TransDigm Group INC
For the period ended Sep 30, 2024. Filed Nov 7, 2024.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2024 · Filed Nov 7, 2024
TDG$1,225.54+0.5%Stored close · as of Nov 10, 2026
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ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
- EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
(a) Documents Filed with Report
(a) (1) Financial Statements
| Page | |
| Report of Independent Registered Public Accounting Firm (Ernst & Young LLP, PCAOB ID: 42) | F-1 |
|---|---|
| Consolidated Balance Sheets as of September 30, 2024 and 2023 | F-3 |
| Consolidated Statements of Income for Fiscal Years Ended September 30, 2024, 2023 and 2022 | F-4 |
| Consolidated Statements of Comprehensive Income for Fiscal Years Ended September 30, 2024, 2023 and 2022 | F-5 |
| Consolidated Statements of Changes in Stockholders’ Deficit for Fiscal Years Ended September 30, 2024, 2023 and 2022 | F-6 |
| Consolidated Statements of Cash Flows for Fiscal Years Ended September 30, 2024, 2023 and 2022 | F-7 |
| Notes to Consolidated Financial Statements for Fiscal Years Ended September 30, 2024, 2023 and 2022 | F-8 to F-45 |
| (a) (2) Financial Statement Schedules | |
| Valuation and Qualifying Accounts for the Fiscal Years Ended September 30, 2024, 2023 and 2022 | F-46 |
(a) (3) Exhibits
| Exhibit No. | Description | Filed Herewith or Incorporated by Reference From |
| 3.1 | Second Amended and Restated Certificate of Incorporation, filed April 28, 2014, of TransDigm Group Incorporated | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed April 28, 2014 (File No. 001-32833) |
| 3.2 | Third Amended and Restated Bylaws of TransDigm Group Incorporated | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed January 30, 2018 (File No. 001-32833) |
| 3.3 | Certificate of Incorporation, filed July 2, 1993, of NovaDigm Acquisition, Inc. (now known as TransDigm Inc.) | Incorporated by reference to TransDigm Inc.’s and TransDigm Holding Company’s Form S-4, filed January 29, 1999 (File No. 333-71397) |
| 3.4 | Certificate of Amendment, filed July 22, 1993, of the Certificate of Incorporation of NovaDigm Acquisition, Inc. (now known as TransDigm Inc.) | Incorporated by reference to TransDigm Inc.’s and TransDigm Holding Company’s Form S-4, filed January 29, 1999 (File No. 333-71397) |
| 3.5 | Bylaws of NovaDigm Acquisition, Inc. (now known as TransDigm Inc.) | Incorporated by reference to TransDigm Inc.’s and TransDigm Holding Company’s Form S-4, filed January 29, 1999 (File No. 333-71397) |
| 3.6 | Certificate of Formation, filed September 10, 2019, of 4455 Genesee Properties, LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 8, 2023 (File No. 001-32833) |
| 3.7 | First Amended and Restated Limited Liability Company Agreement of 4455 Genesee Properties, LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 8, 2023 (File No. 001-32833) |
| 3.8 | Certificate of Formation, filed October 27, 2004, of 4455 Genesee Street, LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 8, 2023 (File No. 001-32833) |
| 3.9 | First Amended and Restated Operating Agreement of 4455 Genesee Street, LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 8, 2023 (File No. 001-32833) |
| 3.10 | Certificate of Formation of 17111 Waterview Pkwy LLC | Incorporated by reference to Amendment No. 1 to TransDigm UK Holdings plc’s, TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed April 2, 2019 (File No. 333-228336) |
| 3.11 | Limited Liability Company Agreement of 17111 Waterview Pkwy LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed May 8, 2019 (File No. 001-32833) |
| 3.12 | Certificate of Incorporation, filed July 10, 2009, of Acme Aerospace, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 5, 2009 (File No. 001-32833) |
| 3.13 | By-laws of Acme Aerospace, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 5, 2009 (File No. 001-32833) |
| 3.14 | Articles of Incorporation, filed July 30, 1986, of ARP Acquisition Corporation (now known as Adams Rite Aerospace, Inc.) | Incorporated by reference to TransDigm Inc.’s and TransDigm Holding Company’s Form S-4, filed April 23, 1999 (File No. 333-71397) |
| Exhibit No. | Description | Filed Herewith or Incorporated by Reference From |
| 3.15 | Certificate of Amendment, filed September 12, 1986, of the Articles of Incorporation of ARP Acquisition Corporation (now known as Adams Rite Aerospace, Inc.) | Incorporated by reference to TransDigm Inc.’s and TransDigm Holding Company’s Form S-4, filed April 23, 1999 (File No. 333-71397) |
| 3.16 | Certificate of Amendment, filed January 27, 1992, of the Articles of Incorporation of Adams Rite Products, Inc. (now known as Adams Rite Aerospace, Inc.) | Incorporated by reference to TransDigm Inc.’s and TransDigm Holding Company’s Form S-4, filed April 23, 1999 (File No. 333-71397) |
| 3.17 | Certificate of Amendment, filed December 31, 1992, of the Articles of Incorporation of Adams Rite Products, Inc. (now known as Adams Rite Aerospace, Inc.) | Incorporated by reference to TransDigm Inc.’s and TransDigm Holding Company’s Form S-4, filed April 23, 1999 (File No. 333-71397) |
| 3.18 | Certificate of Amendment, filed August 11, 1997, of the Articles of Incorporation of Adams Rite Sabre International, Inc. (now known as Adams Rite Aerospace, Inc.) | Incorporated by reference to TransDigm Inc.’s and TransDigm Holding Company’s Form S-4, filed April 23, 1999 (File No. 333-71397) |
| 3.19 | Amended and Restated Bylaws of Adams Rite Aerospace, Inc. | Incorporated by reference to TransDigm Inc.’s and TransDigm Holding Company’s Form S-4, filed April 23, 1999 (File No. 333-71397) |
| 3.20 | Certificate of Incorporation, filed June 18, 2007, of AeroControlex Group, Inc. | Incorporated by reference to TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed July 6, 2007 (File No. 333-144366) |
| 3.21 | By-laws of AeroControlex Group, Inc. | Incorporated by reference to TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed July 6, 2007 (File No. 333-144366) |
| 3.22 | Certificate of Formation, filed September 25, 2013, of Aerosonic LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed February 5, 2014 (File No. 001-32833) |
| 3.23 | Limited Liability Company Agreement of Aerosonic LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed February 5, 2014 (File No. 001-32833) |
| 3.24 | Certificate of Incorporation, filed November 13, 2009, of Airborne Acquisition, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed February 5, 2014 (File No. 001-32833) |
| 3.25 | Bylaws of Airborne Acquisition, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed February 5, 2014 (File No. 001-32833) |
| 3.26 | Amended and Restated Certificate of Incorporation, filed January 25, 2010, of HDT International Holdings, Inc. (now known as Airborne Global, Inc.) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed February 5, 2014 (File No. 001-32833) |
| 3.27 | Certificate of Amendment of Certificate of Incorporation, filed February 24, 2010, of HDT International Holdings, Inc. (now known as Airborne Global, Inc.) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed February 5, 2014 (File No. 001-32833) |
| 3.28 | Certificate of Amendment of Certificate of Incorporation, filed December 10, 2013, of HDT Global, Inc. (now known as Airborne Global, Inc.) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed February 5, 2014 (File No. 001-32833) |
| Exhibit No. | Description | Filed Herewith or Incorporated by Reference From |
| 3.29 | Bylaws of HDT International Holdings, Inc. (now known as Airborne Global, Inc.) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed February 5, 2014 (File No. 001-32833) |
| 3.30 | Certificate of Incorporation, filed November 13, 2009, of Airborne Holdings, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed February 5, 2014 (File No. 001-32833) |
| 3.31 | Bylaws of Airborne Holdings, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed February 5, 2014 (File No. 001-32833) |
| 3.32 | Certificate of Incorporation, filed September 1, 1995, of Wardle Storeys Inc. (now known as Airborne Systems NA Inc.) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed February 5, 2014 (File No. 001-32833) |
| 3.33 | Certificate of Amendment to Certificate of Incorporation, filed May 28, 2002, of Wardle Storeys Inc. (now known as Airborne Systems NA Inc.) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed February 5, 2014 (File No. 001-32833) |
| 3.34 | Bylaws of Airborne Systems NA Inc., as amended | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed February 5, 2014 (File No. 001-32833) |
| 3.35 | Certificate of Incorporation, filed April 23, 2007, of Airborne Systems North America Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed February 5, 2014 (File No. 001-32833) |
| 3.36 | Bylaws of Airborne Systems North America Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed February 5, 2014 (File No. 001-32833) |
| 3.37 | Certificate of Incorporation, filed April 25, 1989, of Irvin Industries (Del), Inc. (now known as Airborne Systems North America of CA Inc.) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed February 5, 2014 (File No. 001-32833) |
| 3.38 | Certificate of Amendment of Certificate of Incorporation, filed June 2, 1989, of Irvin Industries (Del), Inc. (now known as Airborne Systems North America of CA Inc.) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed February 5, 2014 (File No. 001-32833) |
| 3.39 | Certificate of Amendment of Certificate of Incorporation, filed April 30, 1996, of Irvin Industries, Inc. (now known as Airborne Systems North America of CA Inc.) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed February 5, 2014 (File No. 001-32833) |
| 3.40 | Certificate of Amendment to Certificate of Incorporation, filed April 23, 2007, of Irvin Aerospace Inc. (now known as Airborne Systems North America of CA Inc.) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed February 5, 2014 (File No. 001-32833) |
| 3.41 | Bylaws of Airborne Systems North America of CA Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed February 5, 2014 (File No. 001-32833) |
| 3.42 | Certificate of Incorporation, Profit, filed October 28, 1994, of Wardle Storeys (Parachutes) Inc. (now known as Airborne Systems North America of NJ Inc.) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed February 5, 2014 (File No. 001-32833) |
| 3.43 | Certificate of Merger, filed February 9, 1995, of Para-Flite Inc. with and into Wardle Storeys (Parachutes) Inc. (now known as Airborne Systems North America of NJ Inc.) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed February 5, 2014 (File No. 001-32833) |
| Exhibit No. | Description | Filed Herewith or Incorporated by Reference From |
| 3.44 | Certificate of Amendment to Certificate of Incorporation, filed April 23, 2007, of Para-Flite Inc. (now known as Airborne Systems North America of NJ Inc.) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed February 5, 2014 (File No. 001-32833) |
| 3.45 | Certificate of Correction to Certificate of Incorporation, filed June 27, 2007, of Airborne Systems North America of NJ Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed February 5, 2014 (File No. 001-32833) |
| 3.46 | Bylaws, as amended, of Airborne Systems North America of NJ Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed February 5, 2014 (File No. 001-32833) |
| 3.47 | Certificate of Incorporation, filed October 16, 2007, of AmSafe Global Holdings, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed May 9, 2012 (File No. 001-32833) |
| 3.48 | Second Amended and Restated By-Laws of AmSafe Global Holdings, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed May 9, 2012 (File No. 001-32833) |
| 3.49 | Certificate of Incorporation, filed May 8, 1985, of Am-Safe, Inc. (now known as AmSafe, Inc.) | Incorporated by reference to Form TransDigm Group Incorporated’s 10-Q, filed May 9, 2012 (File No. 001-32833) |
| 3.50 | Certificate of Amendment of Certificate of Incorporation, filed May 19, 2005, of Am-Safe, Inc. (now known as AmSafe, Inc.) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed May 9, 2012 (File No. 001-32833) |
