0000904454-13-000382.txt : 20130306 0000904454-13-000382.hdr.sgml : 20130306 20130306093435 ACCESSION NUMBER: 0000904454-13-000382 CONFORMED SUBMISSION TYPE: 4/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20130206 FILED AS OF DATE: 20130306 DATE AS OF CHANGE: 20130306 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SMALL ROBERT J CENTRAL INDEX KEY: 0001234544 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-32833 FILM NUMBER: 13668332 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: TransDigm Group INC CENTRAL INDEX KEY: 0001260221 STANDARD INDUSTRIAL CLASSIFICATION: AIRCRAFT PART & AUXILIARY EQUIPMENT, NEC [3728] IRS NUMBER: 510484716 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 BUSINESS ADDRESS: STREET 1: 1301 EAST 9TH STREET STREET 2: SUITE 3710 CITY: CLEVELAND STATE: OH ZIP: 44114 BUSINESS PHONE: 216 706 2939 MAIL ADDRESS: STREET 1: 1301 EAST 9TH STREET STREET 2: SUITE 3710 CITY: CLEVELAND STATE: OH ZIP: 44114 FORMER COMPANY: FORMER CONFORMED NAME: TD HOLDING CORP DATE OF NAME CHANGE: 20030818 4/A 1 edgar.xml PRIMARY DOCUMENT X0306 4/A 2013-02-06 2013-02-08 0001260221 TransDigm Group INC TDG 0001234544 SMALL ROBERT J C/O BERKSHIRE PARTNERS LLC 200 CLARENDON STREET, 35TH FLOOR BOSTON, MA 02116 1 0 0 0 Common Stock 2013-02-06 4 P 0 21387 139.6375 A 3823752 I By Berkshire Entities Common Stock 2013-02-06 4 P 0 831 139.6375 A 159493 I By Stockbridge Partners LLC Common Stock 2013-02-07 4 P 0 48980 140.344 A 3872732 I By Berkshire Entities Common Stock 2013-02-07 4 P 0 12082 143.112 A 3884814 I By Berkshire Entities Common Stock 2013-02-07 4 P 0 3420 140.344 A 162913 I By Stockbridge Partners LLC Common Stock 2013-02-07 4 P 0 844 143.112 A 163757 I By Stockbridge Partners LLC Common Stock 2013-02-08 4 P 0 9480 143.8673 A 3894294 I By Berkshire Entities Common Stock 2013-02-08 4 P 0 78800 144.4715 A 3973094 I By Berkshire Entities Common Stock 2013-02-08 4 P 0 473 143.8673 A 164230 I By Stockbridge Partners LLC Common Stock 2013-02-08 4 P 0 3933 144.4715 A 168163 I By Stockbridge Partners LLC Common Stock 24901 D 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. /s/ Robert J. Small 2013-03-05