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TransDigm Group INC Director's Dealing 2012

Jan 6, 2012

29928_dirs_2012-01-06_3e1afec6-5b79-453f-a457-72e0d6edad98.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TransDigm Group INC (TDG)
CIK: 0001260221
Period of Report: 2012-01-05

Reporting Person: Skulina James (Executive Vice President)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2012-01-05 Common Stock M 8660 $3.35 Acquired 8660 Direct
2012-01-05 Common Stock S 1800 $92.33 Disposed 6860 Direct
2012-01-05 Common Stock S 1000 $93.49 Disposed 5860 Direct
2012-01-05 Common Stock S 3000 $94.66 Disposed 2860 Direct
2012-01-05 Common Stock S 2860 $95.21 Disposed 0 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2012-01-05 Stock Option $3.35 M 8660 Disposed 2012-07-19 Common Stock (8660) Direct

Footnotes

F1: Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $92.00 - $92.91. 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 $93.04 - $94.01. 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 $94.06 - $95.04. 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 $95.06 - $95.41. 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.