| 3.51 | By-Laws of Am-Safe, Inc. (now known as AmSafe, Inc.) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed May 9, 2012 (File No. 001-32833) |
| 3.52 | Certificate of Incorporation, as amended, of Angus Electronics Co. | Incorporated by reference to Amendment No. 1 to TransDigm UK Holdings plc’s, TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed April 2, 2019 (File No. 333-228336) |
| 3.53 | Amended and Restated Bylaws of Angus Electronics Co. | Incorporated by reference to Amendment No. 1 to TransDigm UK Holdings plc’s, TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed April 2, 2019 (File No. 333-228336) |
| 3.54 | Articles of Incorporation, filed November 13, 1995, of Apical Industries, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 9, 2022 (File No. 001-32833) |
| 3.55 | Bylaws of Apical Industries, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 9, 2022 (File No. 001-32833) |
| 3.56 | Restated Certificate of Incorporation, filed July 10, 1967, of Arkwin Industries, Inc. | Incorporated by reference to Amendment No. 3 to TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed June 27, 2013 (File No. 333-186494) |
| 3.57 | Certificate of Amendment of Certificate of Incorporation, filed November 4, 1981, of Arkwin Industries, Inc. | Incorporated by reference to Amendment No. 3 to TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed June 27, 2013 (File No. 333-186494) |
| Exhibit No. | Description | Filed Herewith or Incorporated by Reference From |
| 3.58 | Certificate of Amendment of Certificate of Incorporation, filed June 11, 1999, of Arkwin Industries, Inc. | Incorporated by reference to Amendment No. 3 to TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed June 27, 2013 (File No. 333-186494) |
| 3.59 | By-laws of Arkwin Industries, Inc. | Incorporated by reference to Amendment No. 3 to TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed June 27, 2013 (File No. 333-186494) |
| 3.60 | Certificate of Incorporation of Armtec Countermeasures Co. | Incorporated by reference to Amendment No. 1 to TransDigm UK Holdings plc’s, TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed April 2, 2019 (File No. 333-228336) |
| 3.61 | Amended and Restated Bylaws of Armtec Countermeasures Co. | Incorporated by reference to Amendment No. 1 to TransDigm UK Holdings plc’s, TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed April 2, 2019 (File No. 333-228336) |
| 3.62 | Certificate of Incorporation, as amended, of Armtec Countermeasures TNO Co. | Incorporated by reference to Amendment No. 1 to TransDigm UK Holdings plc’s, TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed April 2, 2019 (File No. 333-228336) |
| 3.63 | Amended and Restated Bylaws of Armtec Countermeasures TNO Co. | Incorporated by reference to Amendment No. 1 to TransDigm UK Holdings plc’s, TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed April 2, 2019 (File No. 333-228336) |
| 3.64 | Certificate of Incorporation of Armtec Defense Products Co. | Incorporated by reference to Amendment No. 1 to TransDigm UK Holdings plc’s, TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed April 2, 2019 (File No. 333-228336) |
| 3.65 | Amended and Restated Bylaws of Armtec Defense Products Co. | Incorporated by reference to Amendment No. 1 to TransDigm UK Holdings plc’s, TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed April 2, 2019 (File No. 333-228336) |
| 3.66 | Certificate of Formation, filed October 27, 2004, of Ashford Properties, LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 8, 2023 (File No. 001-32833) |
| 3.67 | First Amended and Restated Operating Agreement of Ashford Properties, LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 8, 2023 (File No. 001-32833) |
| 3.68 | Certificate of Incorporation, as amended, of Esterline Sensors Services Americas, Inc. (now known as Auxitrol Weston USA, Inc.) | Incorporated by reference to TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed August 7, 2019 (File No. 333-233103) |
| 3.69 | Amended and Restated Bylaws of Esterline Sensors Services Americas, Inc. (now known as Auxitrol Weston USA, Inc.) | Incorporated by reference to Amendment No. 1 to TransDigm UK Holdings plc’s, TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed April 2, 2019 (File No. 333-228336) |
| Exhibit No. | Description | Filed Herewith or Incorporated by Reference From |
| 3.70 | Amended and Restated Certificate of Incorporation, filed February 7, 2007, of Aviation Technologies, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 9, 2018 (File No. 001-32833) |
| 3.71 | By-laws of Wings Holdings, Inc. (now known as Aviation Technologies, Inc.) | Incorporated by reference to TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed July 6, 2007 (File No. 333-144366) |
| 3.72 | Certificate of Formation, effective June 28, 2007, of Avionic Instruments LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 9, 2018 (File No. 001-32833) |
| 3.73 | Limited Liability Company Agreement of Avionic Instruments LLC | Incorporated by reference to TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed July 6, 2007 (File No.333-144366) |
| 3.74 | Articles of Incorporation, filed December 29, 1992, of Avionics Specialties, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 9, 2018 (File No. 001-32833) |
| 3.75 | Bylaws of Avionics Specialties, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed February 5, 2014 (File No. 001-32833) |
| 3.76 | Articles of Incorporation, filed October 3, 1963, of Avtech Corporation (now known as AvtechTyee, Inc.) | Incorporated by reference to TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed July 6, 2007 (File No. 333-144366) |
| 3.77 | Amendment to Articles of Incorporation, filed March 30, 1984, of Avtech Corporation (now known as AvtechTyee, Inc.) | Incorporated by reference to TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed July 6, 2007 (File No. 333-144366) |
| 3.78 | Amendment to Articles of Incorporation, filed April 17, 1989, of Avtech Corporation (now known as AvtechTyee, Inc.) | Incorporated by reference to TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed July 6, 2007 (File No. 333-144366) |
| 3.79 | Articles of Amendment of Articles of Incorporation, filed July 17, 1998, of Avtech Corporation (now known as AvtechTyee, Inc.) | Incorporated by reference to TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed July 6, 2007 (File No. 333-144366) |
| 3.80 | Articles of Amendment to Articles of Incorporation, filed May 20, 2003, of Avtech Corporation (now known as AvtechTyee, Inc.) | Incorporated by reference to TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed July 6, 2007 (File No. 333-144366) |
| 3.81 | Articles of Amendment to Articles of Incorporation, filed May 2, 2012, of AvtechTyee, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 16, 2012 (File No. 001-32833) |
| 3.82 | By-laws of Avtech Corporation (now known as AvtechTyee, Inc.) | Incorporated by reference to TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed July 6, 2007 (File No. 333-144366) |
| 3.83 | Certificate of Formation, filed May 30, 2013, of Beta Transformer Technology LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 15, 2016 (File No. 001-32833) |
| Exhibit No. | Description | Filed Herewith or Incorporated by Reference From |
| 3.84 | Amended and Restated Limited Liability Company Agreement, filed July 7, 2016, of Beta Transformer Technology LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 15, 2016 (File No. 001-32833) |
| 3.85 | Limited Liability Company Certificate of Formation of Breeze-Eastern LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed May 11, 2016 (File No. 001-32833) |
| 3.86 | Limited Liability Company Agreement of Breeze-Eastern LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed May 11, 2016 (File No. 001-32833) |
| 3.87 | Certificate of Incorporation, filed May 9, 2000, of Erie Acquisition Corp. (now known as Bridport Erie Aviation, Inc.) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed May 9, 2012 (File No. 001-32833) |
| 3.88 | Certificate of Amendment of Certificate of Incorporation, filed May 30, 2000, of Erie Acquisition Corp. (now known as Bridport Erie Aviation, Inc.) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed May 9, 2012 (File No. 001-32833) |
| 3.89 | Certificate of Amendment of Certificate of Incorporation, filed June 19, 2000, of Bridport Erie Aviation, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed May 9, 2012 (File No. 001-32833) |
| 3.90 | Amended and Restated By-Laws of Erie Acquisition Corp. (now known as Bridport Erie Aviation, Inc.) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed May 9, 2012 (File No. 001-32833) |
| 3.91 | Certificate of Incorporation, filed July 2, 2004, of Bridport Holdings, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed May 9, 2012 (File No. 001-32833) |
| 3.92 | Amended and Restated By-Laws of Bridport Holdings, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed May 9, 2012 (File No. 001-32833) |
| 3.93 | Articles of Incorporation, filed February 6, 1998, of Air Carrier Acquisition Corp. (now known as Bridport-Air Carrier, Inc.) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed May 9, 2012 (File No. 001-32833) |
| 3.94 | Articles of Amendment, filed February 23, 1998, of Air Carrier Acquisition Corp. (now known as Bridport-Air Carrier, Inc.) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed May 9, 2012 (File No. 001-32833) |
| 3.95 | Articles of Amendment, filed December 14, 1999, of Bridport-Air Carrier, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed May 9, 2012 (File No. 001-32833) |
| 3.96 | Amended and Restated By-Laws of Bridport-Air Carrier, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed May 9, 2012 (File No. 001-32833) |
| 3.97 | Certificate of Incorporation, filed August 6, 2007, of Bruce Aerospace Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 21, 2007 (File No. 001-32833) |
| 3.98 | By-laws of Bruce Aerospace Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 21, 2007 (File No. 001-32833) |
| Exhibit No. | Description | Filed Herewith or Incorporated by Reference From |
| 3.99 | Restated Articles of Organization, filed June 5, 2023, of Calspan Air Facilities, LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 8, 2023 (File No. 001-32833) |
| 3.100 | Second Amended and Restated Operating Agreement of Calspan Air Facilities, LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 8, 2023 (File No. 001-32833) |
| 3.101 | Articles of Organization, filed October 15, 2013, of Calspan Air Services, LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 8, 2023 (File No. 001-32833) |
| 3.102 | First Amended and Restated Operating Agreement of Calspan Air Services, LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 8, 2023 (File No. 001-32833) |
| 3.103 | Certificate of Incorporation, filed April 16, 2021, of Calspan ASE Portugal, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 8, 2023 (File No. 001-32833) |
| 3.104 | First Amended and Restated Bylaws of Calspan ASE Portugal, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 8, 2023 (File No. 001-32833) |
| 3.105 | Restated Articles of Organization, filed June 5, 2023, of Calspan Holdings, LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 8, 2023 (File No. 001-32833) |
| 3.106 | Eighth Amended and Restated Operating Agreement of Calspan Holdings, LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 8, 2023 (File No. 001-32833) |
| 3.107 | Certificate of Formation of CALSPAN JETS LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed May 7, 2024 (File No. 001-32833) |
| 3.108 | Limited Liability Company Agreement of CALSPAN JETS LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed May 7, 2024 (File No. 001-32833) |
| 3.109 | Certificate of Formation of Calspan Technology Acquisition LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed May 7, 2024 (File No. 001-32833) |
| 3.110 | Limited Liability Company Agreement of Calspan Technology Acquisition LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed May 7, 2024 (File No. 001-32833) |
| 3.111 | Operating Agreement of Calspan Genesee, LLC (now known as Calspan, LLC) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 8, 2023 (File No. 001-32833) |
