 | Price: $1,291.11
Total Value: $234,981.86
Shares Owned After: 6,278 | 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 $1,290.7500 - $1,291.6500. 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: 2026-02-17 | Code: S (Open market sale)
Shares: -214 | Price: $1,292.35
Total Value: $276,563.37
Shares Owned After: 6,064 | 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 $1,291.8700 - $1,292.8600. 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: 2026-02-17 | Code: S (Open market sale)
Shares: -361 | Price: $1,293.21
Total Value: $466,849.82
Shares Owned After: 5,703 | 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 $1,292.9000 - $1,293.7800. 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: 2026-02-17 | Code: S (Open market sale)
Shares: -172 | Price: $1,294.31
Total Value: $222,620.72
Shares Owned After: 5,531 | 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 $1,293.9000 - $1,294.8300. 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 #16]
Security: Common Stock
Date: 2026-02-17 | Code: S (Open market sale)
Shares: -266 | Price: $1,295.50
Total Value: $344,603.59
Shares Owned After: 5,265 | 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 $1,294.9800 - $1,295.9400. 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: 2026-02-17 | Code: S (Open market sale)
Shares: -248 | Price: $1,296.63
Total Value: $321,563.60
Shares Owned After: 5,017 | 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 $1,296.0800 - $1,297.0700. 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 #18]
Security: Common Stock
Date: 2026-02-17 | Code: S (Open market sale)
Shares: -326 | Price: $1,297.49
Total Value: $422,981.51
Shares Owned After: 4,691 | 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 $1,297.1700 - $1,298.0500. 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 #19]
Security: Common Stock
Date: 2026-02-17 | Code: S (Open market sale)
Shares: -392 | Price: $1,298.74
Total Value: $509,105.73
Shares Owned After: 4,299 | 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 $1,298.2500 - $1,299.1700. 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: 2026-02-17 | Code: S (Open market sale)
Shares: -220 | Price: $1,299.56
Total Value: $285,902.21
Shares Owned After: 4,079 | 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 $1,299.2500 - $1,300.0800. 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: 2026-02-17 | Code: S (Open market sale)
Shares: -330 | Price: $1,300.91
Total Value: $429,299.21
Shares Owned After: 3,749 | 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 $1,300.2800 - $1,301.1900. 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: 2026-02-17 | Code: S (Open market sale)
Shares: -29 | Price: $1,302.41
Total Value: $37,770.00
Shares Owned After: 3,720 | 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 $1,302.2000 - $1,302.5200. 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: 2026-02-17 | Code: S (Open market sale)
Shares: -50 | Price: $1,303.99
Total Value: $65,199.26
Shares Owned After: 3,670 | 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 $1,303.7400 - $1,304.4100. 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.
[Transaction #24]
Security: Common Stock
Date: 2026-02-17 | Code: S (Open market sale)
Shares: -70 | Price: $1,305.28
Total Value: $91,369.64
Shares Owned After: 3,600 | 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 $1,305.0800 - $1,305.6200. 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.
--- Derivative Transactions ---
[Transaction #1]
Security: Stock Option
Date: 2026-02-17 | Code: M (Exercise of derivative)
Shares: -3,900 | Price: $0.00
Exercisable: N/A | Expires: 2027-11-08
Shares Owned After: 31,400 | 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 $1,279.3400 - $1,280.3100. 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.
F10: Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,289.7000 - $1,290.6300. 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.
F11: Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,290.7500 - $1,291.6500. 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 $1,291.8700 - $1,292.8600. 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 $1,292.9000 - $1,293.7800. 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 $1,293.9000 - $1,294.8300. 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.
F15: Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,294.9800 - $1,295.9400. 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 $1,296.0800 - $1,297.0700. 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.
F17: Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,297.1700 - $1,298.0500. 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 $1,298.2500 - $1,299.1700. 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 $1,299.2500 - $1,300.0800. 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 $1,280.3500 - $1,281.1200. 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.
F20: Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,300.2800 - $1,301.1900. 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 $1,302.2000 - $1,302.5200. 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 $1,303.7400 - $1,304.4100. 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.
F23: Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,305.0800 - $1,305.6200. 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.
F3: Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,281.9100 - $1,282.8900. 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.
F4: Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,283.0900 - $1,284.0000. 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.
F5: Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,284.3000 - $1,285.2300. 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 $1,285.5900 - $1,286.4800. 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 $1,286.6100 - $1,287.5600. 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 $1,287.6200 - $1,288.5500. 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.
F9: Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,288.7000 - $1,289.4200. 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.
--- Signature ---
/s/ /s/ Rachel L. Quinlan as attorney in fact for Joel Reiss (2026-02-18)
