TransDigm Group INC — Director's Dealing 2020

Mar 17, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TransDigm Group INC (TDG)
CIK: 0001260221
Period of Report: 2020-03-12

Reporting Person: SMALL ROBERT J (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-03-12	Common Stock	P	1	$391.42	Acquired	1754823	Indirect
2020-03-12	Common Stock	P	1813	$394.13	Acquired	1756636	Indirect
2020-03-12	Common Stock	P	700	$394.72	Acquired	1757336	Indirect
2020-03-12	Common Stock	P	1110	$396.08	Acquired	1758446	Indirect
2020-03-12	Common Stock	P	2690	$396.91	Acquired	1761136	Indirect
2020-03-12	Common Stock	P	500	$398.84	Acquired	1761636	Indirect
2020-03-12	Common Stock	P	14445	$400.06	Acquired	1776081	Indirect
2020-03-12	Common Stock	P	15038	$400.74	Acquired	1791119	Indirect
2020-03-12	Common Stock	P	21889	$402.01	Acquired	1813008	Indirect
2020-03-12	Common Stock	P	11981	$402.76	Acquired	1824989	Indirect
2020-03-12	Common Stock	P	5256	$403.96	Acquired	1830245	Indirect
2020-03-12	Common Stock	P	7733	$404.95	Acquired	1837978	Indirect
2020-03-12	Common Stock	P	5738	$405.89	Acquired	1843716	Indirect
2020-03-12	Common Stock	P	4571	$406.87	Acquired	1848287	Indirect
2020-03-12	Common Stock	P	4952	$408.02	Acquired	1853239	Indirect
2020-03-12	Common Stock	P	6801	$408.91	Acquired	1860040	Indirect
2020-03-12	Common Stock	P	10484	$409.86	Acquired	1870524	Indirect
2020-03-12	Common Stock	P	2450	$410.84	Acquired	1872974	Indirect
2020-03-12	Common Stock	P	6149	$411.96	Acquired	1879123	Indirect
2020-03-12	Common Stock	P	3777	$413.01	Acquired	1882900	Indirect
2020-03-12	Common Stock	P	7078	$413.75	Acquired	1889978	Indirect
2020-03-12	Common Stock	P	3526	$414.85	Acquired	1893504	Indirect
2020-03-12	Common Stock	P	575	$415.84	Acquired	1894079	Indirect
2020-03-12	Common Stock	P	300	$417.24	Acquired	1894379	Indirect
2020-03-12	Common Stock	P	1100	$417.79	Acquired	1895479	Indirect
2020-03-12	Common Stock	P	1943	$419.23	Acquired	1897422	Indirect
2020-03-12	Common Stock	P	6342	$419.79	Acquired	1903764	Indirect
2020-03-12	Common Stock	P	2914	$421.06	Acquired	1906678	Indirect
2020-03-12	Common Stock	P	3386	$421.9	Acquired	1910064	Indirect
2020-03-12	Common Stock	P	1303	$422.66	Acquired	1911367	Indirect

Footnotes

F1: Represents shares held directly or indirectly by Berkshire Fund VIII, L.P. ("VIII"), Berkshire Fund VIII-A, L.P. ("VIII-A"), Berkshire Fund IX, L.P. ("IX"), Berkshire Fund IX-A, L.P. ("IX-A"), Berkshire Investors III LLC ("Investors III"), Berkshire Investors IV LLC ("Investors IV"), Stockbridge Fund, L.P. ("SF") and Stockbridge Absolute Return Fund, L.P. ("SARF") (collectively, the "Berkshire Entities"). Berkshire Partners Holdings LLC ("BPH") is the general partner of BPSP, L.P. ("BPSP"), which is the managing member of each of Berkshire Partners LLC, the registered investment adviser to VIII, VIII-A, IX, IX-A, Investors III and Investors IV ("BP"), and Stockbridge Partners LLC ("SP"), the registered investment adviser to SF and SARF. Eighth Berkshire Associates LLC ("8BA") is the general partner of each of VIII and VIII-A. Ninth Berkshire Associates LLC ("9BA") is the general partner of each of IX and IX-A.

F2: [Continued from Footnote 1] Stockbridge Associates LLC ("SA") is the general partner of each of SF and SARF. The Reporting Person is a managing member of each of BPH, BPSP, BP, SP, 8BA, 9BA, SA, Investors III and Investors IV. As such, the Reporting Person may be deemed to share voting and dispositive power with respect to the shares of the Issuer's common stock held by the Berkshire Entities. However, the Reporting Person disclaims beneficial ownership of these shares, except to the extent, if any, of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purposes.

F3: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $391.42 to $392.4199. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.

F4: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $393.42 to $394.4199. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.

F5: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $394.42 to $395.4199. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.

F6: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $395.42 to $396.4199. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.

F7: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $396.42 to $397.4199. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.

F8: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $398.42 to $399.4199. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.

F9: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $399.42 to $400.4199. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.

F10: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $400.42 to $401.4199. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.

F11: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $401.42 to $402.4199. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.

F12: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $402.42 to $403.4199. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.

F13: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $403.42 to $404.4199. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.

F14: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $404.42 to $405.4199. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.

F15: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $405.42 to $406.4199. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.

F16: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $406.42 to $407.4199. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.

F17: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $407.42 to $408.4199. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.

F18: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $408.42 to $409.4199. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.

F19: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $409.42 to $410.4199. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.

F20: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $410.42 to $411.4199. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.

F21: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $411.42 to $412.4199. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.

F22: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $412.42 to $413.4199. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.

F23: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $413.42 to $414.4199. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.

F24: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $414.42 to $415.4199. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.

F25: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $415.42 to $416.4199. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.

F26: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $416.42 to $417.4199. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.

F27: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $417.42 to $418.4199. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.

F28: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $418.42 to $419.4199. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.

F29: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $419.42 to $420.4199. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.

F30: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $420.42 to $421.4199. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.

F31: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $421.42 to $422.4199. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.

F32: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions within the range of $422.42 to $423.4199. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.