| 3.112 | Articles of Organization, filed April 25, 2023, of Calspan Genesee, LLC (now known as Calspan, LLC) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 8, 2023 (File No. 001-32833) |
| 3.113 | Certificate of Amendment of Articles of Organization, filed May 2, 2023, of Calspan, LLC (fka Calspan Genesee, LLC) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 8, 2023 (File No. 001-32833) |
| Exhibit No. | Description | Filed Herewith or Incorporated by Reference From |
| 3.114 | Articles of Organization, filed June 29, 2007, of CDA InterCorp LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 9, 2018 (File No. 001-32833) |
| 3.115 | Operating Agreement of CDA InterCorp LLC | Incorporated by reference to TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed July 6, 2007 (File No. 333-144366) |
| 3.116 | Certificate of Formation, filed September 30, 2009, of CEF Industries, LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 24, 2009 (File No. 001-32833) |
| 3.117 | Limited Liability Company Agreement of CEF Industries, LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 24, 2009 (File No. 001-32833) |
| 3.118 | Certificate of Formation, effective June 30, 2007, of Champion Aerospace LLC | Incorporated by reference to TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed July 6, 2007 (File No. 333-144366) |
| 3.119 | Limited Liability Company Agreement of Champion Aerospace LLC | Incorporated by reference to TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed July 6, 2007 (File No. 333-144366) |
| 3.120 | Certificate of Incorporation, filed October 16, 2020, of Chelton Avionics Holdings, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form S-4, filed August 10, 2021 (File No. 333-258676) |
| 3.121 | Bylaws of Chelton Avionics Holdings, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form S-4, filed August 10, 2021 (File No. 333-258676) |
| 3.122 | Certificate of Incorporation, filed March 4, 1997, of Chelton Avionics, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form S-4, filed August 10, 2021 (File No. 333-258676) |
| 3.123 | Amended and Restated By-laws of Chelton Avionics, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form S-4, filed August 10, 2021 (File No. 333-258676) |
| 3.124 | Certificate of Incorporation, filed August 28, 2007, of Cobham Defense Products, Inc. (now known as Chelton Defense Products, Inc.) | Incorporated by reference to TransDigm Group Incorporated’s Form S-4, filed August 10, 2021 (File No. 333-258676) |
| 3.125 | Amendment to Certificate of Incorporation, filed December 20, 2021, of Cobham Defense Products, Inc. (now known as Chelton Defense Products, Inc.) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 10, 2022 (File No. 001-32833) |
| 3.126 | Amended and Restated By-laws of Cobham Defense Products, Inc. (now known as Chelton Defense Products, Inc.) | Incorporated by reference to TransDigm Group Incorporated’s Form S-4, filed August 10, 2021 (File No. 333-258676) |
| 3.127 | Certificate of Formation of CMC Electronics Aurora LLC | Incorporated by reference to Amendment No. 1 to TransDigm UK Holdings plc’s, TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed April 2, 2019 (File No. 333-228336) |
| Exhibit No. | Description | Filed Herewith or Incorporated by Reference From |
| 3.128 | Amended and Restated Limited Liability Company Agreement of CMC Electronics Aurora LLC | Incorporated by reference to Amendment No. 1 to TransDigm UK Holdings plc’s, TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed April 2, 2019 (File No. 333-228336) |
| 3.129 | Amended and Restated Certificate of Incorporation of CPI Intermediate Holdings, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 6, 2024 (File No. 001-32833) |
| 3.130 | First Amended and Restated Bylaws of CPI Intermediate Holdings, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 6, 2024 (File No. 001-32833) |
| 3.131 | Certificate of Incorporation of Catalyst Holdings, Inc. (now known as CPI International, Inc.) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 6, 2024 (File No. 001-32833) |
| 3.132 | Certificate of Amendment to the Certificate of Incorporation of Catalyst Holdings, Inc. (now known as CPI International, Inc.) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 6, 2024 (File No. 001-32833) |
| 3.133 | Certificate of Amendment to the Certificate of Incorporate of CPI International Acquisition, Inc. (now known as CPI International, Inc.) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 6, 2024 (File No. 001-32833) |
| 3.134 | Third Amended and Restated Bylaws of CPI International, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 6, 2024 (File No. 001-32833) |
| 3.135 | Articles of Organization, filed April 24, 2023, of CTHC LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 8, 2023 (File No. 001-32833) |
| 3.136 | First Amended and Restated Operating Agreement of CTHC LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 8, 2023 (File No. 001-32833) |
| 3.137 | Articles of Incorporation, filed April 11, 1997, of Dart Aerospace USA, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 9, 2022 (File No. 001-32833) |
| 3.138 | Bylaws of Dart Buyer, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 9, 2022 (File No. 001-32833) |
| 3.139 | Certificate of Incorporation, filed July 29, 2011, of Dart Helicopter Services, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 9, 2022 (File No. 001-32833) |
| 3.140 | Bylaws of Dart Helicopter Services, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 9, 2022 (File No. 001-32833) |
| 3.141 | Certificate of Incorporation, filed February 28, 2019, of Dart Intermediate, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 9, 2022 (File No. 001-32833) |
| 3.142 | Bylaws of Dart Intermediate, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 9, 2022 (File No. 001-32833) |
| Exhibit No. | Description | Filed Herewith or Incorporated by Reference From |
| 3.143 | Second Amended and Restated Certificate of Incorporation, filed May 25, 2022, of Dart TopCo, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 9, 2022 (File No. 001-32833) |
| 3.144 | Bylaws of Dart TopCo, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 9, 2022 (File No. 001-32833) |
| 3.145 | Certificate of Incorporation, filed October 23, 1970, of ILC Data Devices Corporation (now known as Data Device Corporation) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 15, 2016 (File No. 001-32833) |
| 3.146 | Certificate of Amendment of Certificate of Incorporation, filed April 23, 1999, of ILC Data Device Corporation (now known as Data Device Corporation) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 15, 2016 (File No. 001-32833) |
| 3.147 | Certificate of Amendment of Certificate of Incorporation, filed July 14, 2014, of Data Device Corporation | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 15, 2016 (File No. 001-32833) |
| 3.148 | By-laws of ILC Data Devices Corporation (now known as Data Device Corporation) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 15, 2016 (File No. 001-32833) |
| 3.149 | Certificate of Incorporation, filed November 20, 2009, of Dukes Aerospace, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed December 4, 2009 (File No. 001-32833) |
| 3.150 | By-laws of Dukes Aerospace, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed December 4, 2009 (File No. 001-32833) |
| 3.151 | Certificate of Formation, filed February 29, 2000, of Western Sky Industries, LLC (now known as Electromech Technologies LLC) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed February 8, 2011 (File No. 001-32833) |
| 3.152 | Certificate of Amendment, filed December 18, 2013, of Western Sky Industries, LLC (now known as Electromech Technologies LLC) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed February 5, 2014 (File No. 001-32833) |
| 3.153 | Fourth Amended and Restated Limited Liability Company Agreement of Electromech Technologies LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 9, 2018 (File No. 001-32833) |
| 3.154 | Certificate of Formation of Esterline Europe Company LLC | Incorporated by reference to Amendment No. 1 to TransDigm UK Holdings plc’s, TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed April 2, 2019 (File No. 333-228336) |
| 3.155 | Amended and Restated Limited Liability Company Agreement of Esterline Europe Company LLC | Incorporated by reference to Amendment No. 1 to TransDigm UK Holdings plc’s, TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed April 2, 2019 (File No. 333-228336) |
| 3.156 | Certificate of Incorporation, filed November 13, 2007, of Esterline International Company | Incorporated by reference to Amendment No. 1 to TransDigm UK Holdings plc’s, TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed April 2, 2019 (File No. 333-228336) |
| Exhibit No. | Description | Filed Herewith or Incorporated by Reference From |
| 3.157 | Amended and Restated Bylaws of Esterline International Company | Incorporated by reference to Amendment No. 1 to TransDigm UK Holdings plc’s, TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4 filed April 2, 2019 (File No. 333-228336) |
| 3.158 | Fifth Amended and Restated Certificate of Incorporation of Esterline Technologies Corporation | Incorporated by reference to Amendment No. 1 to TransDigm UK Holdings plc’s, TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed April 2, 2019 (File No. 333-228336) |
| 3.159 | Second Amended and Restated By-laws of Esterline Technologies Corporation | Incorporated by reference to Amendment No. 1 to TransDigm UK Holdings plc’s, TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed April 2, 2019 (File No. 333-228336) |
| 3.160 | Certificate of Formation of Esterline Technologies SGIP LLC | Incorporated by reference to Amendment No. 1 to TransDigm UK Holdings plc’s, TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed April 2, 2019 (File No. 333-228336) |
| 3.161 | Limited Liability Company Agreement of Esterline Technologies SGIP LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed May 8, 2019 (File No. 001-32833) |
| 3.162 | Certificate of Formation of FPT Industries LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed May 7, 2024 (File No. 001-32833) |
| 3.163 | Certificate of Amendment to Certificate of Formation of FPT Industries LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed May 7, 2024 (File No. 001-32833) |
| 3.164 | Amended and Restated Limited Liability Company Agreement of FPT Industries LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed May 7, 2024 (File No. 001-32833) |
| 3.165 | Restated Articles of Organization, filed June 5, 2023, of Genesee Holdings II, LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 8, 2023 (File No. 001-32833) |
| 3.166 | Second Amended and Restated Operating Agreement of Genesee Holdings II, LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 8, 2023 (File No. 001-32833) |
| 3.167 | Articles of Organization, filed October 8, 2020, of Genesee Holdings III, LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 8, 2023 (File No. 001-32833) |
| 3.168 | First Amended and Restated Operating Agreement of Genesee Holdings III, LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 8, 2023 (File No. 001-32833) |
| 3.169 | Restated Articles of Organization, filed June 5, 2023, of Genesee Holdings, LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 8, 2023 (File No. 001-32833) |
| 3.170 | Second Amended and Restated Operating Agreement of Genesee Holdings, LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 8, 2023 (File No. 001-32833) |
| 3.171 | Articles of Organization, as amended, of HarcoSemco LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 9, 2018 (File No. 001-32833) |
| Exhibit No. | Description | Filed Herewith or Incorporated by Reference From |
| 3.172 | First Amended and Restated Limited Liability Company Agreement of HarcoSemco LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 9, 2018 (File No. 001-32833) |
| 3.173 | Articles of Incorporation, filed May 10, 1957, of Hartwell Aviation Supply Company (now known as Hartwell Corporation) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed February 8, 2011 (File No. 001-32833) |
