Item 8. AND ITEM 15(a) (1)

FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

INDEX

			Page
Financial Statements:
Report of Independent Registered Public Accounting Firm (Ernst & Young LLP, PCAOB ID: 42)			F-1
Consolidated Balance Sheets as of September 30, 2025 and 2024			F-3
Consolidated Statements of Income for Fiscal Years Ended September 30, 2025, 2024 and 2023			F-4
Consolidated Statements of Comprehensive Income for Fiscal Years Ended September 30, 2025, 2024 and 2023			F-5
Consolidated Statements of Changes in Stockholders’ Deficit for Fiscal Years Ended September 30, 2025, 2024 and 2023			F-6
Consolidated Statements of Cash Flows for Fiscal Years Ended September 30, 2025, 2024 and 2023			F-7
Notes to Consolidated Financial Statements for Fiscal Years Ended September 30, 2025, 2024 and 2023			F-8 to F-38
Supplementary Data:
Valuation and Qualifying Accounts for the Fiscal Years Ended September 30, 2025, 2024 and 2023			F-39

Report of Independent Registered Public Accounting Firm

To the Stockholders and the Board of Directors of

TransDigm Group Incorporated

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of TransDigm Group Incorporated (the “Company”) as of September 30, 2025 and 2024, the related consolidated statements of income, comprehensive income, changes in stockholders’ deficit and cash flows for each of the three fiscal years in the period ended September 30, 2025, and the related notes and financial statement schedule listed in the Index at Item 15(a) (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at September 30, 2025 and 2024, and the results of its operations and its cash flows for each of the three fiscal years in the period ended September 30, 2025, in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), the Company's internal control over financial reporting as of September 30, 2025, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), and our report dated November 12, 2025 expressed an unqualified opinion thereon.

Basis for Opinion

These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matter

The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments. The communication of the critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

F-1

						Annual assessment of goodwill for impairment
Description of the Matter						As disclosed in Note 8, the Company had goodwill of $10,612 million at September 30, 2025. As discussed in Note 1 to the consolidated financial statements, goodwill is tested for impairment annually as of the first day of the fourth fiscal quarter, or more frequently, if an event occurs or circumstances change that would more likely than not reduce fair value below carrying value. The Company’s goodwill is initially assigned to its reporting units as of the acquisition date. The Company first assesses qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying value. If the Company determines the qualitative assessment is not sufficient to conclude on whether it is more likely than not that the fair value is less than the carrying value, a quantitative impairment test is performed. The Company may also elect to bypass the qualitative assessment and perform a quantitative test for any or all reporting units. As part of the quantitative assessment, the Company determines the fair value of the reporting units using a discounted cash flow valuation model. Auditing management’s quantitative impairment assessment was complex and judgmental for certain of the reporting units due to the significant estimation required to determine fair value. In particular, the fair value estimates were sensitive to significant assumptions, such as changes in the discount rate, revenue growth rates and EBITDA margins, which are affected by expectations about future market or economic conditions.
How We Addressed the Matter in Our Audit						We obtained an understanding, evaluated the design and tested the operating effectiveness of controls over the Company’s impairment process, including controls over management’s review of the valuation model and the significant assumptions underlying the fair value determination, as described above. To test the fair values of the Company’s reporting units, our audit procedures included, among others, assessing the use of the discounted cash flow valuation model and testing the significant assumptions discussed above and underlying data used by the Company in its analyses for certain of the reporting units evaluated using the quantitative assessment. We utilized internal valuation specialists in assessing the fair value methodologies applied and evaluating the reasonableness of the discount rate selected by management in the determination of the fair values of certain of the reporting units. We compared the revenue growth rates and EBITDA margins used by management to current industry and economic trends, recent historical performance, or other relevant factors. We performed sensitivity analyses of significant assumptions described above to evaluate the changes in fair values that would result from changes in the assumptions.

/s/ Ernst & Young LLP

We have served as the Company’s auditor since 2004.

Cleveland, Ohio

November 12, 2025

F-2

TRANSDIGM GROUP INCORPORATED

CONSOLIDATED BALANCE SHEETS

AS OF SEPTEMBER 30, 2025 AND 2024

(Amounts in millions, except share amounts)

			2025						2024
ASSETS
CURRENT ASSETS:
Cash and cash equivalents			$	2,808					$	6,261
Trade accounts receivable—Net			1,617						1,381
Inventories—Net			2,095						1,876
Prepaid expenses and other			492						511
Total current assets			7,012						10,029
PROPERTY, PLANT AND EQUIPMENT—NET			1,579						1,488
GOODWILL			10,612						10,419
OTHER INTANGIBLE ASSETS—NET			3,454						3,446
OTHER NON-CURRENT ASSETS			252						204
TOTAL ASSETS			$	22,909					$	25,586
LIABILITIES AND STOCKHOLDERS’ DEFICIT
CURRENT LIABILITIES:
Current portion of long-term debt			$	124					$	98
Short-term borrowings—trade receivable securitization facility			724						486
Accounts payable			368						323
Dividends payable			—						4,216
Accrued and other current liabilities			966						1,216
Total current liabilities			2,182						6,339
LONG-TERM DEBT			29,167						24,296
DEFERRED INCOME TAXES			759						766
OTHER NON-CURRENT LIABILITIES			480						468
Total liabilities			32,588						31,869
TD GROUP STOCKHOLDERS’ DEFICIT:
Common stock - $.01 par value; authorized 224,400,000 shares; issued 62,465,317 and 61,904,833 at September 30, 2025 and September 30, 2024, respectively			1						1
Additional paid-in capital			3,135						2,819
Accumulated deficit			(10,606)						(7,362)
Accumulated other comprehensive loss			(10)						(42)
Treasury stock, at cost; 6,089,675 and 5,688,639 shares at September 30, 2025 and September 30, 2024, respectively			(2,206)						(1,706)
Total TD Group stockholders’ deficit			(9,686)						(6,290)
NONCONTROLLING INTERESTS			7						7
Total stockholders’ deficit			(9,679)						(6,283)
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT			$	22,909					$	25,586

See notes to consolidated financial statements

F-3

TRANSDIGM GROUP INCORPORATED

CONSOLIDATED STATEMENTS OF INCOME

(Amounts in millions, except per share amounts)

			Fiscal Years Ended September 30,
			2025						2024						2023
NET SALES			$	8,831					$	7,940					$	6,585
COST OF SALES			3,520						3,268						2,743
GROSS PROFIT			5,311						4,672						3,842
SELLING AND ADMINISTRATIVE EXPENSES			945						980						780
AMORTIZATION OF INTANGIBLE ASSETS			201						161						139
INCOME FROM OPERATIONS			4,165						3,531						2,923
INTEREST EXPENSE—NET			1,572						1,286						1,164
REFINANCING COSTS			11						58						56
OTHER INCOME			(47)						(28)						(13)
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES			2,629						2,215						1,716
INCOME TAX PROVISION			555						500						417
NET INCOME			2,074						1,715						1,299
LESS: NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS			—						(1)						(1)
NET INCOME ATTRIBUTABLE TO TD GROUP			$	2,074					$	1,714					$	1,298
NET INCOME APPLICABLE TO TD GROUP COMMON STOCKHOLDERS			$	1,866					$	1,481					$	1,260
Earnings per share attributable to TD Group common stockholders:
Earnings per share			$	32.08					$	25.62					$	22.03
Cash dividends declared per common share			$	90.00					$	110.00					$	—
Weighted-average shares outstanding:
Basic and diluted			58.2						57.8						57.2

See notes to consolidated financial statements

F-4

TRANSDIGM GROUP INCORPORATED

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Amounts in millions)

			Fiscal Years Ended September 30,
			2025						2024						2023
Net income			$	2,074					$	1,715					$	1,299
Less: Net income attributable to noncontrolling interests			—						(1)						(1)
Net income attributable to TD Group			$	2,074					$	1,714					$	1,298
Other comprehensive income (loss), net of tax:
Foreign currency translation adjustment			58						181						137
Unrealized (losses) gains on derivatives			(23)						(124)						20
Pension and post-retirement benefit plans adjustment			(3)						(1)						12
Other comprehensive income, net of tax, attributable to TD Group			32						56						169
TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO TD GROUP			$	2,106					$	1,770					$	1,467

See notes to consolidated financial statements

F-5

TRANSDIGM GROUP INCORPORATED

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ DEFICIT

(Amounts in millions, except share amounts)

			TD Group Stockholders
			Common Stock												Additional Paid-In Capital						Accumulated Deficit						Accumulated Other Comprehensive Loss						Treasury Stock
			Number of Shares						Par Value						Number of Shares						Value						Noncontrolling Interests						Total
BALANCE—September 30, 2022			60,049,685						$	1					$	2,113					$	(3,914)					$	(267)					(5,688,639)						$	(1,706)					$	7					$	(3,766)
Changes in noncontrolling interest of consolidated subsidiaries, net			—						—						—						—						—						—						—						(1)						(1)
Accrued unvested dividend equivalents and other			—						—						—						(5)						—						—						—						—						(5)
Compensation expense recognized for employee stock options			—						—						112						—						—						—						—						—						112
Stock-based compensation activity			945,828						—						215						—						—						—						—						—						215
Net income attributable to TD Group			—						—						—						1,298						—						—						—						—						1,298
Foreign currency translation adjustment, net of tax			—						—						—						—						137						—						—						—						137
Unrealized gain on derivatives, net of tax			—						—						—						—						20						—						—						—						20
Pension and post-retirement benefit plans adjustment, net of tax			—						—						—						—						12						—						—						—						12
BALANCE—September 30, 2023			60,995,513						$	1					$	2,440					$	(2,621)					$	(98)					(5,688,639)						$	(1,706)					$	6					$	(1,978)
Changes in noncontrolling interest of consolidated subsidiaries, net			—						—						—						—						—						—						—						1						1
Special dividends ($35.00 and $75.00 per share) and vested dividend equivalents declared			—						—						—						(6,368)						—						—						—						—						(6,368)
Accrued unvested dividend equivalents and other			—						—						—						(87)						—						—						—						—						(87)
Compensation expense recognized for employee stock options			—						—						134						—						—						—						—						—						134
Stock-based compensation activity			909,320						—						245						—						—						—						—						—						245
Net income attributable to TD Group			—						—						—						1,714						—						—						—						—						1,714
Foreign currency translation adjustment, net of tax			—						—						—						—						181						—						—						—						181
Unrealized loss on derivatives, net of tax			—						—						—						—						(124)						—						—						—						(124)
Pension and post-retirement benefit plans adjustment, net of tax			—						—						—						—						(1)						—						—						—						(1)
BALANCE—September 30, 2024			61,904,833						$	1					$	2,819					$	(7,362)					$	(42)					(5,688,639)						$	(1,706)					$	7					$	(6,283)
Special dividends ($90.00 per share) and vested dividend equivalents declared			—						—						—						(5,232)						—						—						—						—						(5,232)
Accrued unvested dividend equivalents and other			—						—						—						(86)						—						—						—						—						(86)
Compensation expense recognized for employee stock options			—						—						150						—						—						—						—						—						150
Stock-based compensation activity			560,484						—						166						—						—						—						—						—						166
Stock repurchases under repurchase program			—						—						—						—						—						(401,036)						(500)						—						(500)
Net income attributable to TD Group			—						—						—						2,074						—						—						—						—						2,074
Foreign currency translation adjustment, net of tax			—						—						—						—						58						—						—						—						58
Unrealized loss on derivatives, net of tax			—						—						—						—						(23)						—						—						—						(23)
Pension and post-retirement benefit plans adjustment, net of tax			—						—						—						—						(3)						—						—						—						(3)
BALANCE—September 30, 2025			62,465,317						$	1					$	3,135					$	(10,606)					$	(10)					(6,089,675)						$	(2,206)					$	7					$	(9,679)

See notes to consolidated financial statements

F-6

TRANSDIGM GROUP INCORPORATED

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Amounts in millions)

			Fiscal Years Ended September 30,
			2025						2024						2023
OPERATING ACTIVITIES:
Net income			$	2,074					$	1,715					$	1,299
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation			163						149						129
Amortization of intangible assets and product certification costs			204						163						139
Amortization of debt issuance costs, original issue discount and premium			38						40						41
Amortization of inventory step-up			10						21						2
Amortization of loss contract reserves			(51)						(35)						(34)
Refinancing costs			11						58						56
Gain on sale of businesses, net			(10)						(11)						—
Non-cash stock and deferred compensation expense			157						217						157
Deferred income taxes			(10)						10						3
Foreign currency exchange losses			10						20						14
Gain on settlement of the Esterline Retirement Plan (the “ERP”)			—						—						(9)
Cash refund for the ERP settlement, net			—						—						9
Changes in assets/liabilities, net of effects from acquisitions and sales of businesses:
Trade accounts receivable			(212)						(84)						(212)
Inventories			(156)						(104)						(261)
Income taxes (receivable) payable			(94)						(62)						168
Other assets			(55)						(60)						(44)
Accounts payable			38						(11)						12
Accrued interest			23						60						(45)
Accrued and other liabilities			(102)						(41)						(49)
Net cash provided by operating activities			2,038						2,045						1,375
INVESTING ACTIVITIES:
Capital expenditures			(222)						(165)						(139)
Acquisition of businesses, net of cash acquired			(419)						(2,347)						(762)
Other investing transactions, net			46						71						1
Net cash used in investing activities			(595)						(2,441)						(900)
FINANCING ACTIVITIES:
Proceeds from exercise of stock options			166						245						215
Dividends and dividend equivalent payments			(9,629)						(2,038)						(38)
Repurchases of common stock			(500)						—						—
Proceeds from issuance of senior secured notes, net			494						7,373						3,504
Repayments of senior secured notes			—						(4,400)						(1,122)
Proceeds from issuance of senior subordinated notes, net			4,598						—						—
Repayments of senior subordinated notes, net			(2,650)						(550)						(1,459)
Proceeds from trade receivable securitization facility, net			238						137						—
Proceeds from term loans, net			6,015						6,815						6,238
Repayment on term loans			(3,622)						(4,403)						(7,334)
Financing costs and other, net			(10)						(8)						(20)
Net cash (used in) provided by financing activities			(4,900)						3,171						(16)
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS			4						14						12
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS			(3,453)						2,789						471
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD			6,261						3,472						3,001
CASH AND CASH EQUIVALENTS, END OF PERIOD			$	2,808					$	6,261					$	3,472
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the period for interest, net			$	1,481					$	1,158					$	1,160
Cash paid during the period for income taxes, net of refunds			$	640					$	539					$	260

See notes to consolidated financial statements

F-7

TRANSDIGM GROUP INCORPORATED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FISCAL YEARS ENDED SEPTEMBER 30, 2025, 2024 AND 2023

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

General Information

TransDigm Group Incorporated (“TD Group”), through its wholly-owned subsidiary, TransDigm Inc., is a leading global designer, producer and supplier of highly engineered aircraft components that are critical to the safe and effective operation of nearly all commercial and military aircraft worldwide. Our products are represented in nearly every commercial and military aircraft in service today. TransDigm Inc., along with TransDigm Inc.’s direct and indirect wholly-owned operating subsidiaries (collectively, with TD Group, the “Company” or “TransDigm”), offers a broad range of proprietary aerospace products. TD Group has no significant assets or operations other than its 100% ownership of TransDigm Inc. TD Group’s common stock is listed on the New York Stock Exchange, or the NYSE, under the trading symbol “TDG.”

