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Cover and table of contents

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Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

☒Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the quarterly period ended December 27, 2025

☐Transition Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from to

Commission File Number 001-32833

TransDigm Group Incorporated

(Exact name of registrant as specified in its charter)

Delaware

(State or other jurisdiction of incorporation or organization)

41-2101738

(I.R.S. Employer Identification No.)

1350 Euclid Avenue,Suite 1600,Cleveland,Ohio44115
(Address of principal executive offices)(Zip Code)

(216) 706-2960

(Registrant’s telephone number, including area code)

(Former name, former address and former fiscal year, if changed since last report.)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, accelerated filer, non-accelerated filer, smaller reporting company or emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large Accelerated Filer☒Accelerated Filer☐
Non-Accelerated Filer☐Smaller Reporting Company☐
Emerging Growth Company☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

Securities registered pursuant to Section 12(b) of the Act:
Title of each class:Trading Symbol:Name of each exchange on which registered:
Common Stock, $0.01 par valueTDGNew York Stock Exchange

The number of shares outstanding of TransDigm Group Incorporated’s common stock, par value $.01 per share, was 56,473,563 as of January 30, 2026.

TABLE OF CONTENTS

Page
PART IFINANCIAL INFORMATION1
ITEM 1Financial Statements1
Condensed Consolidated Balance Sheets – December 27, 2025 and September 30, 20251
Condensed Consolidated Statements of Income – Thirteen Week Periods Ended December 27, 2025 and December 28, 20242
Condensed Consolidated Statements of Comprehensive Income – Thirteen Week Periods Ended December 27, 2025 and December 28, 20243
Condensed Consolidated Statements of Changes in Stockholders’ Deficit – Thirteen Week Periods Ended December 27, 2025 and December 28, 20244
Condensed Consolidated Statements of Cash Flows – Thirteen Week Periods Ended December 27, 2025 and December 28, 20245
Notes to Condensed Consolidated Financial Statements6
ITEM 2Management’s Discussion and Analysis of Financial Condition and Results of Operations20
ITEM 3Quantitative and Qualitative Disclosure About Market Risk35
ITEM 4Controls and Procedures35
PART IIOTHER INFORMATION36
ITEM 1Legal Proceedings36
ITEM 1ARisk Factors36
ITEM 2Unregistered Sales of Equity Securities and Use of Proceeds: Purchases of Equity Securities by the Issuer36
ITEM 5Other Information36
ITEM 6Exhibits37
SIGNATURES38

PART I: FINANCIAL INFORMATION

Next: Item 1. FINANCIAL STATEMENTS