| 3.174 | Certificate of Amendment, filed June 9, 1960, of Articles of Incorporation of Hartwell Aviation Supply Company (now known as Hartwell Corporation) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed February 8, 2011 (File No. 001-32833) |
| 3.175 | Certification of Amendment, filed October 23, 1987, of Articles of Incorporation of Hartwell Corporation | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed February 8, 2011 (File No. 001-32833) |
| 3.176 | Certificate of Amendment, filed April 9, 1997, of Articles of Incorporation of Hartwell Corporation | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed February 8, 2011 (File No. 001-32833) |
| 3.177 | By-laws of Hartwell Corporation | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed February 8, 2011 (File No. 001-32833) |
| 3.178 | Amended and Restated Articles of Incorporation, filed February 8, 2010, of Heli Tech, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 9, 2022 (File No. 001-32833) |
| 3.179 | Amendment No. 1, filed July 12, 2010, to the Amended and Restated Articles of Incorporation of Heli Tech, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 9, 2022 (File No. 001-32833) |
| 3.180 | Amendment No. 2, filed January 25, 2013, to the Amended and Restated Articles of Incorporation of Heli Tech, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 9, 2022 (File No. 001-32833) |
| 3.181 | Amended and Restated By-laws of Heli Tech, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 9, 2022 (File No. 001-32833) |
| 3.182 | Certificate of Incorporation of Hytek Finishes Co. | Incorporated by reference to Amendment No. 1 to TransDigm UK Holdings plc’s, TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed April 2, 2019 (File No. 333-228336) |
| 3.183 | Amended and Restated Bylaws of Hytek Finishes Co. | Incorporated by reference to Amendment No. 1 to TransDigm UK Holdings plc’s, TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed April 2, 2019 (File No. 333-228336) |
| 3.184 | Amended and Restated Certificate of Incorporation of Iceman Holdco, Inc. | Filed Herewith |
| Exhibit No. | Description | Filed Herewith or Incorporated by Reference From |
| 3.185 | First Amended and Restated Bylaws of Iceman Holdco, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 6, 2024 (File No. 001-32833) |
| 3.186 | Amended and Restated Certificate of Incorporation of ILC Holdings, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 15, 2016 (File No. 001-32833) |
| 3.187 | By-laws, as amended, of ILC Holdings, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 9, 2018 (File No. 001-32833) |
| 3.188 | Restated Articles of Incorporation of Janco Corporation | Incorporated by reference to Amendment No. 1 to TransDigm UK Holdings plc’s, TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed April 2, 2019 (File No. 333-228336) |
| 3.189 | Amended and Restated Bylaws of Janco Corporation | Incorporated by reference to Amendment No. 1 to TransDigm UK Holdings plc’s, TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed April 2, 2019 (File No. 333-228336) |
| 3.190 | Certificate of Formation, filed January 26, 2007, of Johnson Liverpool LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 15, 2016 (File No. 001-32833) |
| 3.191 | Amended and Restated Limited Liability Company Agreement of Johnson Liverpool LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 15, 2016 (File No. 001-32833) |
| 3.192 | Second Amended and Restated Limited Liability Company Agreement of King Nutronics, LLC | Filed Herewith |
| 3.193 | Certificate of Incorporation, as amended, of KH Acquisition I Co. (now known as Kirkhill Inc.) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed May 4, 2018 (File No. 001-32833) |
| 3.194 | Amended and Restated By-laws of Kirkhill Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed May 4, 2018 (File No. 001-32833) |
| 3.195 | Certificate of Incorporation of Korry Electronics Co. | Incorporated by reference to Amendment No. 1 to TransDigm UK Holdings plc’s, TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed April 2, 2019 (File No. 333-228336) |
| 3.196 | Amended and Restated Bylaws of Korry Electronics Co. | Incorporated by reference to Amendment No. 1 to TransDigm UK Holdings plc’s, TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed April 2, 2019 (File No. 333-228336) |
| 3.197 | Certificate of Incorporation, as amended, of Leach Holding Corporation | Incorporated by reference to Amendment No. 1 to TransDigm UK Holdings plc’s, TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed April 2, 2019 (File No. 333-228336) |
| Exhibit No. | Description | Filed Herewith or Incorporated by Reference From |
| 3.198 | Amended and Restated Bylaws of Leach Holding Corporation | Incorporated by reference to Amendment No. 1 to TransDigm UK Holdings plc’s, TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed April 2, 2019 (File No. 333-228336) |
| 3.199 | Certificate of Incorporation, as amended, of Leach International Corporation | Incorporated by reference to Amendment No. 1 to TransDigm UK Holdings plc’s, TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed April 2, 2019 (File No. 333-228336) |
| 3.200 | Amended and Restated Bylaws of Leach International Corporation | Incorporated by reference to Amendment No. 1 to TransDigm UK Holdings plc’s, TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed April 2, 2019 (File No. 333-228336) |
| 3.201 | Certificate of Formation, filed February 22, 2021, of Leach Mexico Holding LLC | Incorporated by reference to TransDigm Group Incorporated’s Form S-4, filed August 10, 2021 (File No. 333-258676) |
| 3.202 | Limited Liability Company Agreement of Leach Mexico Holding LLC | Incorporated by reference to TransDigm Group Incorporated’s Form S-4, filed August 10, 2021 (File No. 333-258676) |
| 3.203 | Certificate of Incorporation of Leach Technology Group, Inc. | Incorporated by reference to Amendment No. 1 to TransDigm UK Holdings plc’s, TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed April 2, 2019 (File No. 333-228336) |
| 3.204 | Amended and Restated Bylaws of Leach Technology Group, Inc. | Incorporated by reference to Amendment No. 1 to TransDigm UK Holdings plc’s, TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed April 2, 2019 (File No. 333-228336) |
| 3.205 | Certificate of Incorporation, filed March 28, 1994, of MPT Acquisition Corp. (now known as MarathonNorco Aerospace, Inc.) | Incorporated by reference to TransDigm Inc.’s and TransDigm Holding Company’s Form S-4, filed January 29, 1999 (File No. 333-71397) |
| 3.206 | Certificate of Amendment, filed May 18, 1994, of the Certificate of Incorporation of MPT Acquisition Corp. (now known as MarathonNorco Aerospace, Inc.) | Incorporated by reference to TransDigm Inc.’s and TransDigm Holding Company’s Form S-4, filed January 29, 1999 (File No. 333-71397) |
| 3.207 | Certificate of Amendment, filed May 24, 1994, of the Certificate of Incorporation of MPT Acquisition Corp. (now known as MarathonNorco Aerospace, Inc.) | Incorporated by reference to TransDigm Inc.’s and TransDigm Holding Company’s Form S-4, filed January 29, 1999 (File No. 333-71397) |
| 3.208 | Certificate of Amendment, filed August 28, 2003, of the Certificate of Incorporation of Marathon Power Technologies Company (now known as MarathonNorco Aerospace, Inc.) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 28, 2006 (File No. 001-32833) |
| 3.209 | Bylaws of MPT Acquisition Corp. (now known as MarathonNorco Aerospace, Inc.) | Incorporated by reference to TransDigm Inc.’s and TransDigm Holding Company’s Form S-4, filed January 29, 1999 (File No. 333-71397) |
| 3.210 | Certificate of Incorporation, as amended, of Mason Electric Co. | Incorporated by reference to Amendment No. 1 to TransDigm UK Holdings plc’s, TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed April 2, 2019 (File No. 333-228336) |
| Exhibit No. | Description | Filed Herewith or Incorporated by Reference From |
| 3.211 | Amended and Restated Bylaws of Mason Electric Co. | Incorporated by reference to Amendment No. 1 to TransDigm UK Holdings plc’s, TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed April 2, 2019 (File No. 333-228336) |
| 3.212 | Certificate of Incorporation, filed April 13, 2007, of McKechnie Aerospace DE, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed February 8, 2011 (File No. 001-32833) |
| 3.213 | By-laws of McKechnie Aerospace DE, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed February 8, 2011 (File No. 001-32833) |
| 3.214 | Certificate of Incorporation, filed April 25, 2007, of McKechnie Aerospace Holdings, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed February 8, 2011 (File No. 001-32833) |
| 3.215 | By-laws of McKechnie Aerospace Holdings, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed February 8, 2011 (File No. 001-32833) |
| 3.216 | Certificate of Formation, filed May 11, 2005, of Melrose US 3 LLC (now known as McKechnie Aerospace US LLC) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed February 8, 2011 (File No. 001-32833) |
| 3.217 | Certificate of Amendment, filed May 11, 2007, to Certificate of Formation of Melrose US 3 LLC (now known as McKechnie Aerospace US LLC) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed February 8, 2011 (File No. 001-32833) |
| 3.218 | Limited Liability Company Agreement of McKechnie Aerospace US LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed February 8, 2011 (File No. 001-32833) |
| 3.219 | Amended and Restated Certificate of Microwave Power Products, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 6, 2024 (File No. 001-32833) |
| 3.220 | Restated Bylaws of Microwave Power Products, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 6, 2024 (File No. 001-32833) |
| 3.221 | First Amended and Restated Limited Liability Company Agreement of Medtherm Labs, LLC | Filed Herewith |
| 3.222 | Certificate of Incorporation, as amended, of NAT Seattle Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form S-4, filed August 10, 2021 (File No. 333-258676) |
| 3.223 | Amended and Restated By-laws of NAT Seattle Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form S-4, filed August 10, 2021 (File No. 333-258676) |
| 3.224 | Amended and Restated Articles of Incorporation, as amended, of NMC Group, Inc. | Incorporated by reference to Amendment No. 1 to TransDigm UK Holdings plc’s, TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed April 2, 2019 (File No. 333-228336) |
| Exhibit No. | Description | Filed Herewith or Incorporated by Reference From |
| 3.225 | Amended and Restated Bylaws of NMC Group, Inc. | Incorporated by reference to Amendment No. 1 to TransDigm UK Holdings plc’s, TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed April 2, 2019 (File No. 333-228336) |
| 3.226 | Certificate of Formation, filed March 27, 2015, of Telair International LLC (now known as Nordisk Aviation Products LLC) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed May 5, 2015 (File No. 001-32833) |
| 3.227 | Amendment to Certificate of Formation, filed February 4, 2021, of Telair International LLC (now known as Nordisk Aviation Products LLC) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 10, 2022 (File No. 001-32833) |
| 3.228 | Limited Liability Company Agreement of Telair International LLC (now known as Nordisk Aviation Products LLC) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed May 5, 2015 (File No. 001-32833) |
| 3.229 | Restated Certificate of Incorporation, filed June 27, 2014, of North Hills Signal Processing Corp. | Incorporated by reference to TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed May 10, 2017 (File No. 333-217850) |
| 3.230 | By-laws of Porta Systems Corp. (now known as North Hills Signal Processing Corp.) | Incorporated by reference to TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed May 10, 2017 (File No. 333-217850) |
| 3.231 | Certificate of Formation, filed September 30, 2021, of North Hills Signal Processing Overseas LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 16, 2021 (File No. 001-32833) |
