TransDigm Group INC — Director's Dealing 2012

Nov 26, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TransDigm Group INC (TDG)
CIK: 0001260221
Period of Report: 2012-11-21

Reporting Person: Henderson Robert S (Exec.V.P.)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-11-21	Common Stock	M	5480	$6.68	Acquired	5480	Direct
2012-11-21	Common Stock	M	748	$13.37	Acquired	6228	Direct
2012-11-21	Common Stock	S	4161	$131.165	Disposed	2067	Direct
2012-11-21	Common Stock	S	2067	$131.738	Disposed	0	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-11-21	Stock Option	$6.68	M	5480	Disposed	2013-08-05	Common Stock (5480)	Direct
2012-11-21	Stock Option	$13.37	M	748	Disposed	2013-08-05	Common Stock (748)	Direct

Footnotes

F1: Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $130.56 - $131.55. 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 $131.56 - $131.92. 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.