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Filing Details

Accession Number:: 0000904454-13-000382
Form Type:: 4/A
Zero Holdings:: No
Publication Time:: 2013-03-06 09:34:35
Reporting Period:: 2013-02-06

Filing Date:: 2013-03-06
Accepted Time:: 2013-03-06 09:34:35
Original Submission Date:: 2013-02-08
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1260221	Transdigm Group Inc	TDG	Aircraft Parts & Auxiliary Equipment, Nec (3728)	510484716

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1234544	J Robert Small	C/O Berkshire Partners Llc 200 Clarendon Street, 35Th Floor Boston, MA 02116		Yes	No	No	No

Reported Non-Derivative Transactions

Show Other Fields >>

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2013-02-06	21,387	$139.64	3,823,752	No	4	P	Indirect	By Berkshire Entities
Common Stock	Acquisiton	2013-02-06	831	$139.64	159,493	No	4	P	Indirect	By Stockbridge Partners LLC
Common Stock	Acquisiton	2013-02-07	48,980	$140.34	3,872,732	No	4	P	Indirect	By Berkshire Entities
Common Stock	Acquisiton	2013-02-07	12,082	$143.11	3,884,814	No	4	P	Indirect	By Berkshire Entities
Common Stock	Acquisiton	2013-02-07	3,420	$140.34	162,913	No	4	P	Indirect	By Stockbridge Partners LLC
Common Stock	Acquisiton	2013-02-07	844	$143.11	163,757	No	4	P	Indirect	By Stockbridge Partners LLC
Common Stock	Acquisiton	2013-02-08	9,480	$143.87	3,894,294	No	4	P	Indirect	By Berkshire Entities
Common Stock	Acquisiton	2013-02-08	78,800	$144.47	3,973,094	No	4	P	Indirect	By Berkshire Entities
Common Stock	Acquisiton	2013-02-08	473	$143.87	164,230	No	4	P	Indirect	By Stockbridge Partners LLC
Common Stock	Acquisiton	2013-02-08	3,933	$144.47	168,163	No	4	P	Indirect	By Stockbridge Partners LLC

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	By Berkshire Entities
No	4	P	Indirect	By Stockbridge Partners LLC
No	4	P	Indirect	By Berkshire Entities
No	4	P	Indirect	By Berkshire Entities
No	4	P	Indirect	By Stockbridge Partners LLC
No	4	P	Indirect	By Stockbridge Partners LLC
No	4	P	Indirect	By Berkshire Entities
No	4	P	Indirect	By Berkshire Entities
No	4	P	Indirect	By Stockbridge Partners LLC
No	4	P	Indirect	By Stockbridge Partners LLC

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	24,901	Direct

Footnotes

Represents shares acquired by certain of the Berkshire Entities (as defined below), consistent with their investment objective of achieving capital appreciation by investing primarily in marketable securities. This Form 4 has been filed because the Reporting Person is a director of the Issuer and a managing member of, or managing member of the general partner of, each of the Berkshire Entities. As such, the Reporting Person may be deemed to have shared voting and/or dispositive power over the shares held by the Berkshire Entities. However, the Reporting Person disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein.
Represents shares acquired by Stockbridge Partners LLC and held on behalf of a managed account over which it has shared voting and sole dispositive power. This Form 4 has been filed because the Reporting Person is a director of the Issuer and a managing member of Stockbridge Partners LLC. As such, the Reporting Person may be deemed to have shared voting and/or dispositive power over these shares. However, the Reporting Person disclaim beneficial ownership of these shares, except to the extent of his pecuniary interest, if any, therein.
The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $139.17 to $139.70. 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.
The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $139.955 to $140.50. 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.
The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $143.045 to $143.15. 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.
The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $143.20 to $144.19. 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.
The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $144.20 to $144.50. 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.
Owned by Berkshire Fund VII, L.P. ("VII"), Berkshire Fund VII-A, L.P. ("VII-A"), Berkshire Investors LLC ("Investors"), Berkshire Investors III LLC ("Investors III"), Stockbridge Fund, L.P. ("SF"), Stockbridge Fund M, L.P. ("SFM"), Stockbridge Absolute Return Fund, L.P. ("SARF") and Stockbridge Master Fund (OS), L.P. ("SOS") (collectively, the "Berkshire Entities"). Seventh Berkshire Associates LLC ("7BA") is the general partner of each of VII and VII-A. Stockbridge Associates LLC ("SA") is the general partner of SF, SFM, SARF and SOS. The Reporting Person is a managing member of each of 7BA, SA, Investors and Investors III. As such, the Reporting Person may be deemed to have shared voting and/or dispositive power over the shares held by such entities. However, the Reporting Person disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest therein.
This Amendment is being filed solely to correct a typrographical error in the transaction date in the original Form 4 filed on February 8, 2013.