As used in this Annual Report on Form 10-K, unless the context otherwise requires, the terms “Company”, “TD Group”, “TransDigm”, “we,” “our” or “us” refer to TransDigm Group Incorporated and its subsidiaries.

Basis of Presentation and Principles of Consolidation

The accompanying consolidated financial statements were prepared in conformity with generally accepted accounting principles in the United States (“U.S. GAAP”) and include the accounts of TD Group and subsidiaries. Intercompany balances and transactions have been eliminated. Certain reclassifications to the consolidated financial statements and notes have been made to the prior year amounts to conform to the current year presentation, none of which are material.

Estimates – The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Revenue Recognition – The Company recognizes revenue from contracts with customers using the five step model prescribed in ASC 606. A substantial portion of the Company's revenue is recorded at a point in time basis. Revenue is recognized from the sale of products or services when obligations under the terms of the contract are satisfied and control of promised goods or services have transferred to the customer. Control is transferred when the customer has the ability to direct the use of and obtain benefits from the goods or services. Revenue is measured at the amount of consideration the Company expects to be paid in exchange for goods or services. Refer to Note 3, “Revenue Recognition,” for further information.

Shipping and Handling Costs – Shipping and handling costs are included in cost of sales in the consolidated statements of income.

Research and Development Costs – The Company expenses research and development costs as incurred and classifies such amounts in selling and administrative expenses. The expense recognized for research and development costs for the fiscal years ended September 30, 2025, 2024 and 2023 was approximately $118 million, $107 million, and $105 million, respectively.

Cash Equivalents – The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. Cash equivalents are recorded at cost, which approximates fair value.

Allowance for Credit Losses – The Company's allowance for credit losses is the allowance for uncollectible accounts. The allowance for uncollectible accounts reduces the trade accounts receivable balance to the estimated net realizable value equal to the amount that is expected to be collected. The Company’s method for developing its allowance for credit losses is based on historical write-off experience, the aging of receivables, an assessment of the creditworthiness of customers, economic conditions and other external market information. The allowance also incorporates a provision for the estimated impact of disputes with customers. All provisions for allowances for uncollectible accounts are included in selling and administrative expenses. The determination of the amount of the allowance for uncollectible accounts is subject to judgment and estimation by management and is also assessed individually at each operating unit by the operating unit’s management team. If circumstances change or economic conditions deteriorate or improve, the allowance for uncollectible accounts could increase or decrease. Refer to Note 5, “Trade Accounts Receivable,” for further information.

Inventories – Inventories are stated at the lower of cost or net realizable value. Cost of inventories is generally determined by the average actual cost and the first-in, first-out (“FIFO”) methods and includes material, labor and overhead related to the manufacturing process. Provision for potentially obsolete or slow-moving inventory is made based on management’s analysis of inventory levels, historical usage and future sales forecasts. Refer to Note 6, “Inventories,” for further information.

F-8

Property, Plant and Equipment – Property, plant and equipment are stated at cost and include improvements which significantly increase capacities or extend the useful lives of existing plant and equipment. Depreciation is computed using the straight-line method over the following general estimated useful lives: land improvements from 10 to 20 years, buildings and improvements from 5 to 30 years, machinery and equipment from 2 to 10 years and furniture and fixtures from 3 to 10 years. Certain exceptions do apply in which an asset will have an estimated useful life outside of the range listed above dependent on, among other things, the nature and condition of the asset. Net gains or losses related to asset dispositions are recognized in earnings in the period in which dispositions occur. Routine maintenance, repairs and replacements are expensed as incurred. Amortization expense of assets accounted for as finance leases is included within depreciation expense.

Property, plant and equipment is assessed for potential impairment whenever indicators of impairment are present by determining whether the carrying value of the property can be recovered through projected, undiscounted cash flows from future operations over the property’s remaining estimated useful life. Any impairment recognized is the amount by which the carrying amount exceeds the fair value of the asset. Fair value is measured based on quoted market prices in active markets, if available. If quoted market prices are not available, the estimate of fair value is based on various valuation techniques, including the discounted value of estimated future cash flows. No material impairments of long-lived assets were recorded in fiscal 2025, 2024 or 2023. Refer to Note 7, “Property, Plant and Equipment,” for further information.

Financial Instruments – Interest rate swap, cap and collar agreements are used to manage interest rate risk associated with floating rate borrowings under our Second Amended and Restated Credit Agreement dated as of June 4, 2014 (the “Credit Agreement”). These agreements involve the receipt of floating rate amounts in exchange for fixed rate interest payments over the term of the agreements without an exchange of the underlying principal amount. The agreements utilized by the Company effectively modify the Company’s exposure to interest rate risk by converting a portion of the Company’s floating rate debt to a fixed rate basis from the effective date through the maturity date of the respective interest rate swap, cap and collar agreements, thereby reducing the impact of interest rate movements on future interest expense. These derivative instruments qualify as effective cash flow hedges under U.S. GAAP.

The Company transacts business in various foreign currencies, which subjects the Company’s cash flows and results of operations to exposure related to changes in foreign currency exchange rates. These exposures arise primarily from purchases or sales of products and services from third parties. Foreign currency forward exchange contracts provide for the purchase or sale of foreign currencies at specified future dates at specified exchange rates, and are used to offset changes in the fair value of certain assets or liabilities or forecasted cash flows resulting from transactions denominated in foreign currencies.

For the interest rate swap, cap and collar agreements and the foreign currency forward contracts designated as cash flow hedges, the effective portion of the gain or loss from the financial instruments is reported as a component of accumulated other comprehensive loss in stockholders’ deficit and subsequently reclassified into earnings in the same line as the hedged item in the same period or periods during which the hedged item affected earnings. As the interest rate swap, cap and collar agreements are used to manage interest rate risk, any gains or losses from the derivative instruments that are reclassified into earnings are recognized in interest expense-net in the consolidated statements of income. As the foreign currency forward exchange contracts are used to manage foreign currency exposure primarily arising from sales to third parties, any gains or losses from the derivative instruments that are reclassified into earnings are recognized in net sales in the consolidated statements of income. The cash flows from settled contracts are recognized in net cash provided by operating activities in the consolidated statements of cash flows. Refer to Note 18, “Derivatives and Hedging Activities,” for further information.

Business Combinations – In accordance with ASC 805, “Business Combinations,” the Company uses the acquisition method of accounting to allocate costs of acquired businesses to the assets acquired and liabilities assumed based on their estimated fair values at the dates of acquisition. The excess costs of acquired businesses over the fair values of the assets acquired and liabilities assumed were recognized as goodwill. The valuations of the acquired assets and liabilities assumed will impact the determination of future operating results. Determining the fair value of assets acquired and liabilities assumed requires management’s judgment and often involves the use of estimates and assumptions which may be significant, including assumptions with respect to future cash inflows and outflows, revenue growth rates and earnings before interest, taxes, depreciation and amortization (“EBITDA”) margins, discount rates, customer attrition rates, royalty rates, asset lives and market multiples, among other items. These assumptions are forward looking and could be affected by future economic and market conditions. We determine the fair values of intangible assets acquired generally in consultation with third-party valuation advisors. Fair value adjustments to the Company’s assets and liabilities are recognized and the results of operations of the acquired business are included in our consolidated financial statements from the effective date of the merger or acquisition. Intangible assets other than goodwill are recognized if the benefit of the intangible asset is obtained through contractual or other legal rights, or if the intangible asset can be sold, transferred, licensed or exchanged, regardless of the Company’s intent to do so.

F-9

Goodwill is the excess of the purchase price paid over the estimated fair value of the net assets of a business acquired. Other intangible assets consist of identifiable intangibles acquired or recognized in accounting for the acquisitions (trademarks, trade names, technology, customer relationships, order backlog and other intangible assets). Goodwill and intangible assets that have indefinite useful lives (i.e., trademarks and trade names) are subject to annual impairment testing or when indicators are present. Management determines fair value using a discounted future cash flow analysis or other accepted valuation techniques. Acquisition transaction-related expenses for the fiscal years ended September 30, 2025, 2024 and 2023 totaled approximately $6 million, $33 million and $6 million, respectively. These costs are expensed when incurred and included in selling and administrative expenses in the consolidated statements of income.

Goodwill and Other Intangible Assets – The Company performs an annual impairment test for goodwill and other intangible assets as of the first day of the fourth fiscal quarter of each year, or more frequently, if an event occurs or circumstances change that would more likely than not reduce fair value below carrying value.

We may elect to perform a qualitative assessment that considers economic, industry and company-specific factors for all or selected reporting units. If, after completing this assessment, it is determined that it is more-likely-than-not that the fair value of a reporting unit is less than its carrying value, we proceed to a quantitative test. We may also elect to perform a quantitative test instead of a qualitative assessment for any or all of our reporting units. In this application, the definition of “more-likely-than-not” is interpreted as a likelihood of more than 50%. For the quantitative test, management determines the estimated fair value through the use of a discounted cash flow valuation model incorporating discount rates commensurate with the risks involved for each reporting unit. If the estimated fair value of the reporting unit is less than the current carrying value, impairment of goodwill of the reporting unit is recognized. The assumptions used in the discounted cash flow valuation model for impairment testing includes discount rates, revenue growth rates and EBITDA margins, cash flow projections and terminal value rates. Discount rates are set by using the weighted average cost of capital (“WACC”) methodology.

U.S. GAAP requires that the annual, and any interim, impairment assessment be performed at the reporting unit level. Our reporting units have been identified at the operating unit level, which is one level below our operating segments. Substantially all goodwill was determined and recognized for each reporting unit pursuant to the accounting for the merger or acquisition as of the date of each transaction. With respect to acquisitions integrated into an existing reporting unit, any acquired goodwill is combined with the goodwill of the reporting unit.

The impairment test for indefinite lived intangible assets consists of a comparison between their fair values and carrying values. If the carrying amounts of intangible assets that have indefinite useful lives exceed their fair values, an impairment loss will be recognized in an amount equal to the sum of any such excesses.

As of the first day of the fourth quarter of fiscal 2025, the date of the annual impairment test, no indefinite-lived intangible assets or goodwill was determined to be impaired. As economic and market conditions have not changed significantly since the first day of the fourth quarter, this conclusion remains appropriate as of September 30, 2025.

The Company assesses the recoverability of its amortizable intangible assets only when indicators of impairment are present by determining whether the carrying value can be recovered through projected, undiscounted cash flows from future operations over their remaining lives. Amortization of amortizable intangible assets is computed using the straight-line method over the following general estimated useful lives: technology & other from 10 to 22 years, order backlog from 1 to 3 years, customer relationships from 10 to 20 years, and other intangible assets over 20 years. No indicators of impairment on the amortizable intangible assets were identified in fiscal 2025, 2024 or 2023.

Stock-Based Compensation – The Company records stock-based compensation expense using the Black-Scholes pricing model based on certain valuation assumptions. Compensation expense is recorded over the vesting periods of the stock options, adjusted for expected forfeitures. The Company has classified stock-based compensation primarily within selling and administrative expenses to correspond with the classification of employees that receive stock option grants. The Company also evaluates any subsequent changes to the respective option holders terms under the modification rules of ASC 718. If determined to be a modification, the Black-Scholes pricing model is updated as of the date of the modification resulting in a cumulative catch up to expense, if necessary. Refer to Note 16, “Stock-Based Compensation,” for further information.

F-10

Income Taxes – The provision for income taxes is calculated using the asset and liability method. Under the asset and liability method, deferred income taxes are recognized for the tax effect of temporary differences between the financial statement carrying amount of assets and liabilities and the amounts used for income tax purposes and for certain changes in valuation allowances. Valuation allowances are recorded to reduce certain deferred tax assets when, in our estimation, it is more likely than not that a tax benefit will not be realized. We recognize uncertain tax positions when we have determined it is more likely than not that a tax position will be sustained upon examination. However, new information may become available, or applicable laws or regulations may change, thereby resulting in a favorable or unfavorable adjustment to amounts recorded. Taxes related to Global Intangible Low-Taxed Income (“GILTI”) are treated as a current period expense when incurred. Refer to Note 12, “Income Taxes,” for further information.

