Form 4: TransDigm Director Sells Shares Under 10b5-1 Plan

Sentiment:

Insider Transaction Report 6 January 2026 4:32 PM

TransDigm Group Director Kevin Stein executed pre-planned transactions, exercising stock options and selling an equivalent number of common shares.

Summary

Kevin M Stein, a Director of TransDigm Group INC (TDG), executed pre-planned transactions on January 5, 2026, under a Rule 10b5-1 plan.
Exercised 17,940 stock options at an adjusted price of $105.88 per share.
Exercised an additional 7,060 stock options at an adjusted price of $341.28 per share.
Simultaneously sold a total of 25,000 shares of common stock (17,940 + 7,060) at weighted average prices ranging from $1,361.59 to $1,387.035 per share.
Following these transactions, Kevin Stein indirectly beneficially owns 8,158 shares of common stock through the Fortuna Trust dated June 1, 2018.
The exercise prices for the stock options were adjusted for dividends declared since August 1, 2022.
The reporting person still indirectly holds 20,000 stock options (exercisable 09/30/2018, expiring 04/25/2028) and 42,940 stock options (exercisable 09/30/2023, expiring 11/15/2029) through the Fortuna Trust.

Sentiment

Score: 6

Explanation: The transactions represent a pre-planned exercise of options and subsequent sale of shares by a director. While it involves a reduction in direct shareholding, it's a routine event for executives managing their equity compensation and not necessarily indicative of a negative outlook on the company. The significant profit realized from option exercises is a positive for the individual.

Positives

Director Kevin Stein exercised stock options at significantly lower prices ($105.88 and $341.28) compared to the market sale prices (ranging from $1,361.59 to $1,387.035), indicating a substantial personal gain.
The transactions were executed under a Rule 10b5-1 plan, demonstrating pre-planned and automated trading, which can reduce concerns about opportunistic insider trading.

Negatives

A significant number of shares (25,000) were sold by a director, which could be interpreted as a reduction in direct insider exposure to the company's equity.

Future Outlook

Industry Context

Related Party Transactions

All transactions were conducted indirectly through the Fortuna Trust dated June 1, 2018, which is associated with the reporting person.

Stakeholder Impact

Shareholders may observe a reduction in direct insider ownership, though the transactions were pre-planned.
The company's overall equity structure remains largely unaffected by these individual transactions.

Key Dates

Date	Description
06/01/2018	Date of Fortuna Trust.
09/30/2018	Date when 17,940 stock options became exercisable.
08/01/2022	Date from which stock option exercise prices were adjusted for dividends.
09/30/2023	Date when 7,060 stock options became exercisable.
01/05/2026	Date of earliest transaction (option exercises and common stock sales).
01/06/2026	Signature date of the reporting person's attorney-in-fact.
04/25/2028	Expiration date for 17,940 stock options.
11/15/2029	Expiration date for 7,060 stock options.

Recommendation

hold

The filing details routine, pre-planned insider transactions (option exercises and sales) by a director. While it shows a reduction in direct shareholding, it is not indicative of a change in company fundamentals or a lack of confidence, as it was executed under a Rule 10b5-1 plan. Therefore, it does not provide a strong signal for a 'buy' or 'sell' recommendation, suggesting a 'hold' position based solely on this filing.

Keywords

TransDigm Group, TDG, SEC Form 4, Insider Trading, Stock Options, Share Sale, Rule 10b5-1, Director Transactions, Equity Compensation

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