X0306 4 2017-02-10 0001411207 Allison Transmission Holdings Inc ALSN 0001564787 Denison David ONE ALLISON WAY INDIANAPOLIS IN 46222 1 0 0 0 Deferred Stock Units 2017-02-10 4 A 0 597 0 A Common Stock 597 25910 D Each deferred stock unit ("DSU") is the economic equivalent of one share of Allison Transmission Holdings, Inc.'s (the "Company") common stock. The DSUs become payable, in common stock, or at the Company's election, cash, at the earlier of the reporting person's separation from service or a change in control. DSUs earn dividend equivalents when dividends are declared on the Company's common stock. These DSUs represent a quarterly payment of the portion of the reporting person's annual retainer and other fees under the Company's Second Amended and Restated Non-Employee Director Compensation Policy deferred pursuant to the Company's Amended and Restated Non-Employee Director Deferred Compensation Plan. The annual retainer and other fees are payable quarterly in arrears. The number of DSUs received was calculated based on $37.68, which was the closing price of the Company's common stock on the date of grant. /s/ Eric C. Scroggins, attorney-in-fact 2017-02-14