Comprehensive Income (Loss) – The term “comprehensive income (loss)” represents the change in stockholders’ equity (deficit) from transactions and other events and circumstances resulting from non-stockholder sources. The Company’s accumulated other comprehensive income or loss, consisting principally of fair value adjustments to its interest rate swap, cap and collar agreements (net of tax), cumulative foreign currency translation adjustments and pension liability adjustments (net of tax), is reported separately in the accompanying consolidated statements of comprehensive income.

Foreign Currency Translation and Transactions – The assets and liabilities of subsidiaries located outside the United States are translated into U.S. dollars at the rates of exchange in effect at the balance sheet dates. Revenue and expense items are translated at the average monthly exchange rates prevailing during the period. Gains and losses resulting from foreign currency transactions are recognized currently in income and those resulting from translation of financial statements, including gains and losses from certain intercompany transactions, are accumulated as a separate component of other comprehensive income (loss) for the period. Foreign currency losses or (gains) recognized in cost of sales on the consolidated statements of income from changes in exchange rates were $10 million, $20 million and $14 million for the fiscal years ended September 30, 2025, 2024 and 2023, respectively.

Earnings per Share – Earnings per share information is determined using the two-class method, which includes the weighted-average number of common shares outstanding during the period and other securities that participate in cash dividends (“participating securities”). Our vested stock options are considered “participating securities” because they include non-forfeitable rights to cash dividends. In applying the two-class method, earnings are allocated to both common shares and participating securities based on their respective weighted-average shares outstanding for the period. Diluted earnings per share information may include the additional effect of other securities, if dilutive, in which case the dilutive effect of such securities is calculated using the treasury stock method. Contingently issuable shares are not included in earnings per share until the period in which the contingency is satisfied. Refer to Note 4, “Earnings Per Share,” for further information.

New Accounting Pronouncements Adopted

In November 2023, the FASB issued ASU 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures.” ASU 2023-07 expands disclosures about a public business entity's reportable segments and provides for more detailed information about a reportable segment's expenses. Additionally, ASU 2023-07 requires all segment profit or loss and assets disclosures to be provided on an annual and interim basis. This standard is effective for annual periods beginning after December 15, 2023 (fiscal 2025) and interim periods within fiscal years beginning one year later (fiscal 2026). The Company adopted this standard in the fourth quarter of fiscal 2025. Refer to Note 15, “Segments,” for further information.

New Accounting Pronouncements Issued

In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures,” which requires a public business entity to disclose specific categories in its annual effective tax rate reconciliation and disaggregated information about significant reconciling items by jurisdiction and by nature. The ASU also requires entities to disclose their income tax payments (net of refunds) to international, federal, and state and local jurisdictions. The standard makes several other changes to income tax disclosure requirements. This standard is effective for annual periods beginning after December 15, 2024 (fiscal 2026), and requires prospective application with the option to apply it retrospectively. Early adoption is permitted. The Company is currently evaluating this standard to determine its impact on our disclosures and believe that the adoption will not have a material impact on the consolidated financial statements and related disclosures.

F-11

In November 2024, the FASB issued ASU 2024-03, “Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses.” Additionally, in January 2025, the FASB issued ASU 2025-01 to clarify the effective date of ASU 2024-03. The standard requires, among other items, additional disaggregated disclosures in the notes to financial statements for certain categories of expenses that are included on the face of the statement of income. The standard is effective for fiscal years beginning after December 15, 2026 (fiscal 2028), and for interim periods within fiscal years beginning after December 15, 2027 (fiscal 2029), on a retrospective or prospective basis, with early adoption permitted. The Company is currently evaluating this standard to determine its impact on our disclosures.

2. ACQUISITIONS

Simmonds Precision Products, Inc. – On June 30, 2025, the Company entered into a definitive agreement to acquire all the outstanding stock of the Simmonds Precision Products, Inc. Business (“Simmonds”) of Goodrich Corporation from RTX Corporation for approximately $757 million in cash. On October 6, 2025, the acquisition was completed. The acquisition was financed through existing cash on hand. Simmonds, headquartered in Vergennes, Vermont, is a leading global designer and manufacturer of fuel & proximity sensing and structural health monitoring solutions for the aerospace and defense end markets. The Company’s products are highly engineered, proprietary components with significant aftermarket content and a strong presence across major aerospace and defense platforms. The operating results of Simmonds will be included within TransDigm's Power & Control segment.

Servotronics, Inc. – On June 2, 2025, the Company launched a tender offer to acquire all the issued and outstanding stock of Servotronics, Inc. (“Servotronics”), at a price of $47.00 per share in cash. On July 1, 2025, the tender offer expired, resulting in all issued and outstanding stock of Servotronics being canceled and Servotronics becoming a wholly owned subsidiary of the Company. The total purchase price was approximately $133 million in cash, which was financed through existing cash on hand. Servotronics, headquartered in Elma, New York, is a leading global designer and manufacturer of servo controls and other advanced technology components for aerospace and defense applications. Its products are highly engineered, proprietary components with significant aftermarket content and a strong presence across major aerospace and defense platforms. The operating results of Servotronics are included within TransDigm's Power & Control segment.

Based on the fair value of the assets acquired and liabilities assumed, $75 million of goodwill and $46 million of other intangible assets was recognized for the acquisition as of September 30, 2025, none of which is expected to be deductible for tax purposes. As of September 30, 2025, the measurement period (not to exceed one year) is open; therefore, the assets acquired and liabilities assumed are subject to adjustment until the end of the measurement period.

Raptor Scientific – On July 31, 2024, the Company acquired all the outstanding stock of Raptor Scientific for approximately $646 million in cash. The acquisition was financed through existing cash on hand. Raptor Scientific is a leading global manufacturer of complex test and measurement solutions primarily serving the aerospace and defense end markets. Its products are highly engineered, proprietary components with significant aftermarket content and a strong presence across major aerospace and defense platforms. The operating results of Raptor Scientific are included within TransDigm's Airframe segment.

Based on the fair value of the assets acquired and liabilities assumed, $365 million of goodwill and $264 million of other intangible assets was recognized for the acquisition. Of the $365 million of goodwill recognized for the acquisition, $350 million is deductible for tax purposes. Of the $264 million of other intangible assets recognized for the acquisition, $251 million is deductible for tax purposes. The goodwill and intangible assets are deductible over 15 years.

CPI's Electron Device Business – On June 6, 2024, the Company acquired all the outstanding stock of the Electron Device Business of Communications & Power Industries (“CPI's Electron Device Business”) for approximately $1,386 million in cash. The acquisition was financed through existing cash on hand. CPI’s Electron Device Business is a leading global manufacturer of electronic components and subsystems primarily serving the aerospace and defense market. Its products are highly engineered, proprietary components with significant aftermarket content and a strong presence across major aerospace and defense platforms. The operating results of CPI’s Electron Device Business are included within TransDigm's Power & Control segment.

Based on the fair value of the assets acquired and liabilities assumed, $763 million of goodwill and $509 million of other intangible assets was recognized for the acquisition, none of which is deductible for tax purposes.

F-12

Other Acquisitions – For the fiscal year ended September 30, 2025, the Company completed a number of acquisitions consisting of substantially all of the assets and technical data rights of certain product lines or all the outstanding stock of certain businesses (collectively, referred to herein as the “Other Acquisitions”), each meeting the definition of a business, for a total aggregate purchase price of $285 million in cash. Each of the acquisitions was financed through existing cash on hand. The operating results of the acquisitions, which represent bolt-ons to existing TransDigm operating units, are presented within TransDigm's Power & Control or Airframe segment. The Company expects that all of the $126 million of goodwill and $90 million of other intangible assets recognized as of September 30, 2025 for the acquisitions will be deductible for tax purposes over 15 years. As of September 30, 2025, the measurement period (not to exceed one year) is open for certain Other Acquisitions; therefore, the assets acquired and liabilities assumed are subject to adjustment until the end of the respective measurement period.

For the fiscal year ended September 30, 2024, the Company completed a number of Other Acquisitions for a total aggregate purchase price of $314 million in cash. Each of the acquisitions was financed through existing cash on hand. The operating results of the acquisitions, which represent bolt-ons to existing TransDigm operating units, are presented within TransDigm's Power & Control or Airframe segment. Of the $182 million of goodwill recognized for the acquisitions, $49 million is deductible for tax purposes over 15 years. Of the $116 million of other intangible assets recognized for the acquisitions, $22 million is deductible for tax purposes over 15 years.

Pro forma net sales and results of operations for the acquisitions, had they occurred at the beginning of the fiscal years ended September 30, 2025 or September 30, 2024 are not material and, accordingly, are not provided.

The acquisitions completed by the Company strengthen and expand the Company’s position to design, produce and supply highly engineered proprietary aerospace components in niche markets with significant aftermarket content and provide opportunities to create value through the application of our three core value-driven operating strategy (obtaining profitable new business, continually improving our cost structure, and providing highly engineered value-added products to customers). The purchase prices paid reflect the current EBITDA As Defined and cash flows, as well as the future EBITDA As Defined and cash flows expected to be generated by the businesses, which are driven in most cases by the recurring aftermarket consumption over the life of a particular aircraft, estimated to be approximately 25 to 30 years.

3. REVENUE RECOGNITION

TransDigm's sales are concentrated in the aerospace and defense industry. The Company’s customers include: distributors of aerospace components, commercial airlines, large commercial transport and regional and business aircraft original equipment manufacturers (“OEMs”), various armed forces of the U.S. and friendly foreign governments, defense OEMs, system suppliers, and various other industrial customers.

The Company recognizes revenue from contracts with customers using the five step model prescribed in ASC 606. A substantial portion of the Company's revenue is recorded at a point in time basis. Revenue is recognized from the sale of products or services when obligations under the terms of the contract are satisfied and control of promised goods or services have transferred to the customer. Control is transferred when the customer has the ability to direct the use of and obtain benefits from the goods or services. Revenue is measured at the amount of consideration the Company expects to be paid in exchange for goods or services.

In a limited number of contracts, control transfers to the customer over time, primarily in contracts where the customer is required to pay for the cost of both the finished and unfinished goods at the time of cancellation plus a reasonable profit relative to the work performed for products that were customized for the customer. Therefore, we recognize revenue over time for those agreements that have a right to margin and where the products being produced have no alternative use.

Based on our production cycle, it is generally expected that goods related to the revenue will be shipped and billed within twelve months. For revenue recognized over time, we estimate the amount of revenue attributable to a contract earned at a given point during the production cycle based on certain costs, such as materials and labor incurred to date, plus the expected profit, which is a cost-to-cost input method.

We consider the contractual consideration payable by the customer and assess variable consideration that may affect the total transaction price. Variable consideration is included in the estimated transaction price when there is a basis to reasonably estimate the amount, including whether the estimate should be constrained in order to avoid a significant reversal of revenue in a future period. These estimates are based on historical experience, anticipated performance under the terms of the contract and our best judgment at the time.

F-13

When contracts are modified to account for changes in contract specifications and requirements, the Company considers whether the modification either creates new or changes the existing enforceable rights and obligations. Contract modifications that are for goods or services that are not distinct from the existing contract, due to the significant integration with the original good or service provided, are accounted for as if they were part of that existing contract. The effect of a contract modification to an existing contract on the transaction price and our measure of progress for the performance obligation to which it relates, is recognized as an adjustment to revenue on a cumulative catch-up basis. When the modifications include additional performance obligations that are distinct and at relative stand-alone selling price, they are accounted for as a new contract and performance obligation, which are recognized prospectively.

The Company’s payment terms vary by the type and location of the customer and the products or services offered. The Company does not offer any payment terms that would meet the requirements for consideration as a significant financing component.

Shipping and handling fees and costs incurred in connection with products sold are recorded in cost of sales in the consolidated statements of income, and are not considered a performance obligation to our customers.

The Company pays sales commissions that relate to contracts for products or services that are satisfied at a point in time or over a period of one year or less and are expensed as incurred. These costs are reported as a component of selling and administrative expenses in the consolidated statements of income.

In fiscal 2025, 2024 and 2023, no customer individually accounted for 10% or more of the Company’s net sales.

Net sales to foreign customers, primarily in Western Europe, Canada and Asia, were $3,296 million, $2,908 million and $2,320 million during the fiscal years ended September 30, 2025, 2024 and 2023, respectively.

We have elected to adopt the practical expedient to not disclose the aggregate amount of transaction price allocated to performance obligations that are unsatisfied as of the end of the reporting period for performance obligations that are part of a contract with an original expected duration of one year or less.

Contract Assets and Liabilities – Contract assets reflect revenue recognized and performance obligations satisfied in advance of customer billing or reimbursable costs related to a specific contract. Contract liabilities (Deferred revenue) relate to payments received in advance of the satisfaction of performance under the contract. We receive payments from customers based on the terms established in our contracts. The following table summarizes our contract assets and liabilities balances (in millions):

			September 30, 2025						September 30, 2024
Contract assets, current (1)			$	280					$	270
Contract assets, non-current (2)			94						31
Total contract assets			374						301
Contract liabilities, current (3)			143						168
Contract liabilities, non-current (4)			7						9
Total contract liabilities			150						177
Net contract assets			$	224					$	124

(1)Included in prepaid expenses and other on the consolidated balance sheets.

(2)Included in other non-current assets on the consolidated balance sheets.

(3)Included in accrued and other current liabilities on the consolidated balance sheets.

(4)Included in other non-current liabilities on the consolidated balance sheets.

The increase in non-current contract assets is attributable to expected customer billing of certain contracts exceeding one year from September 30, 2025. For the fiscal year ended September 30, 2025, the revenue recognized that was included in the contract liability balance at the beginning of the fiscal year was approximately $125 million.

Refer to Note 15, “Segments,” for disclosures related to the disaggregation of revenue.

