TransDigm Group INC — Director's Dealing 2015

May 27, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TransDigm Group INC (TDG)
CIK: 0001260221
Period of Report: 2015-05-26

Reporting Person: Iversen Bernt G II (Executive Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-05-26	Common Stock	M	5000	$22.21	Acquired	10010	Direct
2015-05-26	Common Stock	S	1726	$226.5598	Disposed	8284	Direct
2015-05-26	Common Stock	S	2467	$227.3462	Disposed	5817	Direct
2015-05-26	Common Stock	S	807	$228.3418	Disposed	5010	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-05-26	Stock Option	$22.21	M	5000	Disposed	2016-06-15	Common Stock (5000)	Direct

Footnotes

F1: Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $225.96 - $226.92. 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.

F2: Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $226.98 - $227.69. 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 $228.00 - $228.95. 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.