Statement of Changes in Beneficial Ownership (4)
11 March 2020 - 2:02AM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Howley W Nicholas |
2. Issuer Name and Ticker or Trading Symbol
TransDigm Group INC
[
TDG
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Exec. Chairman of the Board |
(Last)
(First)
(Middle)
1301 EAST NINTH STREET, SUITE 3000 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
3/9/2020 |
(Street)
CLEVELAND, OH 44114
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 3/9/2020 | | M | | 17083 | A | $82.67 | 17083 | I | W. Nicholas Howley Family Trust u/a/d 4/23/99 |
Common Stock | 3/9/2020 | | S | | 1025 | D | $451.4332 (1) | 16058 | I | W. Nicholas Howley Family Trust u/a/d 4/23/99 |
Common Stock | 3/9/2020 | | S | | 4606 | D | $452.703 (2) | 11452 | I | W. Nicholas Howley Family Trust u/a/d 4/23/99 |
Common Stock | 3/9/2020 | | S | | 3060 | D | $453.7385 (3) | 8392 | I | W. Nicholas Howley Family Trust u/a/d 4/23/99 |
Common Stock | 3/9/2020 | | S | | 4089 | D | $454.7071 (4) | 4303 | I | W. Nicholas Howley Family Trust u/a/d 4/23/99 |
Common Stock | 3/9/2020 | | S | | 1739 | D | $455.5749 (5) | 2564 | I | W. Nicholas Howley Family Trust u/a/d 4/23/99 |
Common Stock | 3/9/2020 | | S | | 606 | D | $456.5962 (6) | 1958 | I | W. Nicholas Howley Family Trust u/a/d 4/23/99 |
Common Stock | 3/9/2020 | | S | | 896 | D | $457.5383 (7) | 1062 | I | W. Nicholas Howley Family Trust u/a/d 4/23/99 |
Common Stock | 3/9/2020 | | S | | 600 | D | $459.1559 (8) | 462 | I | W. Nicholas Howley Family Trust u/a/d 4/23/99 |
Common Stock | 3/9/2020 | | S | | 300 | D | $460.955 (9) | 162 | I | W. Nicholas Howley Family Trust u/a/d 4/23/99 |
Common Stock | 3/9/2020 | | S | | 162 | D | $461.9272 (10) | 0 | I | W. Nicholas Howley Family Trust u/a/d 4/23/99 |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Stock Option | $82.67 | 3/9/2020 | | M | | | 17083 | 9/30/2014 | 3/4/2021 | Common Stock | 17083 | $0.00 | 170838 | I | W. Nicholas Howley Family Trust u/a/d 4/23/99 |
Explanation of Responses: |
(1) | Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $451.01 - $451.75. 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. |
(2) | Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $452.26 - $453.20. 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. |
(3) | Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $453.26 - $454.20. 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. |
(4) | Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $454.30 - $455.18. 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. |
(5) | Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $455.33 - $456.08. 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. |
(6) | Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $456.34 - $457.04. 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. |
(7) | Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $457.35 - $458.28. 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. |
(8) | Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $458.66 - $459.56. 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. |
(9) | Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $460.73 - $461.41. 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. |
(10) | Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $461.83 - $462.08. 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. |
Remarks: All transactions reported hereunder were made pursuant to an established 10b5-1 plan. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Howley W Nicholas 1301 EAST NINTH STREET SUITE 3000 CLEVELAND, OH 44114 | X |
| Exec. Chairman of the Board |
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Signatures
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Halle Fine Terrion as attorney in fact for W. Nicholas Howley. | | 3/10/2020 |
**Signature of Reporting Person | Date |
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