F-14

4. EARNINGS PER SHARE

The following table sets forth the computation of basic and diluted earnings per share (in millions, except per share data) using the two-class method:

			Fiscal Years Ended September 30,
			2025						2024						2023
Numerator for earnings per share:
Net income			$	2,074					$	1,715					$	1,299
Less: Net income attributable to noncontrolling interests			—						(1)						(1)
Net income attributable to TD Group			2,074						1,714						1,298
Less: Dividends declared or paid on participating securities			(208)						(233)						(38)
Net income applicable to TD Group common stockholders—basic and diluted			$	1,866					$	1,481					$	1,260
Denominator for basic and diluted earnings per share under the two-class method:
Weighted-average common shares outstanding			56.3						55.8						54.9
Vested options deemed participating securities			1.9						2.0						2.3
Total shares for basic and diluted earnings per share			58.2						57.8						57.2
Earnings per share—basic and diluted (1)			$	32.08					$	25.62					$	22.03

(1)Figures in the table may not recalculate exactly due to rounding. Earnings per share is calculated using unrounded numbers.

5. TRADE ACCOUNTS RECEIVABLE

Trade accounts receivable consist of the following (in millions):

			September 30, 2025						September 30, 2024
Trade accounts receivable—gross			$	1,642					$	1,413
Allowance for uncollectible accounts			(25)						(32)
Trade accounts receivable—Net			$	1,617					$	1,381

Allowance for Credit Losses – The Company's allowance for credit losses is the allowance for uncollectible accounts. The allowance for uncollectible accounts reduces the trade accounts receivable balance to the estimated net realizable value equal to the amount that is expected to be collected.

6. INVENTORIES

Inventories consist of the following (in millions):

			September 30, 2025						September 30, 2024
Raw materials and purchased component parts			$	1,522					$	1,314
Work-in-progress			555						508
Finished goods			288						290
Total			2,365						2,112
Reserves for excess and obsolete inventory			(270)						(236)
Inventories—Net			$	2,095					$	1,876

F-15

7. PROPERTY, PLANT AND EQUIPMENT

Property, plant and equipment consist of the following (in millions):

			September 30, 2025						September 30, 2024
Land and improvements			$	192					$	186
Buildings and improvements			794						733
Machinery, equipment and other			1,621						1,445
Construction-in-progress			163						141
Total			2,770						2,505
Accumulated depreciation			(1,191)						(1,017)
Property, plant and equipment—Net			$	1,579					$	1,488

8. GOODWILL AND INTANGIBLE ASSETS

The following is a summary of changes in the carrying value of goodwill by segment for the fiscal years ended September 30, 2024 and 2025 (in millions):

			Power & Control						Airframe						Non-aviation						Total
Balance at September 30, 2023			$	4,208					$	4,701					$	79					$	8,988
Goodwill acquired during the period			786						563						—						1,349
Purchase price allocation adjustments (1)			—						35						—						35
Currency translation adjustments and other			40						7						—						47
Balance at September 30, 2024			5,034						5,306						79						10,419
Goodwill acquired during the period			189						13						—						202
Purchase price allocation adjustments (2)			18						(56)						—						(38)
Currency translation adjustments and other			32						(3)						—						29
Balance at September 30, 2025			$	5,273					$	5,260					$	79					$	10,612

(1)Primarily related to the opening balance sheet adjustments recorded from the fiscal 2023 acquisition of Calspan Corporation within the allowable measurement period (not to exceed one year).

(2)Primarily related to the opening balance sheet adjustments recorded from the acquisition of Raptor Scientific (Airframe) completed during the fourth quarter of fiscal 2024 and CPI's Electron Device Business (Power & Control) completed during the third quarter of fiscal 2024, within the allowable measurement period (not to exceed one year).

Other intangible assets–net in the consolidated balance sheets consist of the following at September 30 (in millions):

			2025																		2024
			Gross Carrying Amount						Accumulated Amortization						Net						Gross Carrying Amount						Accumulated Amortization						Net
Trademarks and trade names			$	1,162					$	—					$	1,162					$	1,165					$	—					$	1,165
Technology			2,647						1,137						1,510						2,510						1,003						1,507
Order backlog			59						28						31						61						13						48
Customer relationships			971						225						746						895						175						720
Other			12						7						5						12						6						6
Total			$	4,851					$	1,397					$	3,454					$	4,643					$	1,197					$	3,446

F-16

The estimated fair value of the net identifiable tangible and intangible assets acquired is based on the acquisition method of accounting. The fair value of the net identifiable tangible and intangible assets acquired will be finalized within the measurement period (not to exceed one year). Intangible assets acquired during the fiscal year ended September 30, 2025 are summarized in the table below (in millions):

			Gross Amount						Amortization Period
Intangible assets not subject to amortization:
Trademarks and trade names			$	11
Intangible assets subject to amortization:
Technology & Other			71						10 to 20 years
Order backlog			17						1 year
Customer relationships			37						10 to 20 years
			125
Total			$	136

Information regarding the amortization expense of amortizable intangible assets is detailed below (in millions):

Annual Amortization Expense:

Fiscal Years Ended September 30,
2025			$	201
2024			161
2023			139

Estimated Amortization Expense:

Fiscal Years Ended September 30,
2026			$	203
2027			187
2028			179
2029			178
2030			170

9. ACCRUED AND OTHER CURRENT LIABILITIES

Accrued and other current liabilities consist of the following (in millions):

			September 30, 2025						September 30, 2024
Compensation and related benefits			$	235					$	256
Interest			208						185
Contract liabilities, current (Note 3)			143						168
Dividend equivalent payments, current (Note 16)			59						180
Income taxes payable, current			40						108
Product warranties			37						36
Environmental and other litigation reserves			25						27
Current operating lease liabilities (Note 17)			15						19
Foreign currency forward exchange contracts (Note 18)			2						1
Other			202						236
Accrued and other current liabilities			$	966					$	1,216

F-17

10. DEBT

The Company’s debt consists of the following (in millions):

			September 30, 2025
			Gross Amount						Debt Issuance Costs						Original Issue Discount						Net Amount
Short-term borrowings—trade receivable securitization facility			$	725					$	(1)					$	—					$	724
Term loans			$	11,124					$	(43)					$	(33)					$	11,048
6.750% secured notes due 2028 (“2028 Secured Notes”)			2,100						(11)						(6)						2,083
4.625% senior subordinated notes due 2029 (“4.625% 2029 Notes”)			1,200						(5)						—						1,195
6.375% secured notes due 2029 (“2029 Secured Notes”)			2,750						(17)						(1)						2,732
4.875% senior subordinated notes due 2029 (“4.875% 2029 Notes”)			750						(3)						—						747
6.875% secured notes due 2030 (“2030 Secured Notes”)			1,450						(10)						—						1,440
7.125% secured notes due 2031 (“2031 Secured Notes”)			1,000						(8)						(6)						986
6.625% secured notes due 2032 (“2032 Secured Notes”)			2,200						(17)						—						2,183
6.000% secured notes due 2033 (“2033 Secured Notes”)			1,500						(12)						—						1,488
6.375% senior subordinated notes due 2033 (“6.375% 2033 Notes”)			2,650						(14)						(20)						2,616
6.250% secured notes due 2034 (“2034 Secured Notes”)			500						(5)						—						495
6.750% senior subordinated notes due 2034 (“6.750% 2034 Notes”)			2,000						(18)						—						1,982
Government refundable advances			12						—						—						12
Finance lease obligations			284						—						—						284
			29,520						(163)						(66)						29,291
Less: current portion			125						(1)						—						124
Long-term debt			$	29,395					$	(162)					$	(66)					$	29,167

			September 30, 2024
			Gross Amount						Debt Issuance Costs						Original Issue Discount						Net Amount
Short-term borrowings—trade receivable securitization facility			$	487					$	(1)					$	—					$	486
Term loans			$	8,702					$	(25)					$	(35)					$	8,642
5.500% senior subordinated notes due 2027 (“5.500% 2027 Notes”)			2,650						(9)						—						2,641
2028 Secured Notes			2,100						(15)						(8)						2,077
4.625% 2029 Notes			1,200						(6)						—						1,194
2029 Secured Notes			2,750						(22)						(1)						2,727
4.875% 2029 Notes			750						(4)						—						746
2030 Secured Notes			1,450						(12)						—						1,438
2031 Secured Notes			1,000						(9)						(7)						984
2032 Secured Notes			2,200						(20)						—						2,180
2033 Secured Notes			1,500						(14)						—						1,486
Government refundable advances			17						—						—						17
Finance lease obligations			262						—						—						262
			24,581						(136)						(51)						24,394
Less: current portion			99						(1)						—						98
Long-term debt			$	24,482					$	(135)					$	(51)					$	24,296

F-18

Issuance of $2,650 million of Senior Subordinated Notes due 2033 – On May 20, 2025, the Company entered into a purchase agreement in connection with a private offering of $2,650 million in aggregate principal amount consisting of the 6.375% 2033 Notes at an issue price of 99.225% of the principal amount, which represents an approximately $20.5 million discount. The 6.375% 2033 Notes were issued pursuant to an indenture, dated as of May 20, 2025, amongst TransDigm Inc., as issuer, TransDigm Group and the other subsidiaries of TransDigm Inc. named therein, as guarantors. The 6.375% 2033 Notes bear interest at the rate of 6.375% per annum, which accrues from May 20, 2025 and is payable in arrears on November 30 and May 31 of each year, commencing on November 30, 2025. The 6.375% 2033 Notes mature on May 31, 2033, unless earlier redeemed or repurchased, and are subject to the terms and conditions set forth in the related indenture.

The Company capitalized $14 million in debt issuance costs associated with the 6.375% 2033 Notes during the fiscal year ended September 30, 2025.

Redemption of $2,650 million of Senior Subordinated Notes due 2027 – On June 20, 2025, the Company redeemed all $2,650 million aggregate principal of its outstanding 5.500% 2027 Notes at a redemption price of 100% of the principal amount thereof, plus accrued and unpaid interest thereon to, but not including, the redemption date, using the net proceeds of the offering of the 6.375% 2033 Notes (as further described above), together with existing cash on hand.

The Company recorded refinancing costs of $7 million, consisting of the write-off of the unamortized debt issuance costs during the fiscal year ended September 30, 2025 in conjunction with the redemption of the 5.500% 2027 Notes.

Issuance of $500 million of Senior Secured Notes due 2034 – On August 19, 2025, the Company entered into a purchase agreement in connection with a private offering of $500 million in aggregate principal amount consisting of the 2034 Secured Notes at an issue price of 100% of the principal amount. The 2034 Secured Notes were issued pursuant to an indenture, dated as of August 19, 2025, among TransDigm Inc., as issuer, TransDigm Group and the subsidiaries of TransDigm named therein, as guarantors. The 2034 Secured Notes bear interest at the rate of 6.250% per annum, which accrues from August 19, 2025 and is payable in arrears on January 31 and July 31 of each year, commencing on January 31, 2026. The 2034 Secured Notes mature on January 31, 2034, unless earlier redeemed or repurchased, and are subject to the terms and conditions set forth in the related indenture.

The Company capitalized approximately $5 million in debt issuance costs associated with the 2034 Secured Notes during the fiscal year ended September 30, 2025.

Issuance of $2,000 Subordinated Notes due 2034 - On August 19, 2025, the Company entered into a purchase agreement in connection with a private offering of $2,000 million in aggregate principal amount consisting of 6.750% 2034 Notes at an issue price of 100% of the principal amount. The 6.750% 2034 Notes were issued pursuant to an indenture, dated as of August 19, 2025 amongst TransDigm Inc., as issuer, TransDigm Group and the other subsidiaries of TransDigm Inc. named therein, as guarantors. The 6.750% 2034 Notes bear interest at the rate of 6.750% per annum, which accrues from August 19, 2025, and is payable in arrears on January 31 and July 31 of each year, commencing on January 31, 2026. The 6.750% 2034 Notes mature on January 31, 2034, unless earlier redeemed or repurchased, and are subject to the terms and conditions set forth in the related indenture.

The Company capitalized approximately $18 million in debt issuance costs associated with the 2034 Secured Notes during the fiscal year ended September 30, 2025.

Amendment No. 18 and Incremental Term Loan Assumption Agreement - On August 19, 2025, the Company entered into Amendment No. 18 and Incremental Term Loan Assumption Agreement (herein, “Amendment No. 18”), pursuant to which the Company, among other things, incurred $2,500 million in new Tranche M term loans. Original issue discount of 0.25%, or approximately $6 million, was paid to the lenders of the Tranche M term loans. The other terms and conditions that apply to the Tranche M term loans are substantially the same as the terms and conditions that apply to the other term loans existing under the Term Loans Facility. The Tranche M term loans were fully drawn on August 19, 2025. Principal payments commence on December 31, 2025, in which approximately $6 million is to be paid on a quarterly basis up to the August 19, 2032 maturity date.

The Tranche M term loans bear interest at the rate of Term SOFR plus 2.50% per annum, which accrues from August 19, 2025, and is payable in arrears on March 31, June 30, September 30, and December 31 of each year, commencing on December 31, 2025.

The Company capitalized $23 million in debt issuance costs associated with Amendment No. 18 during the fiscal year ended September 30, 2025.

The proceeds from the August 19, 2025 issuances of the 2034 Secured Notes, the 6.750% 2034 Notes and the Tranche M term loans were used, along with existing cash on hand, to fund a $90.00 special dividend declaration on each outstanding share of common stock and cash dividend equivalent payments on eligible vested options outstanding under its stock option plans and for related fees and expenses.

