13D Filing: Berkshire Partners Holdings LLC and Transdigm Group Inc (TDG)

  (1)

NAME OF REPORTING PERSON:

Stockbridge Fund, L.P.

  (2)

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)  ☐        (b)  ☒

  (3)

SEC USE ONLY

  (4)

SOURCE OF FUNDS

OO

  (5)

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)

☐

  (6)

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

  (7)

SOLE VOTING POWER

0

  (8)

SHARED VOTING POWER

1,336,637

  (9)

SOLE DISPOSITIVE POWER

0

(10)

SHARED DISPOSITIVE POWER

1,336,637

(11)

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1,336,637

(12)

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES    ☐

(13)

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

2.6%¹

(14)

TYPE OF REPORTING PERSON

PN

Percentage calculations are based upon 52,023,814 issued and outstanding shares as of May 1, 2017, as reported in the Issuer’s Quarterly Report on Form 10-Q for the period ended April 1, 2017.