| 3.232 | Limited Liability Company Agreement of North Hills Signal Processing Overseas LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 16, 2021 (File No. 001-32833) |
| 3.233 | Certificate of Incorporation, as amended, of Norwich Aero Products Inc. | Incorporated by reference to Amendment No. 1 to TransDigm UK Holdings plc’s, TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed April 2, 2019 (File No. 333-228336) |
| 3.234 | Amended and Restated By-laws of Norwich Aero Products Inc. | Incorporated by reference to Amendment No. 1 to TransDigm UK Holdings plc’s, TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed April 2, 2019 (File No. 333-228336) |
| 3.235 | Amended and Restated Articles of Incorporation, filed June 28, 2022, of Offshore Helicopter Support Services, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 9, 2022 (File No. 001-32833) |
| 3.236 | Bylaws of Offshore Helicopter Support Services, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 9, 2022 (File No. 001-32833) |
| 3.237 | Certificate of Incorporation, as amended, of Palomar Products, Inc. | Incorporated by reference to Amendment No. 1 to TransDigm UK Holdings plc’s, TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed April 2, 2019 (File No. 333-228336) |
| Exhibit No. | Description | Filed Herewith or Incorporated by Reference From |
| 3.238 | Amended and Restated Bylaws of Palomar Products, Inc. | Incorporated by reference to Amendment No. 1 to TransDigm UK Holdings plc’s, TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed April 2, 2019 (File No. 333-228336) |
| 3.239 | Articles of Incorporation of Paravion Technology, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 9, 2022 (File No. 001-32833) |
| 3.240 | By-laws of Paravion Technology, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 9, 2022 (File No. 001-32833) |
| 3.241 | Certificate of Incorporation, filed April 28, 2015, of PX Acquisition Co. (now known as Pexco Aerospace, Inc.) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 5, 2015 (File No. 001-32833) |
| 3.242 | Certificate of Amendment of Certificate of Incorporation, filed May 14, 2015, of PX Acquisition Co. (now known as Pexco Aerospace, Inc.) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 5, 2015 (File No. 001-32833) |
| 3.243 | By-laws of PX Acquisition Co. (now known as Pexco Aerospace, Inc.) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 5, 2015 (File No. 001-32833) |
| 3.244 | Articles of Incorporation, filed October 3, 1956, of PneuDraulics, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 13, 2015 (File No. 001-32833) |
| 3.245 | Certificate of Amendment of Articles of Incorporation, filed December 9, 1970, of Articles of Incorporation of PneuDraulics, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 13, 2015 (File No. 001-32833) |
| 3.246 | Restated By-laws of PneuDraulics, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 13, 2015 (File No. 001-32833) |
| 3.247 | Certificate of Incorporation, filed October 24, 1977, of Transformer Technology Corporation (now known as Power Device Corporation) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 15, 2016 (File No. 001-32833) |
| 3.248 | Certificate of Amendment of Certificate of Incorporation, filed December 1, 1977, of Transformer Technology Corporation (now known as Power Device Corporation) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 15, 2016 (File No. 001-32833) |
| 3.249 | Certificate of Amendment of Certificate of Incorporation, filed June 20, 2022, of Beta Transformer Technology Corporation (now known as Power Device Corporation) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 10, 2022 (File No. 001-32833) |
| 3.250 | By-laws of Transformer Technology Corporation (now known as Power Device Corporation) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 15, 2016 (File No. 001-32833) |
| 3.251 | Second Amended and Restated Limited Liability Company Agreement of Raptor Labs HoldCo, LLC | Filed Herewith |
| 3.252 | First Amended and Restated Limited Liability Company Agreement of Raptor Labs Intermediate, LLC | Filed Herewith |
| Exhibit No. | Description | Filed Herewith or Incorporated by Reference From |
| 3.253 | Limited Liability Company Certificate of Formation, filed May 30, 2007, of Schneller LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed February 8, 2012 (File No. 001-32833) |
| 3.254 | Amended and Restated Limited Liability Company Agreement, dated August 31, 2011, of Schneller LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed February 8, 2012 (File No. 001-32833) |
| 3.255 | Certificate of Incorporation, as amended, of Semco Instruments, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed September 7, 2010 (File No. 001-32833) |
| 3.256 | Certificate of Amendment of Certificate of Incorporation, filed October 17, 2012, of Semco Instruments, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 16, 2012 (File No. 001-32833) |
| 3.257 | Amended and Restated By-laws of Semco Instruments, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed September 7, 2010 (File No. 001-32833) |
| 3.258 | Second Amended and Restated Limited Liability Company Agreement of Sensor Concepts, LLC | Filed Herewith |
| 3.259 | Certificate of Incorporation, filed September 16, 1994, of Am-Safe Commercial Products, Inc. (now known as Shield Restraint Systems, Inc.) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed May 9, 2012 (File No. 001-32833) |
| 3.260 | Certificate of Amendment of Certificate of Incorporation, filed May 19, 2005, of AmSafe Commercial Products, Inc. (now known as Shield Restraint Systems, Inc.) | Incorporated by reference to TransDigm GroupIncorporated’s Form 10-Q, filed May 9, 2012 (File No. 001-32833) |
| 3.261 | Certificate of Amendment of Certificate of Incorporation, filed August 27, 2014, of AmSafe Commercial Products, Inc. (now known as Shield Restraint Systems, Inc.) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 14, 2014 (File No. 001-32833) |
| 3.262 | By-laws of Am-Safe Commercial Products, Inc. (now known as Shield Restraint Systems, Inc.) | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed May 9, 2012 (File No. 001-32833) |
| 3.263 | Articles of Incorporation, filed July 28, 1965, of Simplex Manufacturing Co. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 9, 2022 (File No. 001-32833) |
| 3.264 | Articles of Amendment, filed November 9, 1973, of Simplex Manufacturing Co. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 9, 2022 (File No. 001-32833) |
| 3.265 | Articles of Amendment, filed December 2, 1988, of Simplex Manufacturing Co. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 9, 2022 (File No. 001-32833) |
| 3.266 | Articles of Amendment, filed August 21, 2000, of Simplex Manufacturing Co. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 9, 2022 (File No. 001-32833) |
| 3.267 | Articles of Amendment, filed March 12, 2001, of Simplex Manufacturing Co. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 9, 2022 (File No. 001-32833) |
| Exhibit No. | Description | Filed Herewith or Incorporated by Reference From |
| 3.268 | Articles of Amendment, filed October 29, 2007, of Simplex Manufacturing Co. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 9, 2022 (File No. 001-32833) |
| 3.269 | Amended and Restated By-laws of Simplex Manufacturing Co., as amended | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 9, 2022 (File No. 001-32833) |
| 3.270 | Articles of Incorporation, filed January 2, 1992, of Skandia, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 8, 2018 (File No. 001-32833) |
| 3.271 | Amended and Restated By-laws of Skandia, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 8, 2018 (File No. 001-32833) |
| 3.272 | Certificate of Incorporation, filed December 22, 2004, of Skurka Aerospace Inc. | Incorporated by reference to TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed October 11, 2006 (File No. 333-137937) |
| 3.273 | By-laws, as amended, of Skurka Aerospace Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 9, 2018 (File No. 001-32833) |
| 3.274 | Fourth Amended and Restated Limited Liability Company Agreement of Space Electronics LLC | Filed Herewith |
| 3.275 | Articles of Organization, as amended, of Symetrics Industries, LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 8, 2018 (File No. 001-32833) |
| 3.276 | Amended and Restated Limited Liability Company Agreement of Symetrics Industries, LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 8, 2018 (File No. 001-32833) |
| 3.277 | Restated Articles of Incorporation of TA Aerospace Co. | Incorporated by reference to Amendment No. 1 to TransDigm UK Holdings plc’s, TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed April 2, 2019 (File No. 333-228336) |
| 3.278 | Amended and Restated Bylaws of TA Aerospace Co. | Incorporated by reference to Amendment No. 1 to TransDigm UK Holdings plc’s, TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed April 2, 2019 (File No. 333-228336) |
| 3.279 | Certificate of Incorporation, filed August 22, 1986, of Tactair Fluid Controls, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 15, 2016 (File No. 001-32833) |
| 3.280 | Certificate of Amendment, filed June 8, 1998, of Certificate of Incorporation of Tactair Fluid Controls, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 15, 2016 (File No. 001-32833) |
| 3.281 | By-Laws, as amended, of Tactair Fluid Controls, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 9, 2018 (File No. 001-32833) |
| 3.282 | Certificate of Incorporation, filed August 26, 2019, of TDG ESL Holdings Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 19, 2019 (File No. 001-32833) |
| Exhibit No. | Description | Filed Herewith or Incorporated by Reference From |
| 3.283 | By-laws of TDG ESL Holdings Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 19, 2019 (File No. 001-32833) |
| 3.284 | Certificate of Incorporation, filed January 15, 2004, of TEAC Aerospace Technologies, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 8, 2018 (File No. 001-32833) |
| 3.285 | Bylaws of TEAC Aerospace Technologies, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 8, 2018 (File No. 001-32833) |
| 3.286 | Certificate of Formation, filed February 23, 2015, of Telair US LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed May 5, 2015 (File No. 001-32833) |
| 3.287 | Limited Liability Company Agreement of Telair US LLC | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed May 5, 2015 (File No. 001-32833) |
| 3.288 | Certificate of Articles of Incorporation of TestVonics, Inc. | Filed Herewith |
| 3.289 | Second Amended and Restated Bylaws of TestVonics, Inc. | Filed Herewith |
| 3.290 | Articles of Incorporation, filed August 6, 1999, of Texas Rotronics, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed February 8, 2011 (File No. 001-32833) |
| 3.291 | By-laws, as amended, of Texas Rotronics, Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 9, 2018 (File No. 001-32833) |
| 3.292 | Certificate of Incorporation of TransDigm UK Holdings Limited | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 8, 2018 (File No. 001-32833) |
| 3.293 | Articles of Association of TransDigm UK Holdings Limited | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 8, 2018 (File No. 001-32833) |
| 3.294 | Certificate of Formation, effective June 30, 2007, of Transicoil LLC | Incorporated by reference to TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed July 6, 2007 (File No. 333-144366) |
| 3.295 | Limited Liability Company Agreement of Transicoil LLC | Incorporated by reference to TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed July 6, 2007 (File No. 333-144366) |
| 3.296 | Certificate of Formation, filed June 13, 2013, of Whippany Actuation Systems, LLC | Incorporated by reference to Amendment No. 3 to TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4/A, filed June 27, 2013 (File No. 333-186494) |
| 3.297 | Limited Liability Company Agreement of Whippany Actuation Systems, LLC | Incorporated by reference to Amendment No. 3 to TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4/A, filed June 27, 2013 (File No. 333-186494) |
| Exhibit No. | Description | Filed Herewith or Incorporated by Reference From |