F-19

Amendment No. 19 Loan Modification Agreement and Refinancing Facility Agreement - On September 17, 2025, the Company entered into Amendment No. 19, Loan Modification Agreement and Refinancing Facility Agreement (herein, “Amendment No. 19”), pursuant to which the Company, among other things, (i) repriced all of its $1,686 million in existing Tranche K term loans to bear interest at Term SOFR plus 2.25% compared to Term SOFR plus 2.75% applicable prior to Amendment No. 19; and (ii) amended and extended $1,857 million in existing Tranche I term loans maturing August 24, 2028 and converting such loans into new Tranche K term loans maturing March 22, 2030 (herein, “the New Tranche K Term Loans”). The other terms and conditions that apply to the New Tranche K Term Loans are substantially the same as the terms and conditions that applied to the other term loans existing under the Term Loans Facility. Principal payments commence on December 31, 2025, in which approximately $9 million is to be paid on a quarterly basis up to the March 22, 2030 maturity date.

The New Tranche K Term Loans bear interest at the rate of Term SOFR plus 2.25% per annum compared to Term SOFR plus 2.75% applicable prior to Amendment No. 19. Interest accrues from September 17, 2025, and is payable in arrears on March 31, June 30, September 30, and December 31 of each year, commencing on December 31, 2025.

The Company recorded refinancing costs of $3 million associated with Amendment No. 19 during the fiscal year ended September 30, 2025.

Trade Receivable Securitization Facility – The Company’s trade receivable securitization facility (the “Securitization Facility”) effectively increases the Company’s borrowing capacity depending on the amount of the domestic operations’ trade accounts receivable. The Securitization Facility includes the right for the Company to exercise annual one year extensions as long as there have been no termination events as defined by the agreement. The Company uses the proceeds from the Securitization Facility as an alternative to other forms of debt, effectively reducing borrowing costs.

On July 11, 2025, the Company amended the Securitization Facility to, among other things, (i) increase the borrowing capacity from $650 million to $725 million; and (ii) extend the maturity date to July 10, 2026 at an interest rate of Term SOFR plus 1.35% compared to an interest rate of Term SOFR plus 1.45% that applied prior to the amendment.

The Company drew $163 million and $75 million available under the Securitization Facility in October 2024 and September 2025, respectively. As of September 30, 2025, the total drawn on the Securitization Facility is $725 million. For the fiscal years ended September 30, 2025 and 2024, the applicable interest rate was 5.67% and 6.73%, respectively. The Securitization Facility is collateralized by substantially all of the Company’s domestic operations’ trade accounts receivable.

Government Refundable Advances

Government refundable advances consist of payments received from the Canadian government to assist in research and development related to commercial aviation. The requirement to repay this advance is based on year-over-year commercial aviation revenue growth for certain product lines at CMC Electronics, which is a wholly-owned subsidiary of TransDigm. As of September 30, 2025 and 2024, the outstanding balance of these advances were $12 million and $17 million, respectively.

F-20

Obligations under Finance Leases

The Company leases certain buildings and equipment under finance leases. The present value of the minimum finance lease payments, net of the current portion, represents a balance of $284 million and $262 million at September 30, 2025 and 2024, respectively. The increase in fiscal 2025 is primarily attributable to certain new leases of facilities and amendments to previous agreements qualifying as lease modifications resulting in a change in classification from an operating lease to a finance lease. Refer to Note 17, “Leases,” for further disclosure of the Company’s lease obligations.

Senior Secured Term Loans Facility

As of September 30, 2025, TransDigm had $11,124 million in fully drawn term loans under the Term Loans Facility, $910 million in revolving commitments, of which $857 million was available to the Company, subject to an interest rate of 2.25% per annum. As of September 30, 2024, TransDigm had $8,702 million in fully drawn term loans, $910 million in revolving commitments, of which $843 million was available to the Company, subject to an interest rate of 2.25% per annum. The unused portion of the revolving commitments is subject to a fee of 0.5% per annum for both fiscal 2025 and 2024. The total fees incurred on the unused portion of the revolving commitments were not material in fiscal 2025 or fiscal 2024. TransDigm is in compliance with all the covenants contained in the Term Loans Facility.

Term Loans Facility						Maturity Date						Interest Rate under Term Loans Facility						Aggregate Principal as of September 30,
									2025						2024
Tranche I (1)						August 24, 2028						Term SOFR plus 2.75%						$	—					$	1,871
Tranche J						February 28, 2031						Term SOFR plus 2.50%						$	3,595					$	3,632
Tranche K						March 22, 2030						Term SOFR plus 2.25%						$	3,544					$	1,699
Tranche L						January 19, 2032						Term SOFR plus 2.50%						$	1,485					$	1,500
Tranche M						August 19, 2032						Term SOFR plus 2.50%						$	2,500					$	—

(1)As previously disclosed within this note, during fiscal 2025, Tranche I was converted into Tranche K.

The interest rates per annum applicable to the loans under the Term Loans Facility are, at TransDigm’s option, equal to either an alternate base rate or an adjusted Term SOFR for one, three or six-months thereafter (in each case, subject to the availability thereof), interest periods chosen by TransDigm, in each case, plus an applicable margin percentage. The adjusted Term SOFR related to the existing term loans are not subject to a floor. Refer to Note 18, “Derivatives and Hedging Activities,” for information about how our interest rate swaps, cap and collar agreements are used to hedge and offset, respectively, the variable interest rates on the Term Loans Facility.

Secured Notes

TransDigm Inc.’s 2028 Secured Notes are jointly and severally guaranteed, on a senior basis, by TransDigm Group, TransDigm UK and all of TransDigm Inc.'s Domestic Restricted Subsidiaries, as defined in the applicable indentures. The 2029 Secured Notes, 2030 Secured Notes, 2031 Secured Notes, 2032 Secured Notes, 2033 Secured Notes and 2034 Secured Notes (collectively with the 2028 Secured Notes, the “Secured Notes”) are guaranteed on a senior secured basis by TransDigm Group and each of TransDigm Inc.’s direct and indirect Restricted Subsidiaries (as defined in the applicable indenture) that is a borrower or guarantor under TransDigm’s senior secured credit facilities or that issues or guarantees any capital market indebtedness of TransDigm Inc. or any of the guarantors in an aggregate principal amount of at least $200 million. The guarantees of the Secured Notes rank equally in right of payment with all of the guarantors’ existing and future senior secured debt and are senior in right of payment to all of their existing and future senior subordinated debt. The Secured Notes are structurally subordinated to all of the liabilities of TransDigm’s non-guarantor subsidiaries. As of the date of this Form 10-K, the guarantors of the 2029 Secured Notes, 2030 Secured Notes, 2031 Secured Notes, 2032 Secured Notes, 2033 Secured Notes and 2034 Secured Notes are the same as the guarantors of the 2028 Secured Notes. The Secured Notes contain restrictive covenants that are substantially similar to many of the restrictive covenants included in the Credit Agreement. TransDigm is in compliance with all the covenants contained in the Secured Notes.

F-21

Subordinated Notes

The 4.625% 2029 Notes and the 4.875% 2029 Notes are fully and unconditionally guaranteed on a senior subordinated unsecured basis by TransDigm Group, TransDigm UK and TransDigm Inc.’s Domestic Restricted Subsidiaries (as defined in the applicable indentures). The 6.375% 2033 Notes and the 6.750% 2034 Notes are guaranteed, on a senior subordinated basis, by TransDigm Group and each of TransDigm Inc.’s direct and indirect restricted subsidiaries that is a borrower or guarantor under TransDigm’s senior secured credit facilities or that issues or guarantees any capital markets indebtedness of TransDigm or any of the guarantors in an aggregate principal amount of at least $200 million. The guarantees of the Subordinated Notes are subordinated to all of the guarantors’ existing and future senior debt, rank equally with all of their existing and future senior subordinated debt and rank senior to all of their future debt that is expressly subordinated to the guarantees of the Subordinated Notes. The Subordinated Notes are structurally subordinated to all of the liabilities of TransDigm Group’s non-guarantor subsidiaries. The Subordinated Notes contain restrictive covenants that are substantially similar to many of the restrictive covenants included in the Credit Agreement. TransDigm is in compliance with all the covenants contained in the Subordinated Notes.

Debt Repayment Schedule

At September 30, 2025, future maturities of long-term debt (excluding finance leases) are as follows (in millions), refer to Note 17, “Leases,” for future maturities of finance leases:

Fiscal Years Ended September 30,
2026			$	116
2027			116
2028			2,216
2029			4,812
2030			3,478
Thereafter			18,498
Total			$	29,236

F-22

11. FAIR VALUE MEASUREMENTS

The following table presents our assets and liabilities that are measured at fair value on a recurring basis and are categorized using the fair value hierarchy. The fair value hierarchy has three levels based on the reliability of the inputs used to determine fair value. Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 inputs are quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, and inputs (other than quoted prices) that are observable for the asset or liability, either directly or indirectly. Level 3 inputs are unobservable inputs for the asset or liability. A financial asset or liability’s classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement.

The following summarizes the carrying amounts and fair values of financial instruments (in millions):

									September 30, 2025												September 30, 2024
			Level						Carrying Amount						Fair Value						Carrying Amount						Fair Value
Assets:
Cash and cash equivalents			1						$	2,808					$	2,808					$	6,261					$	6,261
Interest rate swap agreements (1)			2						3						3						34						34
Interest rate cap agreements (1)			2						—						—						20						20
Interest rate collar agreements (1)			2						4						4						—						—
Foreign currency forward exchange contracts (1)			2						—						—						3						3
Interest rate swap agreements (2)			2						5						5						—						—
Interest rate collar agreements (2)			2						3						3						3						3
Liabilities:
Interest rate swap agreements (3)			2						—						—						1						1
Interest rate cap agreements (3)			2						—						—						1						1
Foreign currency forward exchange contracts (3)			2						2						2						—						—
Interest rate collar agreements (4)			2						3						3						8						8
Short-term borrowings - trade receivable securitization facility (5)			2						724						724						486						486
Long-term debt, including current portion:
Term loans (5)			2						11,048						11,120						8,642						8,694
5.500% 2027 Notes (5)			1						—						—						2,641						2,637
2028 Secured Notes (5)			1						2,083						2,139						2,077						2,160
4.625% 2029 Notes (5)			1						1,195						1,175						1,194						1,160
2029 Secured Notes (5)			1						2,732						2,812						2,727						2,836
4.875% 2029 Notes (5)			1						747						739						746						729
2030 Secured Notes (5)			1						1,440						1,501						1,438						1,519
2031 Secured Notes (5)			1						986						1,041						984						1,058
2032 Secured Notes (5)			1						2,183						2,263						2,180						2,291
2033 Secured Notes (5)			1						1,488						1,517						1,486						1,521
6.375% 2033 Notes (5)			1						2,616						2,686						—						—
2034 Secured Notes (5)			1						495						514						—						—
6.750% 2034 Notes (5)			1						1,982						2,068						—						—
Government refundable advances			2						12						12						17						17
Finance lease obligations			2						284						284						262						262

(1)Included in prepaid expenses and other on the consolidated balance sheets.

(2)Included in other assets on the consolidated balance sheets.

(3)Included in accrued and other current liabilities on the consolidated balance sheets.

(4)Included in other non-current liabilities on the consolidated balance sheets.

(5)The carrying amount of the debt instrument is presented net of debt issuance costs and original issue discount. Refer to Note 10, “Debt,” for gross carrying amounts.

F-23

The Company values its financial instruments using an industry standard market approach, in which prices and other relevant information are generated by market transactions involving identical or comparable assets or liabilities. No financial instruments were recognized or disclosed using unobservable inputs (i.e., Level 3).

The Company’s derivatives consist of interest rate swap, cap and collar agreements and foreign currency exchange contracts. The fair values of the interest rate swap, cap and collar agreements were derived by taking the net present value of the expected cash flows using observable market inputs (Level 2) such as SOFR rate curves, futures, volatilities and basis spreads (when applicable). The fair values of the foreign currency exchange contracts were derived by using Level 2 inputs based on observable spot and forward exchange rates in active markets. There has not been any impact to the fair value of derivative liabilities due to the Company's own credit risk. Similarly, there has not been any material impact to the fair value of derivative assets based on the Company's evaluation of counterparties' credit risks.

The estimated fair value of the Company’s term loans was based on information provided by the agent under the Company’s Credit Agreement. The estimated fair values of the Company’s notes were based upon quoted market prices.

The fair value of cash and cash equivalents, trade accounts receivable-net and accounts payable approximated carrying value due to the short-term nature of these instruments at September 30, 2025 and 2024.

12. INCOME TAXES

The Company’s income from continuing operations before income taxes includes the following components for the periods shown below (in millions):

			Fiscal Years Ended September 30,
			2025						2024						2023
United States			$	2,119					$	1,800					$	1,413
Foreign			510						415						303
			$	2,629					$	2,215					$	1,716

The Company’s income tax provision (benefit) on income from continuing operations consists of the following for the periods shown below (in millions):

			Fiscal Years Ended September 30,
			2025						2024						2023
Current
Federal			$	420					$	354					$	276
State			45						38						41
Foreign			100						98						97
			565						490						414
Deferred
Federal			(32)						(6)						28
State			1						7						11
Foreign			21						9						(36)
			(10)						10						3
			$	555					$	500					$	417

A reconciliation of the federal statutory income tax rate to the effective income tax rate for the periods shown below is as follows:

			Fiscal Years Ended September 30,
			2025						2024						2023
Federal statutory income tax rate			21.0		%				21.0		%				21.0		%
Changes in valuation allowances impacting results			3.7		%				4.0		%				5.3		%
State and local income taxes, net of federal benefit			0.9		%				1.3		%				1.7		%
Foreign-derived intangible income			(1.6)		%				(1.2)		%				(1.2)		%
Stock-based compensation			(2.9)		%				(3.6)		%				(2.3)		%
Other—net			—		%				1.1		%				(0.2)		%
Effective income tax rate			21.1		%				22.6		%				24.3		%

F-24

The components of the deferred taxes consist of the following (in millions):

			September 30, 2025						September 30, 2024
Deferred tax assets (liabilities):
Intangible assets			$	(1,012)					$	(1,008)
Property, plant and equipment			(99)						(101)
Interest expense limitation			419						279
Employee benefits			131						115
Inventories			99						90
Capitalized research and development costs			86						73
Net operating losses			59						52
Other			14						52
Total			(303)						(448)
Add: Valuation allowance			(456)						(318)
Total net deferred tax assets (liabilities)			$	(759)					$	(766)

At September 30, 2025, the Company has state net operating loss carryforwards of approximately $780 million, German net operating loss carryforwards of $66 million and United Kingdom net operating loss carryforwards of approximately $93 million that expire in various fiscal years from 2026 to 2045. The Company has U.S. and non-U.S. tax credit carryforwards of $9 million that expire beginning in fiscal year 2026.

