TransDigm Group INC·4

Jun 22, 4:50 PM ET

Howley W Nicholas 4

4 · TransDigm Group INC · Filed Jun 22, 2026

Research Summary

AI-generated summary of this filing

Updated

TransDigm (TDG) Director Howley Exercises Options, Sells 10,132 Shares

What Happened

  • W. Nicholas Howley, a director of TransDigm Group Inc. (TDG), exercised 10,132 options (transaction code M) on 2026-06-18 at an adjusted exercise price of $66.47 per share (total cash paid $673,474). The same 10,132 shares were sold in open-market transactions that day (transaction code S) for total gross proceeds of $13,369,723. Taken together this appears to be a cashless exercise/sale: shares were exercised and immediately sold.

Key Details

  • Transaction date: 2026-06-18; Form 4 filed: 2026-06-22 (filed within the SEC two-business-day requirement).
  • Exercise: 10,132 shares @ $66.47 each = $673,474 paid.
  • Sales: 10,132 shares sold in multiple blocks at varying prices; total proceeds reported = $13,369,723 (per-lot prices ranged roughly $1,305.00 to $1,337.05 per share per footnotes).
  • Net proceeds (gross sales minus exercise cost, before taxes/fees) ≈ $12.70M.
  • Footnote F1: the exercise price was adjusted for dividends declared since Aug 1, 2022. Multiple footnotes (F2–F21) note that reported sale prices are weighted averages for groups of trades and that the filer will provide per-price breakdowns on request.
  • Shares owned after the transaction are not specified in the provided extract.

Context

  • This is an options exercise followed by immediate sale of all resulting shares (commonly called a cashless exercise or sell-to-cover when proceeds are used to cover exercise cost/taxes). Such transactions are often routine and do not, by themselves, indicate insider sentiment about the company.
  • Transaction codes: M = option exercise/conversion; S = open market sale. The filing appears timely (no late filing flag).

Insider Transaction Report

Form 4
Period: 2026-06-18
Transactions
  • Exercise/Conversion

    Common Stock

    [F1]
    2026-06-18$66.47/sh+10,132$673,47431,679.513 total(indirect: By Trust)
  • Sale

    Common Stock

    [F2]
    2026-06-18$1305.19/sh112$146,18131,567.513 total(indirect: By Trust)
  • Sale

    Common Stock

    [F3]
    2026-06-18$1308.05/sh97$126,88131,470.513 total(indirect: By Trust)
  • Sale

    Common Stock

    [F4]
    2026-06-18$1308.92/sh115$150,52631,355.513 total(indirect: By Trust)
  • Sale

    Common Stock

    2026-06-18$1310.45/sh160$209,67331,195.513 total(indirect: By Trust)
  • Sale

    Common Stock

    [F5]
    2026-06-18$1314.60/sh964$1,267,27830,231.513 total(indirect: By Trust)
  • Sale

    Common Stock

    [F6]
    2026-06-18$1315.71/sh745$980,20429,486.513 total(indirect: By Trust)
  • Sale

    Common Stock

    [F7]
    2026-06-18$1316.86/sh1,376$1,811,99328,110.513 total(indirect: By Trust)
  • Sale

    Common Stock

    [F8]
    2026-06-18$1317.75/sh893$1,176,75327,217.513 total(indirect: By Trust)
  • Sale

    Common Stock

    [F9]
    2026-06-18$1318.84/sh1,925$2,538,77525,292.513 total(indirect: By Trust)
  • Sale

    Common Stock

    [F10]
    2026-06-18$1319.90/sh827$1,091,55724,465.513 total(indirect: By Trust)
  • Sale

    Common Stock

    [F11]
    2026-06-18$1321.13/sh268$354,06424,197.513 total(indirect: By Trust)
  • Sale

    Common Stock

    [F12]
    2026-06-18$1321.91/sh305$403,18423,892.513 total(indirect: By Trust)
  • Sale

    Common Stock

    [F13]
    2026-06-18$1323.27/sh677$895,85123,215.513 total(indirect: By Trust)
  • Sale

    Common Stock

    [F14]
    2026-06-18$1324.30/sh377$499,26222,838.513 total(indirect: By Trust)
  • Sale

    Common Stock

    [F15]
    2026-06-18$1325.63/sh257$340,68622,581.513 total(indirect: By Trust)
  • Sale

    Common Stock

    [F16]
    2026-06-18$1326.80/sh200$265,36022,381.513 total(indirect: By Trust)
  • Sale

    Common Stock

    [F17]
    2026-06-18$1328.46/sh245$325,47322,136.513 total(indirect: By Trust)
  • Sale

    Common Stock

    [F18]
    2026-06-18$1330.50/sh47$62,53422,089.513 total(indirect: By Trust)
  • Sale

    Common Stock

    2026-06-18$1331.73/sh13$17,31322,076.513 total(indirect: By Trust)
  • Sale

    Common Stock

    [F19]
    2026-06-18$1333.62/sh275$366,74721,801.513 total(indirect: By Trust)
  • Sale

    Common Stock

    [F20]
    2026-06-18$1334.72/sh78$104,10821,723.513 total(indirect: By Trust)
  • Sale

    Common Stock

    [F21]
    2026-06-18$1337.05/sh176$235,32021,547.513 total(indirect: By Trust)
  • Exercise/Conversion

    Stock Option

    2026-06-1810,13221,964 total(indirect: By Trust)
    Exercise: $66.47From: 2018-09-30Exp: 2027-11-08Common Stock (10,132 underlying)
Footnotes (21)
  • [F1]The exercise price has been adjusted for dividends declared since August 1, 2022.
  • [F10]Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,319.3600 - $1,320.3500. 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.
  • [F11]Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,320.4000 - $1,321.2800. 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.
  • [F12]Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,321.4700 - $1,322.1500. 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.
  • [F13]Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,322.8500 - $1,323.8300. 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.
  • [F14]Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,323.8700 - $1,324.8600. 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.
  • [F15]Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,325.3250 - $1,326.0000. 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.
  • [F16]Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,326.7500 - $1,327.7300. 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.
  • [F17]Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,328.3250 - $1,329.1800. 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.
  • [F18]Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,330.3500 - $1,331.1900. 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.
  • [F19]Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,333.4500 - $1,334.2750. 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 $1,305.0000 - $1,305.2100. 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.
  • [F20]Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,334.7100 - $1,335.1550. 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.
  • [F21]Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,336.9750 - $1,337.0550. 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 $1,307.4850 - $1,308.3400. 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 $1,308.7700 - $1,309.0450. 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.
  • [F5]Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,314.1300 - $1,315.1000. 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.
  • [F6]Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,315.2900 - $1,316.2800. 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.
  • [F7]Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,316.2900 - $1,317.2800. 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.
  • [F8]Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,317.3150 - $1,318.2900. 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.
  • [F9]Price reported constitutes the average weighted price of shares sold. Shares were sold at varying prices in the range of $1,318.3600 - $1,319.3050. 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.
Signature
/s/ Rachel L. Quinlan as attorney in fact for W. Nicholas Howley|2026-06-22

Documents

1 file
  • 4
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    PRIMARY DOCUMENT