| 3.298 | Restated Certificate of Incorporation of Young & Franklin Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 15, 2016 (File No. 001-32833) |
| 3.299 | By-laws, as amended, of Young & Franklin Inc. | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 9, 2018 (File No. 001-32833) |
| 4.1 | Form of Stock Certificate | Incorporated by reference to Amendment No. 3 to TransDigm Group Incorporated’s Form S-1 filed March 13, 2006 (File No. 333-130483) |
| 4.2 | Indenture, dated as of November 13, 2019, among TransDigm Inc., as issuer, TransDigm Group Incorporated, as a guarantor, the subsidiary guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee, relating to TransDigm Inc.’s 5.50% Senior Subordinated Notes due 2027 | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed November 13, 2019 (File No. 001-32833) |
| 4.3 | Indenture, dated as of January 20, 2021, among TransDigm Inc., as issuer, TransDigm Group Incorporated, as a guarantor, the subsidiary guarantors party thereto, and The Bank of New York Mellon Trust Company, N.A., as trustee, relating to TransDigm Inc.’s 4.625% Senior Subordinated Notes due 2029 | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed January 20, 2021 (File No. 001-32833) |
| 4.4 | Indenture, dated as of April 21, 2021, among TransDigm Inc., as issuer, TransDigm Group Incorporated, as a guarantor, the subsidiary guarantors party thereto, and The Bank of New York Mellon Trust Company, N.A., as trustee, relating to TransDigm Inc.’s 4.875% Senior Subordinated Notes due 2029 | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed April 21, 2021 (File No. 001-32833) |
| 4.5 | Indenture, dated as of February 24, 2023, among TransDigm Inc., as issuer, TransDigm Group Incorporated, as a guarantor, the subsidiary guarantors party thereto, The Bank of New York Mellon Trust Company, N.A., as trustee and US collateral agent, and The Bank of New York Mellon, as UK collateral agent, relating to TransDigm Inc.’s 6.75% Senior Secured Notes due 2028 | Incorporated by reference to TransDigm Group Incorporated's Form 8-K, filed February 24, 2023 (File No. 001-32833) |
| 4.6 | First Supplemental Indenture, dated as of March 9, 2023, among TransDigm Inc., as issuer, TransDigm Group Incorporated, as a guarantor, the subsidiary guarantors party thereto, The Bank of New York Mellon Trust Company, N.A., as trustee and US collateral agent, and The Bank of New York Mellon, as UK collateral agent, relating to TransDigm Inc.’s 6.75% Senior Secured Notes due 2028 | Incorporated by reference to TransDigm Group Incorporated's Form 8-K, filed March 9, 2023 (File No. 001-32833) |
| 4.7 | Indenture, dated as of August 18, 2023, among TransDigm Inc., as issuer, TransDigm Group Incorporated, as a guarantor, the subsidiary guarantors party thereto, The Bank of New York Mellon Trust Company, N.A., as trustee and US collateral agent, and The Bank of New York Mellon, as UK collateral agent, relating to TransDigm Inc.’s 6.875% Senior Secured Notes due 2030 | Incorporated by reference to TransDigm Group Incorporated's Form 8-K, filed August 18, 2023 (File No. 001-32833) |
| 4.8 | Indenture, dated as of November 28, 2023, among TransDigm Inc., as issuer, TransDigm Group Incorporated, as a guarantor, the subsidiary guarantors party thereto, The Bank of New York Mellon Trust Company, N.A., as trustee and US collateral agent, and The Bank of New York Mellon, as UK collateral agent, relating to TransDigm Inc.’s 7.125% Senior Secured Notes due 2031 | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed November 28, 2023 (File No. 001-32833) |
| Exhibit No. | Description | Filed Herewith or Incorporated by Reference From |
| 4.9 | Indenture, dated as of February 27, 2024, among TransDigm Inc., as issuer, TransDigm Group Incorporated, as a guarantor, the subsidiary guarantors party thereto, The Bank of New York Mellon Trust Company, N.A., as trustee and US collateral agent, and The Bank of New York Mellon, as UK collateral agent, relating to TransDigm Inc.’s 6.375% Senior Secured Notes due 2029 | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed February 28, 2024 (File No. 001-32833) |
| 4.10 | Indenture, dated as of February 27, 2024, among TransDigm Inc., as issuer, TransDigm Group Incorporated, as a guarantor, the subsidiary guarantors party thereto, The Bank of New York Mellon Trust Company, N.A., as trustee and US collateral agent, and The Bank of New York Mellon, as UK collateral agent, relating to TransDigm Inc.’s 6.625% Senior Secured Notes due 2032 | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed February 28, 2024 (File No. 001-32833) |
| 4.11 | First Supplemental Indenture, dated as of March 22, 2024, among TransDigm Inc., as issuer, TransDigm Group Incorporated, as a guarantor, the subsidiary guarantors party thereto, The Bank of New York Mellon Trust Company, N.A., as trustee and US collateral agent, and The Bank of New York Mellon, as UK collateral agent, to the Indenture, dated as of February 27, 2024, among TransDigm Inc., as issuer, TransDigm Group Incorporated, as a guarantor, the subsidiary guarantors party thereto, The Bank of New York Mellon Trust Company, N.A., as trustee and US collateral agent, and The Bank of New York Mellon, as UK collateral agent, relating to TransDigm Inc.’s additional 6.375% Senior Secured Notes due 2029 | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed March 22, 2024 (File No. 001-32833) |
| 4.12 | Indenture, dated as of September 19, 2024, among TransDigm Inc., as issuer, TransDigm Group Incorporated, as a guarantor, the subsidiary guarantors party thereto, The Bank of New York Mellon Trust Company, N.A., as trustee and US collateral agent, and The Bank of New York Mellon, as UK collateral agent, relating to TransDigm Inc.’s 6.000% Senior Secured Notes due 2033 | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed September 20, 2024 (File No. 001-32833) |
| 4.13 | Form of Supplemental Indenture to Add New Guarantors | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 19, 2019 (File No. 001-32833) |
| 4.14 | Form of TransDigm Inc.’s 5.50% Senior Subordinated Notes due 2027 | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed November 13, 2019 (File No. 001-32833) |
| 4.15 | Form of TransDigm Inc.’s 4.625% Senior Subordinated Notes due 2029 | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed January 20, 2021 (File No. 001-32833) |
| 4.16 | Form of TransDigm Inc.’s 4.875% Senior Subordinated Notes due 2029 | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed April 21, 2021 (File No. 001-32833) |
| 4.17 | Form of TransDigm Inc.’s 6.75% Senior Secured Notes due 2028 | Incorporated by reference to TransDigm Group Incorporated's Form 8-K, filed February 24, 2023 (File No. 001-32833) |
| 4.18 | Form of TransDigm Inc.’s 6.875% Senior Secured Notes due 2030 | Incorporated by reference to TransDigm Group Incorporated's Form 8-K, filed August 18, 2023 (File No. 001-32833) |
| 4.19 | Form of TransDigm Inc.’s 7.125% Senior Secured Notes due 2031 | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed November 28, 2023 (File No. 001-32833) |
| Exhibit No. | Description | Filed Herewith or Incorporated by Reference From |
| 4.20 | Form of TransDigm Inc.’s 6.375% Senior Secured Notes due 2029 | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed February 28, 2024 (File No. 001-32833) |
| 4.21 | Form of TransDigm Inc.’s 6.625% Senior Secured Notes due 2032 | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed February 28, 2024 (File No. 001-32833) |
| 4.22 | Form of TransDigm Inc.’s additional 6.375% Senior Secured Notes due 2029 | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed March 22, 2024 (File No. 001-32833) |
| 4.23 | Form of TransDigm Inc.’s 6.00% Senior Secured Notes due 2033 | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed September 20, 2024 (File No. 001-32833) |
| 4.24 | Description of Securities | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 19, 2019 (File No. 001-32833) |
| 10.1 | Option Agreement dated August 6, 2021 between the Company and W. Nicholas Howley* | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed August 10, 2021 (File No. 001-32833) |
| 10.2 | Second Amended and Restated Employment Agreement, dated April 26, 2018, between TransDigm Group Incorporated and Kevin Stein* | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed April 30, 2018 (File No. 001-32833) |
| 10.3 | Amendment to Second Amended and Restated Employment Agreement, dated February 6, 2024, between TransDigm Group Incorporated and Kevin Stein* | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed February 8, 2024 (File No. 001-32833) |
| 10.4 | Amended and Restated Employment Agreement, dated July 26, 2023, between TransDigm Group Incorporated and Michael Lisman* | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 9, 2023 (File No. 001-32833) |
| 10.5 | Employment Agreement, dated October 28, 2013, between TransDigm Group Incorporated and Jorge Valladares* | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed October 29, 2013 (File No. 001-32833) |
| 10.6 | Form of Amendment to Employment Agreement, dated October 2015, between TransDigm Group Incorporated and Jorge Valladares* | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed October 27, 2015 (File No. 001-32833) |
| 10.7 | Second Amendment to Employment Agreement, dated July 30, 2018, between TransDigm Group Incorporated and Jorge Valladares* | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed August 3, 2018 (File No. 001-32833) |
| 10.8 | Amendment to Employment Agreement, dated November 16, 2021, between TransDigm Group Incorporated and Jorge Valladares* | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 16, 2021 (File No. 001-32833) |
| 10.9 | Amended and Restated Employment Agreement, dated July 26, 2023, between TransDigm Group Incorporated and Joel Reiss* | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 9, 2023 (File No. 001-32833) |
| 10.10 | Amended and Restated Employment Agreement, dated July 26, 2023, between TransDigm Group Incorporated and Sarah Wynne* | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 9, 2023 (File No. 001-32833) |
| 10.11 | Employment Agreement, dated February 6, 2023, between TransDigm Group Incorporated and Jessica Warren* | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed May 9, 2023 (File No. 001-32833) |
| Exhibit No. | Description | Filed Herewith or Incorporated by Reference From |
| 10.12 | TransDigm Group Incorporated 2006 Stock Incentive Plan* | Incorporated by reference to Amendment No. 3 to TransDigm Group Incorporated’s Form S-1, filed March 13, 2006 (File No. 333-130483) |
| 10.13 | Amendment No. 1, dated October 20, 2006, to the TransDigm Group Incorporated 2006 Stock Incentive Plan* | Incorporated by reference to Amendment No. 1 to TransDigm Inc.’s and TransDigm Group Incorporated’s Form S-4, filed November 7, 2006 (File No. 333-137937) |
| 10.14 | Second Amendment to TransDigm Group Incorporated 2006 Stock Incentive Plan, dated April 25, 2008* | Incorporated by reference to TransDigm Group Incorporated’s Schedule 14A, filed June 6, 2008 (File No. 001-32833) |
| 10.15 | Amended and Restated TransDigm Group Incorporated 2014 Stock Option Plan* | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 7, 2019 (File No. 001-32833) |
| 10.16 | TransDigm Group Incorporated 2019 Stock Option Plan* | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed October 4, 2019 (File No. 001-32833) |
| 10.17 | TransDigm Group Incorporated 2019 Stock Option Plan Dividend Equivalent Plan* | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 9, 2023 (File No. 001-32833) |
| 10.18 | TransDigm Group Incorporated 2016 Director Share Plan* | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed February 10, 2016 (File No. 001-32833) |
| 10.19 | Form of Stock Option Agreement for options awarded in fiscal 2020* | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 19, 2019 (File No. 001-32833) |
| 10.20 | Form of Stock Option Agreement for options awarded in fiscal 2021* | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 12, 2020 (File No. 001-32833) |
| 10.21 | Form of Stock Option Agreement for options awarded in fiscal 2022* | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 16, 2021 (File No. 001-32833) |