The deferred tax assets for the interest expense limitation, net operating losses, and tax credit carryforwards are reduced by a valuation allowance for the amount of such assets that the Company believes will not be realized.

With limited exception, no provision has been made for income taxes on undistributed earnings of foreign subsidiaries of approximately $30 million at September 30, 2025, since it is the Company’s intention to indefinitely reinvest such undistributed earnings. The cash that is permanently reinvested is typically used to expand operations either organically or through acquisitions. It is not practicable to estimate the additional taxes that would be payable on the remittance of such earnings. We have provided for taxes in jurisdictions in which we are not considered indefinitely reinvested, however, such amounts are not significant.

The Company and its subsidiaries file income tax returns in the U.S. federal jurisdiction and various state, local and foreign jurisdictions. The Company is no longer subject to U.S. federal examinations for years before fiscal 2018. The Company is currently under examination for its federal income taxes in Canada for fiscal years 2013 through 2019, in France for fiscal years 2020 through 2022, and in Germany for fiscal years 2017 through 2019. In addition, the Company is subject to state income tax examinations for fiscal years 2015 and later.

A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in millions):

			2025						2024
Balance at October 1			$	14					$	17
Additions based on tax positions related to the prior year			7						1
Additions based on tax positions related to the current year			2						—
Reductions based on tax positions related to the prior year			—						—
Settlement with tax authorities			—						(3)
Lapse in statute of limitations			—						(1)
Balance at September 30			$	23					$	14

Unrecognized tax benefits at September 30, 2025 and 2024, the recognition of which would have an effect on the effective tax rate for each fiscal year, amounted to $23 million and $14 million, respectively. The Company classifies all income tax-related interest and penalties as income tax expense, which were not significant for the years ended September 30, 2025 and 2024. As of September 30, 2025 and 2024, the Company accrued $5 million and $4 million, respectively, for the potential payment of interest and penalties. Within the next twelve months, it is reasonably possible that unrecognized tax benefits could be reduced by approximately $2 million resulting from the resolution or closure of tax examinations. Any increase in the amount of unrecognized tax benefits within the next twelve months is not expected to be material.

F-25

On July 4, 2025, H.R. 1, commonly referred to as the One Big Beautiful Bill Act (the “Act”) was signed into law. It contains a broad range of tax reform provisions affecting businesses. The majority of these provisions will impact us starting in fiscal year 2027. We continue to evaluate the future effects of the Act on our effective tax rate and cash tax position. The impact of the legislation on our operating results for the year ended September 30, 2025 was not material.

13. COMMITMENTS AND CONTINGENCIES

During the ordinary course of business, the Company is from time to time threatened with, or may become a party to, legal actions and other proceedings such as product liability claims, employee claims, workers’ compensation claims and class action lawsuits. Insurance may cover some of the costs associated with these claims and proceedings. While the Company is currently involved in certain legal proceedings, it believes the results of these proceedings will not have a material adverse effect on its financial condition, results of operations, or cash flows.

Environmental Liabilities – Our operations and facilities are subject to a number of federal, state, local and foreign environmental laws and regulations that govern, among other things, discharges of pollutants into the air and water, the generation, handling, storage and disposal of hazardous materials and wastes, the remediation of contamination and the health and safety of our employees. Environmental laws and regulations may require that the Company investigate and remediate the effects of the release or disposal of materials at sites associated with past and present operations. Certain facilities and third-party sites utilized by the Company have been identified as potentially responsible parties under the federal superfund laws and comparable state laws. The Company is currently involved in the investigation and remediation of a number of sites under applicable laws.

Estimates of the Company’s environmental liabilities are based on current facts, laws, regulations and technology. These estimates take into consideration the Company’s prior experience and professional judgment of the Company’s environmental advisors. Estimates of the Company’s environmental liabilities are further subject to uncertainties regarding the nature and extent of site contamination, the range of remediation alternatives available, evolving remediation standards, imprecise engineering evaluations and cost estimates, the extent of corrective actions that may be required and the number and financial condition of other potentially responsible parties, as well as the extent of their responsibility for the remediation.

Accordingly, as investigation and remediation proceed, it is likely that adjustments in the Company’s accruals will be necessary to reflect new information. The amounts of any such adjustments could have a material adverse effect on the Company’s results of operations or cash flows in a given period. Based on currently available information, however, the Company does not believe that future environmental costs in excess of those accrued with respect to sites for which the Company has been identified as a potentially responsible party are likely to have a material adverse effect on the Company’s financial condition or results of operations.

Environmental liabilities are recorded when the liability is probable and the costs are reasonably estimable, which generally is not later than at completion of a feasibility study or when the Company has recommended a remedy or has committed to an appropriate plan of action. The Company also takes into consideration the estimated period of time in which payments will be required. The liabilities are reviewed periodically and, as investigation and remediation proceed, adjustments are made as necessary. Liabilities for losses from environmental remediation obligations do not consider the effects of inflation and anticipated expenditures are not discounted to their present value. The liabilities are not offset by possible recoveries from insurance carriers or other third parties, but do reflect anticipated allocations among potentially responsible parties at federal superfund sites or similar state-managed sites, third party indemnity obligations, and an assessment of the likelihood that such parties will fulfill their obligations at such sites.

The Company’s consolidated balance sheets includes current environmental remediation obligations at both September 30, 2025 and 2024 of $5 million classified as a component of accrued and other current liabilities, respectively, and non-current environmental remediation obligations at September 30, 2025 and 2024 of $33 million and $36 million classified as a component of other non-current liabilities, respectively.

F-26

14. STOCK REPURCHASE PROGRAM

TD Group consists of 224,400,000 shares of $.01 par value common stock and 149,600,000 shares of $.01 par value preferred stock. The total number of shares of common stock issued at September 30, 2025 and 2024 was 62,465,317 and 61,904,833, respectively. The total number of shares held in treasury was 6,089,675 and 5,688,639 at September 30, 2025 and 2024, respectively. There were no shares of preferred stock outstanding at September 30, 2025 and 2024. The terms of the preferred stock have not been established.

On January 27, 2022, the Board of Directors of the Company authorized a new stock repurchase program to permit repurchases of its outstanding common stock not to exceed $2,200 million in the aggregate (the “$2,200 million stock repurchase program”), replacing the $650 million stock repurchase program previously authorized by the Board of Directors on November 8, 2017, subject to any restrictions specified in the Credit Agreement and indentures governing the Company's existing Notes. There is no expiration date for this program.

During fiscal 2025, the Company repurchased 401,036 shares of common stock at an average price of $1,246.71 per share, for a total amount of $500 million. The repurchased shares of common stock are classified as treasury stock in the statement of changes in stockholders' deficit. As of September 30, 2025, $788 million remained available for repurchase under the $2,200 million stock repurchase program.

Subsequent Event – October Share Repurchase Activity – In October 2025, the Company repurchased 79,959 shares of common stock at an average price of $1,249.90 per share for a total amount of $100 million.

Subsequent Event – Additional Share Repurchase Authorization – In November 2025, the Board of Directors authorized an additional $5,000 million in share repurchases of common stock permissible under the Company’s existing stock repurchase program, subject to any restrictions specified in the Credit Agreement and indentures governing the existing Subordinated and Secured Notes.

15. SEGMENTS

The Company’s businesses are organized and managed in three reporting segments: Power & Control, Airframe and Non-aviation.

The Power & Control segment includes operations that primarily develop, produce and market systems and components that predominately provide power to or control power of the aircraft utilizing electronic, fluid, power and mechanical motion control technologies. Major product offerings include mechanical/electromechanical actuators and controls, ignition systems and engine technology, specialized pumps and valves, power conditioning devices, specialized AC/DC electric motors and generators, batteries and chargers, databus and power controls, advanced sensor products, switches and relay panels, high performance hoists, winches and lifting devices, cargo loading, handling and delivery systems, electronic components used in the generation, amplification, transmission and reception of microwave signals, and single and two-stage servo values. Primary customers of this segment are engine and power system and subsystem suppliers, airlines, third party maintenance suppliers, military buying agencies and repair depots. Products are sold in the original equipment and aftermarket market channels.

The Airframe segment includes operations that primarily develop, produce and market systems and components that are used in non-power airframe applications utilizing airframe and cabin structure technologies. Major product offerings include engineered latching and locking devices, engineered rods, engineered connectors and elastomer sealing solutions, cockpit security components and systems, specialized and advanced cockpit displays, engineered audio, radio and antenna systems, specialized lavatory components, seat belts and safety restraints, engineered and customized interior surfaces and related components, thermal protection and insulation, lighting and control technology, parachutes, specialized flight, wind tunnel and jet engine testing services and equipment and complex testing and instrumentation solutions. Primary customers of this segment are airframe manufacturers and cabin system suppliers and subsystem suppliers, airlines, third party maintenance suppliers, military buying agencies and repair depots. Products are sold in the original equipment and aftermarket market channels.

The Non-aviation segment includes operations that primarily develop, produce and market products for non-aviation markets. Major product offerings include seat belts and safety restraints for ground transportation applications, mechanical/electromechanical actuators and controls for space applications, hydraulic/electromechanical actuators and fuel valves for land-based gas turbines, and refueling systems for heavy equipment used in mining, construction and other industries and turbine controls for the energy and oil and gas markets. Primary customers of this segment are off-road vehicle suppliers and subsystem suppliers, child restraint system suppliers, satellite and space system suppliers, manufacturers of heavy equipment used in mining, construction and other industries and turbine original equipment manufacturers, gas pipeline builders and electric utilities.

F-27

The Company’s segments are reported on the same basis used internally by our Chief Operating Decision Maker (“CODM”) for evaluating performance and for allocating resources. The Company’s CODM is collectively the President and Chief Executive Officer and Co-Chief Operating Officers. The primary measurement used internally by our CODM and management to review and assess the operating performance of each segment is EBITDA As Defined. Actual results are compared to plan, forecast and prior year on a monthly basis. The Company defines EBITDA As Defined as earnings before interest, taxes, depreciation and amortization plus certain non-operating items recorded as corporate expenses including non-cash compensation charges incurred in connection with the Company’s stock incentive or deferred compensation plans, foreign currency gains and losses, acquisition-integration costs, acquisition transaction-related expenses, and refinancing costs. Acquisition transaction and integration-related expenses represent costs incurred to integrate acquired businesses into TD Group’s operations; facility relocation costs and other acquisition-related costs; transaction and valuation-related costs for acquisitions comprising deal fees, legal, financial and tax due diligence expenses; amortization expense of inventory step-up recorded in connection with the purchase accounting of acquired businesses.

EBITDA As Defined is not a measurement of financial performance under U.S. GAAP. Although the Company uses EBITDA As Defined to assess the performance of its business and for various other purposes, the use of this non-GAAP financial measure as an analytical tool has limitations, and it should not be considered in isolation or as a substitute for analysis of the Company’s results of operations as reported in accordance with U.S. GAAP.

The accounting policies for each segment are the same as those described in the summary of significant accounting policies in Note 1 to the Company’s consolidated financial statements. Intersegment sales and transfers are recorded at values based on market prices, which creates intercompany profit on intersegment sales or transfers that is eliminated in consolidation. Intersegment sales were immaterial for the periods presented below. Corporate consists of our corporate offices. Corporate expenses consist primarily of compensation, benefits, professional services and other administrative costs incurred by the corporate offices. Corporate assets consist primarily of cash and cash equivalents. Corporate expenses and assets reconcile reportable segment data to the consolidated totals. An immaterial amount of corporate expenses is allocated to the operating segments.

The following table sets forth, for the periods indicated, certain financial information by reportable segment, which includes a reconciliation of EBITDA As Defined to consolidated income from continuing operations before income taxes (in millions):

						Fiscal Year Ended September 30, 2025
						Power & Control						Airframe						Non-aviation						Total
Net sales to external customers
Commercial and non-aerospace OEM						$	926					$	1,180											$	2,106
Commercial and non-aerospace aftermarket						1,360						1,444												2,804
Defense						2,273						1,488												3,761
Non-aviation						—						—						160						160
Net Sales						4,559						4,112						160						8,831
Less:
Other segment expenses (1)						1,964						1,902						93
Total segment EBITDA As Defined						2,595						2,210						67						4,872
Less: Unallocated corporate EBITDA As Defined																								112
Depreciation and amortization expense																								367
Interest expense-net																								1,572
Acquisition transaction and integration-related expenses																								42
Non-cash stock and deferred compensation expense																								157
Refinancing costs																								11
Other, net																								(18)
Income from continuing operations before income taxes																								$	2,629

(1)Primarily represents cost of sales, selling expenses, general and administrative expenses, research and development, and miscellaneous income or expense. Excludes depreciation and amortization; non-cash stock and deferred compensation expense; foreign currency transaction losses; acquisition transaction and integration-related expenses and payroll withholding taxes related to dividend equivalent payments.

F-28

						September 30, 2025
						Power & Control						Airframe						Non-aviation						Corporate (1)						Total
Total assets						9,859						10,267						202						2,581						22,909
Capital expenditures						108						103						9						2						222
Depreciation and amortization						180						181						6						—						367

(1)Corporate consists of our corporate offices and does not constitute an operating segment. These amounts are included to reconcile to total consolidated assets, capital expenditures and depreciation and amortization, respectively.

						Fiscal Year Ended September 30, 2024
						Power & Control						Airframe						Non-aviation						Total
Net sales to external customers
Commercial and non-aerospace OEM						$	841					$	1,280											$	2,121
Commercial and non-aerospace aftermarket						1,218						1,290												2,508
Defense						1,907						1,239												3,146
Non-aviation						—						—						165						165
Net Sales						3,966						3,809						165						$	7,940
Less:
Other segment expenses (1)						1,715						1,847						99
Total segment EBITDA As Defined						2,251						1,962						66						4,279
Less: Unallocated corporate EBITDA As Defined																								106
Depreciation and amortization expense																								312
Interest expense-net																								1,286
Acquisition transaction and integration-related expenses																								70
Non-cash stock and deferred compensation expense																								217
Refinancing costs																								58
Other, net																								15
Income from continuing operations before income taxes																								$	2,215

(1)Primarily represents cost of sales, selling expenses, general and administrative expenses, research and development, and miscellaneous income or expense. Excludes depreciation and amortization; non-cash stock and deferred compensation expense; foreign currency transaction losses; acquisition transaction and integration-related expenses and payroll withholding taxes related to dividend equivalent payments.

						September 30, 2024
						Power & Control						Airframe						Non-aviation						Corporate (1)						Total
Total assets						9,180						10,045						193						6,168						25,586
Capital expenditures						90						73						2						—						165
Depreciation and amortization						133						172						6						1						312

(1)Corporate consists of our corporate offices and does not constitute an operating segment. These amounts are included to reconcile to total consolidated assets, capital expenditures and depreciation and amortization, respectively.

F-29

						Fiscal Year Ended September 30, 2023
						Power & Control						Airframe						Non-aviation						Total
Net sales to external customers
Commercial and non-aerospace OEM						$	696					$	989											$	1,685
Commercial and non-aerospace aftermarket						1,074						1,112												2,186
Defense						1,569						993												2,562
Non-aviation						—						—						152						152
Net Sales						3,339						3,094						152						$	6,585
Less:
Other segment expenses (1)						1,459						1,547						95
Total segment EBITDA As Defined						1,880						1,547						57						3,484
Less: Unallocated corporate EBITDA As Defined																								89
Depreciation and amortization expense																								268
Interest expense-net																								1,164
Acquisition transaction and integration-related expenses																								18
Non-cash stock and deferred compensation expense																								157
Refinancing costs																								56
Other, net																								16
Income from continuing operations before income taxes																								$	1,716

(1)Primarily represents cost of sales, selling expenses, general and administrative expenses, research and development, and miscellaneous income or expense. Excludes depreciation and amortization; non-cash stock and deferred compensation expense; foreign currency transaction losses; acquisition transaction and integration-related expenses and payroll withholding taxes related to dividend equivalent payments.

						September 30, 2023
						Power & Control						Airframe						Non-aviation						Corporate (1)						Total
Total assets						7,356						8,972						193						3,449						19,970
Capital expenditures						67						65						6						1						139
Depreciation and amortization						110						152						5						1						268

(1)Corporate consists of our corporate offices and does not constitute an operating segment. These amounts are included to reconcile to total consolidated assets, capital expenditures and depreciation and amortization, respectively.

F-30

Geographic Area Information

Net sales are measured based on the geographic destination of sales. Long-lived assets consist of property, plant and equipment-net and operating lease right-of-use assets. Net sales and long-lived assets of individual countries outside of the United States are not material.

The following table presents net sales by geographic area (in millions):

			Fiscal Years Ended September 30,
			2025						2024						2023
Net sales
United States			$	5,535					$	5,032					$	4,265
Foreign Countries			3,296						2,908						2,320
			$	8,831					$	7,940					$	6,585

The following table presents long-lived assets by geographic area (in millions):

			September 30, 2025						September 30, 2024						September 30, 2023
Long-lived assets
United States			$	1,339					$	1,273					$	1,063
Foreign Countries			305						276						256
			$	1,644					$	1,549					$	1,319

16. STOCK-BASED COMPENSATION

The Company’s equity compensation plans are designed to assist the Company in attracting, retaining, motivating and rewarding key employees, directors or consultants, and promoting the creation of long-term value for stockholders by closely aligning the interests of these individuals with those of the Company’s stockholders. The Company’s equity compensation plans provide for the granting of stock options.

Non-cash stock compensation expense recognized by the Company during the fiscal years ended September 30, 2025, 2024 and 2023 was $152 million, $188 million and $135 million, respectively. The related tax benefit for the fiscal years ended September 30, 2025, 2024 and 2023 was $24 million, $24 million and $15 million, respectively. Of the non-cash stock compensation expense recorded in fiscal 2025, 2024 and 2023, $150 million, $134 million and $112 million was recorded as a component of additional paid in capital and less than $2 million, $54 million and $23 million was recorded as a component of other non-current liabilities. The liability awards relate to stock options granted between fiscal 2017 to fiscal 2020 from the 2014 stock option plan to certain employees in lieu of these individuals receiving salary and bonus compensation paid in cash. The vesting of the stock options are subject to the achievement of the same operating performance goals as other grants. The liability is remeasured each reporting period based on the market value of our common shares on the last day of the reported period. The other non-current liabilities related to stock-based compensation was $102 million as of September 30, 2025 and 2024.

The weighted-average grant date fair value of options granted during the fiscal years ended September 30, 2025, 2024 and 2023 was $549.03, $397.31 and $251.73, respectively. The total fair value of options vested during fiscal years ended September 30, 2025, 2024 and 2023 was $107 million, $97 million and $80 million, respectively.

Compensation expense is recognized based upon probability assessments of awards that are expected to vest in future periods, adjusted for expected forfeitures. Such probability assessments are subject to revision and, therefore, unrecognized compensation expense is subject to future changes in estimate. As of September 30, 2025, there was approximately $208 million of total unrecognized compensation expense related to non-vested awards expected to vest, which is expected to be recognized over a weighted-average period of 1.8 years.

The fair value of the Company’s employee stock options was estimated at the date of grant or modification using a Black-Scholes option-pricing model with the following weighted average assumptions for all options granted during the fiscal years ended:

			Fiscal Years Ended September 30,
			2025						2024						2023
Risk-free interest rate			4.0% to 4.5%						4.1% to 4.7%						3.5% to 4.2%
Expected life of options			6.5 years						6.5 years						6.5 years
Expected dividend yield of stock			—						—						—
Expected volatility of stock			32.5%						33.5%						32.5%

F-31

The risk-free interest rate is based upon the U.S. Treasury bond rates with a term similar to the expected life of the award as of the grant date or modification date. The average expected life of stock-based awards is based on the Company’s actual historical exercise experience. The Company uses actual historical changes in the market value of its stock to calculate the volatility assumption as it is management’s belief that this is the best indicator of future volatility. The Company estimates stock option forfeitures based on historical data. The total number of stock options expected to vest is adjusted by actual and estimated forfeitures. Changes to the actual and estimated forfeitures will result in a cumulative adjustment in the period of change. Notwithstanding the special cash dividends declared and paid from time to time, the Company historically has not declared and paid regular cash dividends and does not anticipate declaring and paying regular cash dividends in future periods. Furthermore, since vested options under the Company’s equity compensation plans are entitled to participate in dividend equivalents (refer to “Dividends and Dividend Equivalent Plans” section below) upon declaration of a special dividend, no expected dividend yield is assumed.

2019 Stock Option Plan

In August 2019, the Board of Directors of TD Group adopted a new stock option plan, which was subsequently approved by stockholders on October 3, 2019. The 2019 stock option plan permits TD Group to award stock options to our key employees, directors or consultants. The total number shares of TD Group common stock reserved for issuance or delivery under the 2019 stock option plan is 4,000,000, subject to adjustment in the event of any stock dividend or split, reorganization, recapitalization, merger, share exchange or any other similar corporate transaction or event.

Performance Vested Stock Options – Generally all of the options granted through September 30, 2025 under the 2019 stock option plan have been pursuant to an equity incentive program adopted by the Company in 2008. Under the 2008 equity incentive program, generally all of the options granted will vest based on the Company’s achievement of established operating performance goals. The following table summarizes the activity, pricing and other information for the Company’s performance vested stock-based award activity during the fiscal year ended September 30, 2025:

			Number of Options						Weighted-Average Exercise Price Per Option						Weighted-Average Remaining Contractual Term						Aggregate Intrinsic Value
Outstanding at September 30, 2024			561,109						$	795.95
Granted			346,664						1,316.43
Exercised			(26,420)						656.47
Forfeited			(121,745)						909.08
Expired			—						—
Outstanding at September 30, 2025			759,608						$	1,020.20					8.4 years						$	226,226,455
Expected to vest			409,971						$	1,051.67					8.5 years						$	109,195,776
Exercisable at September 30, 2025			93,696						$	724.47					7.6 years						$	55,613,261

At September 30, 2025, there were 3,210,451 remaining shares available for award under TD Group’s 2019 stock option plan.

2014 Stock Option Plan

In July 2014, the Board of Directors of TD Group adopted the 2014 stock option plan, which was subsequently approved by stockholders on October 2, 2014. The 2014 stock option plan permitted TD Group to award stock options to our key employees, directors or consultants. The total number of shares of TD Group common stock reserved for issuance or delivery under the 2014 stock option plan was 5,000,000, subject to adjustment in the event of any stock dividend or split, reorganization, recapitalization, merger, share exchange or any other similar corporate transaction or event. The 2014 stock option plan expired on July 24, 2024 and no further shares are granted under the plan thereafter.

F-32

Performance Vested Stock Options – Generally all of the options granted through September 30, 2025 under the 2014 stock option plan have been pursuant to an equity incentive program adopted by the Company in 2008. Under the 2008 equity incentive program, generally all of the options granted will vest based on the Company’s achievement of established operating performance goals. The following table summarizes the activity, pricing and other information for the Company’s performance vested stock-based award activity during the fiscal year ended September 30, 2025:

			Number of Options						Weighted-Average Exercise Price Per Option						Weighted-Average Remaining Contractual Term						Aggregate Intrinsic Value
Outstanding at September 30, 2024			3,779,503						$	466.18
Granted			—						—
Exercised			(462,368)						288.80
Forfeited			(86,209)						620.43
Expired			—						—
Outstanding at September 30, 2025			3,230,926						$	487.45					4.4 years						$	2,683,510,208
Expected to vest			478,730						$	670.73					7.1 years						$	309,877,142
Exercisable at September 30, 2025			2,429,832						$	376.64					3.6 years						$	2,287,395,248

2006 Stock Incentive Plan

In conjunction with the consummation of the Company’s initial public offering, a 2006 stock incentive plan was adopted by TD Group. In July 2008 and March 2011, the 2006 stock incentive plan was amended to increase the number of shares available for issuance thereunder. TD Group reserved 8,119,668 shares of its common stock for issuance to key employees, directors or consultants under the plan. The 2006 stock incentive plan expired on March 14, 2016 and no further shares are granted under the plan thereafter. At September 30, 2025, there were 1,450 options outstanding and exercisable under TD Group’s 2006 stock incentive plan.

The total intrinsic value of performance options exercised during the fiscal years ended September 30, 2025, 2024 and 2023 was $600 million, $794 million and $500 million, respectively.

Dividends and Dividend Equivalent Plans

Since August 5, 2022, pursuant to the Fourth Amended and Restated TransDigm Group Incorporated 2006 Stock Incentive Plan Dividend Equivalent Plan, the Amended and Restated 2014 Stock Option Plan Dividend Equivalent Plan and the 2019 Stock Option Plan Dividend Equivalent Plan, all of the vested options granted under the existing stock option plans, except for grants to the members of the Board of Directors, are entitled to certain dividend equivalent payments in the event of the declaration of a special dividend by the Company.

In fiscal 2025, the Company's Board of Directors authorized and declared $90.00 in special dividends on each outstanding share of common stock and cash dividend equivalent payments on eligible vested options outstanding under its stock option plans. The total cash payment in September 2025 was approximately $5,073 million in special dividends and $159 million in cash dividend equivalent payments.

Dividend equivalents on vested options were $208 million, $233 million and $38 million during the fiscal years ended September 30, 2025, 2024 and 2023, respectively. At September 30, 2025, there was $59 million recorded in accrued and other current liabilities and $76 million recorded in other non-current liabilities on the consolidated balance sheets related to future dividend equivalent payments.

F-33

17. LEASES

The Company leases certain manufacturing facilities, offices, land, equipment and vehicles. Such leases, some of which are noncancellable and, in many cases, include renewals, expire at various dates. Such options to renew are included in the lease term when it is reasonably certain that the option will be exercised. The Company’s lease agreements typically do not contain any significant residual value guarantees or restrictive covenants, and payments within certain lease agreements are adjusted periodically for changes in an index or rate.

The Company determines if an arrangement is a lease at inception. Operating lease assets and liabilities are recognized at the commencement date of the lease based on the present value of lease payments over the lease term. Lease assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. The discount rate implicit within our leases is generally not determinable and therefore we determine the discount rate based on our incremental borrowing rate. The incremental borrowing rate for our leases is determined based on the lease term and the currency in which lease payments are made. The length of a lease term includes options to extend or terminate the lease when it is reasonably certain that the Company will exercise those options. The Company made an accounting policy election to not recognize lease assets or liabilities for leases with a term of twelve months or less. Additionally, when accounting for leases, the Company combines payments for leased assets, related services and other components of a lease.