| 10.22 | Form of Stock Option Agreement for options awarded in fiscal 2023* | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 10, 2022 (File No. 001-32833) |
| 10.23 | Form of Stock Option Grant Notice and Agreement for executive officers under the TransDigm Group Incorporated 2019 Stock Option Plan (or TransDigm Group Incorporated 2014 Stock Option Plan) for options awarded in fiscal 2024* | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 9, 2023 (File No. 001-32833) |
| 10.24 | Form of Stock Option Grant Notice and Agreement for directors under the TransDigm Group Incorporated 2019 Stock Option Plan for options awarded in fiscal 2024* | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 9, 2023 (File No. 001-32833) |
| 10.25 | Form of Stock Option Grant Notice and Agreement for executive officers under the TransDigm Group Incorporated 2019 Stock Option Plan for options awarded in fiscal 2025* | Filed Herewith |
| 10.26 | Form of Stock Option Grant Notice and Agreement for directors under the TransDigm Group Incorporated 2019 Stock Option Plan for options awarded in fiscal 2025* | Filed Herewith |
| Exhibit No. | Description | Filed Herewith or Incorporated by Reference From |
| 10.27 | Fourth Amended and Restated TransDigm Group Incorporated 2006 Stock Incentive Plan Dividend Equivalent Plan* | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 9, 2022 (File No. 001-32833) |
| 10.28 | Amendment to Fourth Amended and Restated TransDigm Group Incorporated 2006 Stock Incentive Plan Dividend Equivalent Plan* | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 10, 2022 (File No. 001-32833) |
| 10.29 | Amended and Restated TransDigm Group Incorporated 2014 Stock Option Plan Dividend Equivalent Plan* | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 9, 2022 (File No. 001-32833) |
| 10.30 | Amendment to Amended and Restated TransDigm Group Incorporated 2014 Stock Option Plan Dividend Equivalent Plan* | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 10, 2022 (File No. 001-32833) |
| 10.31 | Form of Amendment to Director Options to Effect Changes in Dividend Equivalent Payment Method* | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 9, 2022 (File No. 001-32833) |
| 10.32 | Amendment and Restatement Agreement, and Second Amendment and Restated Credit Agreement, dated as of June 4, 2014, among TransDigm Inc., TransDigm Group Incorporated, the subsidiaries of TransDigm Inc. from time to time party thereto, the lenders party thereto, as lenders, and Credit Suisse AG, as administrative agent | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed June 6, 2014 (File No. 001-32833) |
| 10.33 | Incremental Assumption and Refinancing Facility Agreement, dated as of May 14, 2015, among TransDigm Inc., TransDigm Group Incorporated, the subsidiary guarantors party thereto, Credit Suisse AG, as administrative agent and collateral agent, and the other agents and lenders named therein | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed May 19, 2015 (File No. 001-32833) |
| 10.34 | Loan Modification Agreement, dated as of May 20, 2015, among TransDigm Inc., TransDigm Group Incorporated, the subsidiary guarantors party thereto, Credit Suisse AG, as administrative agent and collateral agent, and the other agents and lenders party thereto | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed May 27, 2015 (File No. 001-32833) |
| 10.35 | Incremental Revolving Credit Assumption and Refinancing Facility Agreement, dated as of May 20, 2015, among TransDigm Inc., TransDigm Group Incorporated, the subsidiary guarantors party thereto, Credit Suisse AG, as administrative agent and collateral agent and the other agents and lenders party thereto | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed May 27, 2015 (File No. 001-32833) |
| 10.36 | Incremental Term Loan Assumption Agreement dated October 14, 2016 among TransDigm Inc., TransDigm Group Incorporated, the subsidiaries of TransDigm Inc. party thereto, the lenders party thereto and Credit Suisse AG, as administrative and collateral agent | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed October 14, 2016 (File No. 001-32833) |
| 10.37 | Amendment No. 2 to the Second Amended and Restated Credit Agreement, dated as of March 6, 2017, among TransDigm Inc., as borrower, TransDigm Group Incorporated, as guarantor, the subsidiary guarantors party thereto, Credit Suisse AG, as administrative agent and collateral agent, and the other agents and lenders named therein | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed March 8, 2017 (File No. 001-32833) |
| Exhibit No. | Description | Filed Herewith or Incorporated by Reference From |
| 10.38 | Amendment No. 3 to the Second Amended and Restated Credit Agreement, dated as of August 22, 2017, among TransDigm Inc., as borrower, TransDigm Group Incorporated, as guarantor, the subsidiary guarantors party thereto, Credit Suisse AG, as administrative agent and collateral agent, and the other agents and lenders named therein | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed August 24, 2017 (File No. 001-32833) |
| 10.39 | Amendment No. 4 to the Second Amended and Restated Credit Agreement, dated as of November 30, 2017, among TransDigm Inc., as borrower, TransDigm Group Incorporated, as guarantor, the subsidiary guarantors party thereto, Credit Suisse AG, as administrative agent and collateral agent, and the other agents and lenders named therein | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed December 6, 2017 (File No. 001-32833) |
| 10.40 | Refinancing Facility Agreement to the Second Amended and Restated Credit Agreement, dated as of February 22, 2018, among TransDigm Inc., as borrower, TransDigm Group Incorporated, as guarantor, the subsidiary guarantors party thereto, Credit Suisse AG, as administrative agent and collateral agent, and the other agents and lenders named therein | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed February 22, 2018 (File No. 001-32833) |
| 10.41 | Amendment No. 5, Incremental Assumption Agreement and Refinancing Facility Agreement, dated as of May 30, 2018, relating to the Second Amended and Restated Credit Agreement, dated as of June 4, 2014, among TransDigm Inc., TransDigm Group Incorporated, each subsidiary of TransDigm Inc. party thereto, the lenders party thereto, and Credit Suisse AG, as administrative agent and collateral agent for the lenders | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed May 31, 2018 (File No. 001-32833) |
| 10.42 | Amendment No. 6 and Incremental Revolving Credit Assumption Agreement, dated as of March 14, 2019, to the Second Amended and Restated Credit Agreement, dated as of June 4, 2014, among TransDigm Inc., TransDigm Group Incorporated, each subsidiary of TransDigm Inc. party thereto, the lenders party thereto, and Credit Suisse AG, as administrative agent and collateral agent for the lenders | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed March 14, 2019 (File No. 001-32833) |
| 10.43 | Amendment No. 7 and Refinancing Facility Agreement, dated as of February 6, 2020, to the Second Amended and Restated Credit Agreement, dated as of June 4, 2014, among TransDigm Inc., TransDigm Group Incorporated, each subsidiary of TransDigm Inc. party thereto, the lenders party thereto, and Credit Suisse AG, as administrative agent and collateral agent for the lenders | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed February 6, 2020 (File No. 001-32833) |
| 10.44 | Amendment No. 8 and Loan Modification Agreement, dated as of May 24, 2021, to the Second Amended and Restated Credit Agreement, dated as of June 4, 2014, among TransDigm Inc., TransDigm Group Incorporated, each subsidiary of TransDigm Inc. party thereto, the lenders party thereto, and Credit Suisse AG, as administrative agent and collateral agent for the lenders | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed May 25, 2021 (File No. 001-32833) |
| 10.45 | Amendment No. 9 and Incremental Revolving Credit Assumption Agreement, dated as of December 29, 2021, to the Second Amended and Restated Credit Agreement, dated as of June 4, 2014, among TransDigm Inc., TransDigm Group Incorporated, each subsidiary of TransDigm Inc. party thereto, the lenders party thereto, and Credit Suisse AG, as administrative agent and collateral agent for the lenders | Incorporated by reference to TransDigm Group Incorporated's Form 8-K, filed December 30, 2021 (File No. 001-32833) |
| Exhibit No. | Description | Filed Herewith or Incorporated by Reference From |
| 10.46 | Amendment No. 10, Loan Modification Agreement and Refinancing Facility Agreement, dated December 14, 2022, to the Second Amended and Restated Credit Agreement, dated June 4, 2014, among TransDigm Inc., TransDigm Group Incorporated, each subsidiary of TransDigm Inc. party thereto, the lenders party thereto, and Goldman Sachs Bank USA, as administrative agent and collateral agent (as successor to Credit Suisse AG) for the lenders | Incorporated by reference to TransDigm Group Incorporated's Form 8-K, filed December 14, 2022 (File No. 001-32833) |
| 10.47 | Amendment No. 11, Loan Modification Agreement and Refinancing Facility Agreement, dated February 24, 2023, to the Second Amended and Restated Credit Agreement, dated June 4, 2014, among TransDigm Inc., TransDigm Group Incorporated, each subsidiary of TransDigm Inc. party thereto, the lenders party thereto, and Goldman Sachs Bank USA, as administrative agent and collateral agent for the lenders** | Incorporated by reference to TransDigm Group Incorporated's Form 8-K, filed February 24, 2023 (File No. 001-32833) |
| 10.48 | Amendment No. 12 to the Second Amended and Restated Credit Agreement, dated June 16, 2023, to the Second Amended and Restated Credit Agreement, dated June 4, 2014, among TransDigm Inc., TransDigm Group Incorporated, each subsidiary of TransDigm Inc. party thereto, the lenders party thereto, and Goldman Sachs Bank USA, as administrative agent and collateral agent for the lenders** | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 8, 2023 (File No. 001-32833) |
| 10.49 | Amendment No. 13 and Incremental Term Loan Assumption Agreement, dated November 28, 2023, to the Second Amended and Restated Credit Agreement, dated June 4, 2014, among TransDigm Inc., TransDigm Group Incorporated, each subsidiary of TransDigm Inc. party thereto, the lenders party thereto, and Goldman Sachs Bank USA, as administrative agent and collateral agent for the lenders** | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed November 28, 2023 (File No. 001-32833) |
| 10.50 | Amendment No. 14 and Incremental Revolving Credit Assumption Agreement, dated February 27, 2024, to the Second Amended and Restated Credit Agreement, dated June 4, 2014, among TransDigm Inc., TransDigm Group Incorporated, each subsidiary of TransDigm Inc. party thereto, the lenders party thereto, and Goldman Sachs Bank USA, as administrative agent and collateral agent for the lenders** | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed February 28, 2024 (File No. 001-32833) |
| 10.51 | Amendment No. 15, Loan Modification Agreement and Refinancing Facility Agreement, dated March 22, 2024, relating to the Second Amended and Restated Credit Agreement, dated June 4, 2014, among TransDigm Inc., TransDigm Group Incorporated, each subsidiary of TransDigm Inc. party thereto, the lenders party thereto, and Goldman Sachs Bank USA, as administrative agent and collateral agent for the lenders and Amendment, dated March 22, 2024, relating to the Guarantee and Collateral Agreement, dated June 23, 2006, among TransDigm Inc., TransDigm Group Incorporated, each subsidiary of TransDigm Inc. party thereto, the lenders party thereto, and Goldman Sachs Bank USA, as administrative agent and collateral agent for the lenders** | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed March 22, 2024 (File No. 001-32833) |
| 10.52 | Amendment No. 16, Loan Modification Agreement and Refinancing Facility Agreement, dated June 4, 2024, to the Second Amended and Restated Credit Agreement, dated June 4, 2014, among TransDigm Inc., TransDigm Group Incorporated, each subsidiary of TransDigm Inc. party thereto, the lenders party thereto, and Goldman Sachs Bank USA, as administrative agent and collateral agent for the lenders** | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed June 4, 2024 (File No. 001-32833) |