The components of lease expense for the fiscal years ended September 30, 2025 and 2024 are as follows (in millions):

									Fiscal Years Ended September 30,
			Classification						2025						2024
Operating lease cost			Cost of sales or selling and administrative expenses						$	23					$	22
Finance lease cost:
Amortization of leased assets			Cost of sales						15						12
Interest on lease liabilities			Interest expense-net						19						16
Total lease cost									$	57					$	50

Supplemental cash flow information related to leases for the fiscal years ended September 30, 2025 and 2024 is as follows (in millions):

						Fiscal Years Ended September 30,
						2025						2024
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash outflows from operating leases						$	23					$	21
Operating cash outflows from finance leases						16						14
Financing cash outflows from finance leases						7						6
Right-of-use assets obtained in exchange for lease obligations:
Operating leases						$	25					$	21
Financing leases						25						83

F-34

Supplemental balance sheet information related to leases is as follows (in millions):

			Classification						September 30, 2025						September 30, 2024
Operating Leases
Operating lease right-of-use assets			Other non-current assets						$	65					$	61
Current operating lease liabilities			Accrued and other current liabilities						15						19
Long-term operating lease liabilities			Other non-current liabilities						51						43
Total operating lease liabilities									$	66					$	62
Finance Leases
Finance lease right-of-use assets, net			Property, plant and equipment-net						$	264					$	252
Current finance lease liabilities			Current portion of long-term debt						8						6
Long-term finance lease liabilities			Long-term debt						276						256
Total finance lease liabilities									$	284					$	262

As of September 30, 2025, the Company has the following remaining lease term and weighted average discount rates:

Weighted-average remaining lease term
Operating leases			6.4 years
Finance leases			19.8 years
Weighted-average discount rate
Operating leases			5.7%
Finance leases			7.0%

Maturities of lease liabilities at September 30, 2025 are as follows (in millions):

			Operating Leases						Finance Leases
2026			$	19					$	22
2027			16						26
2028			12						25
2029			9						25
2030			5						27
Thereafter			20						437
Total future minimum lease payments			81						562
Less: imputed interest			15						278
Present value of lease liabilities reported			$	66					$	284

F-35

18. DERIVATIVES AND HEDGING ACTIVITIES

The Company is exposed to, among other things, the impact of changes in foreign currency exchange rates and interest rates in the normal course of business. The Company’s risk management program is designed to manage the exposure and volatility arising from these risks, and utilizes derivative financial instruments to offset a portion of these risks. The Company uses derivative financial instruments only to the extent necessary to hedge identified business risks and does not enter into such transactions for trading purposes. The Company generally does not require collateral or other security with counterparties to these financial instruments and is therefore subject to credit risk in the event of nonperformance; however, the Company monitors credit risk and currently does not anticipate nonperformance by other parties. These derivative financial instruments do not subject the Company to undue risk, as gains and losses on these instruments generally offset gains and losses on the underlying assets, liabilities, or anticipated transactions that are being hedged. The Company has agreements with each of its swap, cap and collar counterparties that contain a provision whereby if the Company defaults on the Credit Agreement, the Company could also be declared in default on its swaps, cap and collars resulting in an acceleration of settlement under the swaps, cap and collars.

All derivative financial instruments are recorded at fair value in the consolidated balance sheets. For a derivative that has not been designated as an accounting hedge, the change in the fair value is recognized immediately through earnings. For a derivative that has been designated as an accounting hedge of an existing asset or liability (a fair value hedge), the change in the fair value of both the derivative and underlying asset or liability is recognized immediately through earnings. For a derivative designated as an accounting hedge of an anticipated transaction (a cash flow hedge), the change in the fair value is recorded on the consolidated balance sheets in accumulated other comprehensive loss to the extent the derivative is effective in mitigating the exposure related to the anticipated transaction. The change in the fair value related to the ineffective portion of the hedge, if any, is immediately recognized in earnings. The amount recorded within accumulated other comprehensive loss is reclassified into earnings in the same period during which the underlying hedged transaction affects earnings.

Interest Rate Swap, Cap and Collar Agreements – Interest rate swap, cap and collar agreements are used to manage interest rate risk associated with floating rate borrowings, specifically the term loans, under our Credit Agreement. These agreements involve the receipt of floating rate amounts in exchange for fixed rate interest payments over the term of the agreements without an exchange of the underlying principal amount. The agreements utilized by the Company effectively modify the Company’s exposure to interest rate risk by converting a portion of the Company’s floating rate debt to a fixed rate basis from the effective date through the maturity date of the respective interest rate swap, cap and collar agreements, thereby reducing the impact of interest rate movements on future interest expense.

During the fourth quarter of fiscal 2025, we entered into forward starting interest rate collar agreements and interest rate swap agreements. The interest rate collar agreements, aggregating to a notional amount of $2,750 million, establish a range where we will pay the counterparties if the three-month Term SOFR rate falls below the established floor rate, and the counterparties will pay us if the three-month Term SOFR rate exceeds the ceiling rate as summarized in the table below. The collar will settle quarterly from the effective date through the maturity date. No payments or receipts will be exchanged on the interest rate collar contracts unless interest rates rise above or fall below the contracted ceiling or floor rates. The interest rate swap agreements hedge the variable interest rates on the Company's floating rate debt exposures for a fixed rate based on an aggregate notional amount of $2,750 million. The swap will settle quarterly from the effective date through the maturity date. The Company does not have any interest rate cap agreements as of September 30, 2025.

The tables below summarize the key terms of the swaps and collars as of September 30, 2025 (aggregated by effective date).

Interest rate swap agreements:

Aggregate Notional Amount (in millions)						Effective Date						Maturity Date						Conversion of Related Variable Rate Debt subject to Term SOFR to Fixed Rate of:
$700						9/30/2025						9/30/2027						3.22% plus applicable margin percentage
$125						9/30/2027						9/30/2029						3.11% plus applicable margin percentage
$1,025						9/30/2027						9/30/2029						3.12% plus applicable margin percentage
$900						9/30/2027						9/30/2029						3.14% plus applicable margin percentage

F-36

Interest rate collar agreements:

Aggregate Notional Amount (in millions)						Effective Date						Maturity Date						Offsets Variable Rate Debt Attributable to Fluctuations Below and Above:
$1,100						3/31/2025						9/30/2026						Three-month Term SOFR rate of 2.00% (floor) and 3.50% (cap)
$500						9/30/2025						9/30/2026						Three-month Term SOFR rate of 2.00% (floor) and 3.50% (cap)
$1,338						9/30/2025						9/30/2027						Three-month Term SOFR rate of 2.50% (floor) and 4.50% (cap)
$700						9/30/2025						9/30/2027						Three-month Term SOFR rate of 2.00% (floor) and 3.91% (cap)
$1,550						9/30/2026						9/30/2027						Three-month Term SOFR rate of 2.50% (floor) and 4.50% (cap)
$2,050						9/30/2027						9/30/2029						Three-month Term SOFR rate of 2.21% (floor) and 4.25% (cap)

These derivative instruments qualify as effective cash flow hedges under U.S. GAAP. For our cash flow hedges, the effective portion of the gain or loss from the financial instruments is initially reported as a component of accumulated other comprehensive loss in stockholders’ deficit and subsequently reclassified into earnings in the same line as the hedged item in the same period or periods during which the hedged item affects earnings. As the interest rate swap, cap and collar agreements are used to manage interest rate risk, any gains or losses from the derivative instruments that are reclassified into earnings are recognized in interest expense-net in the consolidated statements of income. Cash flows related to the derivative contracts are included in cash flows from operating activities on the consolidated statements of cash flows.

Certain derivative asset and liability balances are offset where master netting agreements provide for the legal right of setoff. For classification purposes, we record the net fair value of each type of derivative position that is expected to settle in less than one year with each counterparty as a net current asset or liability and each type of long-term position as a net non-current asset or liability. The amounts shown in the table below represent the gross amounts of recognized assets and liabilities, the amounts offset in the consolidated balance sheets and the net amounts of assets and liabilities presented therein (in millions):

						September 30, 2025												September 30, 2024
						Asset						Liability						Asset						Liability
Interest rate cap agreement						$	—					$	—					$	20					$	1
Interest rate collar agreements						7						3						3						8
Interest rate swap agreements						8						—						34						1
Net derivatives as classified in the consolidated balance sheets (1)						$	15					$	3					$	57					$	10

(1)Refer to Note 11, “Fair Value Measurements,” for the consolidated balance sheets classification of the Company’s interest rate swap, cap and collar agreements.

Based on the fair value amounts determined as of September 30, 2025, the estimated net amount of existing losses (gains) and caplet amortization expected to be reclassified into interest expense-net within the next twelve months is approximately $7 million.

Foreign Currency Forward Exchange Contracts – The Company transacts business in various foreign currencies, which subjects the Company’s cash flows and earnings to exposure related to changes in foreign currency exchange rates. These exposures arise primarily from purchases or sales of products and services from third parties. Foreign currency forward exchange contracts provide for the purchase or sale of foreign currencies at specified future dates at specified exchange rates, and are used to offset changes in the fair value of certain assets or liabilities or forecasted cash flows resulting from transactions denominated in foreign currencies. At September 30, 2025, the Company has outstanding foreign currency forward exchange contracts to sell U.S. dollars with notional amounts of $118 million. The maximum duration of the Company’s foreign currency cash flow hedge contracts at September 30, 2025 is twelve months. These notional values consist of contracts for the Canadian dollar and the euro and are stated in U.S. dollar equivalents at spot exchange rates at the respective trade dates. Amounts related to foreign currency forward exchange contracts included in accumulated other comprehensive loss in stockholders' deficit are reclassified into net sales when the hedged transaction settles. As of September 30, 2025, the Company expects to record a net loss of approximately $2 million on foreign currency forward exchange contracts designated as cash flow hedges to net sales over the next twelve months.

F-37

19. ACCUMULATED OTHER COMPREHENSIVE LOSS

The following table presents the total changes by component in accumulated other comprehensive loss (“AOCL”), net of taxes, for the fiscal years ended September 30, 2025 and 2024 (in millions):

			Unrealized losses on derivatives (1)						Pension and post-retirement benefit plans adjustment (2)						Foreign currency translation adjustment (3)						Total
Balance at September 30, 2023			$	143					$	2					$	(243)					$	(98)
Net current-period other comprehensive (loss) income (4)			(124)						(1)						181						56
Balance at September 30, 2024			19						1						(62)						(42)
Net current-period other comprehensive (loss) income (4)			(23)						(3)						58						32
Balance at September 30, 2025			$	(4)					$	(2)					$	(4)					$	(10)

(1)Represents unrealized gains (losses) on derivatives designated and qualifying as cash flow hedges, net of tax (expense) benefit, of $8 million, $(37) million and $6 million for the fiscal years ended September 30, 2025, 2024 and 2023, respectively.

(2)There were no material pension liability adjustments, net of taxes, related to activity for the defined pension plans and postretirement benefit plans for the fiscal years ended September 30, 2025 and 2024.

(3)Represents gains (losses) resulting from foreign currency translation of financial statements, including gains (losses) from certain intercompany transactions, into U.S. dollars at the rates of exchange in effect at the balance sheet dates. Refer to Note 1, “Summary of Significant Accounting Policies,” for additional information.

(4)Presented net of reclassifications out of AOCL into earnings, specifically net sales and interest expense-net, for realized (losses) gains on derivatives designated and qualifying as cash flow hedges of $(1) million (net of taxes of less than $(1) million) and $57 million (net of taxes of $18 million), respectively, for the fiscal year ended September 30, 2025 and $(3) million (net of taxes of $(1) million) and $106 million (net of taxes of $33 million) for the fiscal year ended September 30, 2024, respectively.

F-38

TRANSDIGM GROUP INCORPORATED

VALUATION AND QUALIFYING ACCOUNTS

FOR THE FISCAL YEARS ENDED SEPTEMBER 30, 2025, 2024, AND 2023

(Amounts in millions)

Column A						Column B						Column C												Column D						Column E
						Balance at Beginning of Period						Additions												Divestitures & Deductions from Reserve (1)						Balance at End of Period
Description						Charged to Costs and Expenses						Acquisitions & Purchase Price Adjustments
Year Ended September 30, 2025
Allowance for uncollectible accounts						$	32					$	4					$	—					$	(11)					$	25
Inventory valuation reserves						236						51						2						(19)						270
Valuation allowance for deferred tax assets						318						138						—						—						456
Year Ended September 30, 2024
Allowance for uncollectible accounts						$	31					$	3					$	—					$	(2)					$	32
Inventory valuation reserves						209						35						11						(19)						236
Valuation allowance for deferred tax assets						227						91						—						—						318
Year Ended September 30, 2023
Allowance for uncollectible accounts						$	35					$	4					$	—					$	(8)					$	31
Inventory valuation reserves						196						20						—						(7)						209
Valuation allowance for deferred tax assets						137						90						—						—						227

(1)The amounts in this column represent the impact from divestitures, charge-offs net of recoveries and the impact of foreign currency translation adjustments.

F-39

EXHIBIT INDEX

TO FORM 10-K FOR THE YEAR ENDED SEPTEMBER 30, 2025

Exhibit No.						Description
10.6						Amended and Restated Employment Agreement, dated August 5, 2025, between the Company and Patrick J. Murphy*
10.7						Employment Agreement, dated July 7, 2025, between the Company and Armani Vadiee*
10.23						Form of Stock Option Agreement for Director and NEO options awarded in fiscal 2026*
21.1						Subsidiaries of TransDigm Group Incorporated
22.1						Listing of Subsidiary Guarantors
23.1						Consent of Independent Registered Public Accounting Firm
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
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
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
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
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
101.SCH						Inline XBRL Taxonomy Extension Schema
101.CAL						Inline XBRL Taxonomy Extension Calculation Linkbase
101.DEF						Inline XBRL Taxonomy Extension Definition Linkbase
101.LAB						Inline XBRL Taxonomy Extension Label Linkbase
101.PRE						Inline XBRL Taxonomy Extension Presentation Linkbase
104						Cover Page Interactive Data File: the cover page XBRL tags are embedded within the Inline XBRL document and are contained within Exhibit 101

*			Indicates management contract or compensatory plan contract or arrangement.