| Exhibit No. | Description | Filed Herewith or Incorporated by Reference From |
| 10.53 | Amendment No. 17 and Incremental Revolving Credit Assumption Agreement, dated September 19, 2024, to the Second Amended and Restated Credit Agreement, dated June 4, 2014, among TransDigm Inc., TransDigm Group Incorporated, each subsidiary of TransDigm Inc. party thereto, the lenders party thereto, and Goldman Sachs Bank USA, as administrative agent and collateral agent for the lenders** | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed September 20, 2024 (File No. 001-32833) |
| 10.54 | Guarantee and Collateral Agreement, dated as of June 23, 2006, as amended and restated as of December 6, 2010, as further amended and restated as of February 14, 2011 and February 28, 2013, among TransDigm Inc., TransDigm Group Incorporated, the subsidiaries of TransDigm Inc. named therein and Credit Suisse AG as administrative agent and collateral agent | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed March 6, 2013 (File No. 001-32833) |
| 10.55 | Receivables Purchase Agreement, dated October 21, 2013, among TransDigm Receivables LLC, TransDigm Inc., PNC Bank, National Association as a Purchaser and a Purchaser Agent, the various other Purchasers and Purchaser Agents from time to time party thereto, and PNC National Association as Administrator** | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed February 5, 2014 (File No. 001-32833) |
| 10.56 | First Amendment to the Receivables Purchase Agreement, dated March 25, 2014, among TransDigm Receivables LLC, TransDigm Inc., PNC Bank, National Association as a Purchaser, Purchaser Agent for its Purchaser Group and as Administrator | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 13, 2015 (File No. 001-32833) |
| 10.57 | Second Amendment to the Receivables Purchase Agreement, dated August 8, 2014, among TransDigm Receivables LLC, TransDigm Inc., PNC Bank, National Association, as a Committed Purchaser, as a Purchaser Agent for its Purchaser Group and Administrator, and Credit Agricole Corporate and Investment Bank, as a Committed Purchaser and as a Purchase Agent for its Purchaser Group | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 13, 2015 (File No. 001-32833) |
| 10.58 | Third Amendment to the Receivables Purchase Agreement, dated March 20, 2015, among TransDigm Receivables LLC, TransDigm Inc., PNC Bank, National Association, as a Committed Purchaser, as a Purchaser Agent for its Purchaser Group and Administrator, Atlantic Asset Securitization LLC, as a Conduit Purchaser, and Credit Agricole Corporate and Investment Bank, as a Committed Purchaser and as a Purchase Agent for its and Atlantic’s Purchaser Group | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 13, 2015 (File No. 001-32833) |
| 10.59 | Fourth Amendment to the Receivables Purchase Agreement dated as of August 4, 2015, among TransDigm Receivables LLC, TransDigm Inc., PNC Bank, National Association, as a Committed Purchaser, as a Purchaser Agent for its Purchaser Group and Administrator, Atlantic Asset Securitization LLC, as a Conduit Purchaser, and Credit Agricole Corporate and Investment Bank, as a Committed Purchaser and as a Purchaser Agent for its and Atlantic’s Purchaser Group** | Incorporated by reference to TransDigm Group Incorporated’s Form 8-K, filed August 7, 2015 (File No. 001-32833) |
| 10.60 | Ninth Amendment to the Receivables Purchase Agreement dated as of August 1, 2017, among TransDigm Receivables LLC, TransDigm Inc., PNC Bank, National Association, as a Committed Purchaser, as Purchaser Agent for its Purchaser Group and as Administrator, Atlantic Asset Securitization LLC, as a Conduit Purchaser, Credit Agricole Corporate and Investment Bank, as a Committed Purchaser and as a Purchaser Agent for its and Atlantic’s Purchaser Group, and Fifth Third Bank, as a Committed Purchaser and as Purchaser Agent for its Purchaser Group** | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 13, 2017 (File No. 001-32833) |
| Exhibit No. | Description | Filed Herewith or Incorporated by Reference From |
| 10.61 | Tenth Amendment to the Receivables Purchase Agreement dated as of July 31, 2018, among TransDigm Receivables LLC, TransDigm Inc., PNC Bank, National Association, as a Committed Purchaser, as Purchaser Agent for its Purchaser Group and as Administrator, Atlantic Asset Securitization LLC, as a Conduit Purchaser, Credit Agricole Corporate and Investment Bank, as a Committed Purchaser and as a Purchaser Agent for its and Atlantic’s Purchaser Group, and Fifth Third Bank, as a Committed Purchaser and as Purchaser Agent for its Purchaser Group** | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 8, 2018 (File No. 001-32833) |
| 10.62 | Eleventh Amendment to the Receivables Purchase Agreement dated as of July 30, 2019, among TransDigm Receivables LLC, TransDigm Inc., PNC Bank, National Association, as a Committed Purchaser, as Purchaser Agent for its Purchaser Group and as Administrator, Atlantic Asset Securitization LLC, as a Conduit Purchaser, Credit Agricole Corporate and Investment Bank, as a Committed Purchaser and as a Purchaser Agent for its and Atlantic’s Purchaser Group, and Fifth Third Bank, as a Committed Purchaser and as Purchaser Agent for its Purchaser Group** | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 19, 2019 (File No. 001-32833) |
| 10.63 | Twelfth Amendment to the Receivables Purchase Agreement dated as of July 22, 2020, among TransDigm Receivables LLC, TransDigm Inc., PNC Bank, National Association, as a Committed Purchaser, as Purchaser Agent for its Purchaser Group and as Administrator, Atlantic Asset Securitization LLC, as a Conduit Purchaser, Credit Agricole Corporate and Investment Bank, as a Committed Purchaser and as a Purchaser Agent for its and Atlantic’s Purchaser Group, and Fifth Third Bank, as a Committed Purchaser and as Purchaser Agent for its Purchaser Group** | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 12, 2020 (File No. 001-32833) |
| 10.64 | Thirteenth Amendment to the Receivables Purchase Agreement dated as of July 26, 2021, among TransDigm Receivables LLC, TransDigm Inc., PNC Bank, National Association, as a Committed Purchaser, as Purchaser Agent for its Purchaser Group and as Administrator, and Fifth Third Bank, as a Committed Purchaser and as Purchaser Agent for its Purchaser Group** | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 16, 2021 (File No. 001-32833) |
| 10.65 | Fourteenth Amendment to the Receivables Purchase Agreement dated as of July 25, 2022, among TransDigm Receivables LLC, TransDigm Inc., PNC Bank, National Association, as a Committed Purchaser, as Purchaser Agent for its Purchaser Group and as Administrator, and Fifth Third Bank, as a Committed Purchaser and as Purchaser Agent for its Purchaser Group** | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 10, 2022 (File No. 001-32833) |
| 10.66 | Fifteenth Amendment to the Receivables Purchase Agreement dated as of July 25, 2023, among TransDigm Receivables LLC, TransDigm Inc., PNC Bank, National Association, as a Committed Purchaser, as Purchaser Agent for its Purchaser Group and as Administrator, and Wells Fargo Bank, National Association, as a Committed Purchaser and as Purchaser Agent for its Purchaser Group** | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 8, 2023 (File No. 001-32833) |
| 10.67 | Sixteenth Amendment to the Receivables Purchase Agreement dated as of May 28, 2024, among TransDigm Receivables LLC, TransDigm Inc., PNC Bank, National Association, as a Committed Purchaser, as Purchaser Agent for its Purchaser Group and as Administrator, and Wells Fargo Bank, National Association, as a Committed Purchaser and as Purchaser Agent for its Purchaser Group** | Filed Herewith |
| Exhibit No. | Description | Filed Herewith or Incorporated by Reference From |
| 10.68 | Seventeenth Amendment to the Receivables Purchase Agreement dated as of July 12, 2024, among TransDigm Receivables LLC, TransDigm Inc., PNC Bank, National Association, as a Committed Purchaser, as Purchaser Agent for its Purchaser Group and as Administrator, and Wells Fargo Bank, National Association, as a Committed Purchaser and as Purchaser Agent for its Purchaser Group** | Incorporated by reference to TransDigm Group Incorporated’s Form 10-Q, filed August 6, 2024 (File No. 001-32833) |
| 19.1 | TransDigm Group Incorporated Amended and Restated Insider Trading and Confidentiality Policy Statement* | Filed Herewith |
| 21.1 | Subsidiaries of TransDigm Group Incorporated | Filed Herewith |
| 22.1 | Listing of Subsidiary Guarantors | Filed Herewith |
| 23.1 | Consent of Independent Registered Public Accounting Firm | Filed Herewith |
| 31.1 | Certification by Principal Executive Officer of TransDigm Group Incorporated pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | Filed Herewith |
| 31.2 | Certification by Principal Financial Officer of TransDigm Group Incorporated pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | Filed Herewith |
| 32.1 | Certification by Principal Executive Officer of TransDigm Group Incorporated pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | Furnished Herewith |
| 32.2 | Certification by Principal Financial Officer of TransDigm Group Incorporated pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | Furnished Herewith |
| 97 | TransDigm Group Incorporated Compensation Clawback Policy, dated October 2, 2023* | Incorporated by reference to TransDigm Group Incorporated’s Form 10-K, filed November 9, 2023 (File No. 001-32833) |
| 101.INS | Inline XBRL Instance Document: The XBRL Instance Document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document | Filed Herewith |
| 101.SCH | Inline XBRL Taxonomy Extension Schema | Filed Herewith |
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase | Filed Herewith |
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase | Filed Herewith |
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase | Filed Herewith |
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase | Filed Herewith |
| 104 | Cover Page Interactive Data File: the cover page XBRL tags are embedded within the Inline XBRL document and are contained within Exhibit 101 | Filed Herewith |
| * | Indicates management contract or compensatory plan contract or arrangement. |
|---|---|
| ** | Schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company hereby undertakes to furnish on a supplemental basis a copy of any omitted schedule or exhibit upon request by the Securities and Exchange Commission. |
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized on November 7, 2024.
| TRANSDIGM GROUP INCORPORATED | |
|---|---|
| By: | /s/ Sarah Wynne |
| Name: | Sarah Wynne |
| Title: | Chief Financial Officer |
Pursuant to the requirements of the Securities Exchange Act of 1934, this Report has been signed below by the following persons on behalf of the registrant and in the capacities and as of the dates indicated.
| Signature | Title | Date |
|---|---|---|
| /s/ Kevin Stein | President, Chief Executive Officer and Director (Principal Executive Officer) | November 7, 2024 |
| Kevin Stein | ||
| /s/ Sarah Wynne | Chief Financial Officer (Principal Financial Officer) | November 7, 2024 |
| Sarah Wynne | ||
| /s/ W. Nicholas Howley | Chairman | November 7, 2024 |
| W. Nicholas Howley | ||
| /s/ David A. Barr | Director | November 7, 2024 |
| David A. Barr | ||
| /s/ Jane M. Cronin | Director | November 7, 2024 |
| Jane M. Cronin | ||
| /s/ Michael Graff | Director | November 7, 2024 |
| Michael Graff | ||
| /s/ Sean P. Hennessy | Director | November 7, 2024 |
| Sean P. Hennessy | ||
| /s/ Gary E. McCullough | Director | November 7, 2024 |
| Gary E. McCullough | ||
| /s/ Michele L. Santana | Director | November 7, 2024 |
| Michele L. Santana | ||
| /s/ Robert J. Small | Lead Independent Director | November 7, 2024 |
| Robert J. Small | ||
| /s/ Jorge L. Valladares III | Director | November 7, 2024 |
| Jorge L. Valladares III | ||
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.