Item 7.01. Regulation FD Disclosure.

On August 11, 2021, TransDigm Group Incorporated (the "Company") issued an announcement (the "Rule 2.4 Announcement") pursuant to Rule 2.4 of the U.K. City Code on Takeovers and Mergers confirming that it is in the preliminary stages of evaluating Meggitt PLC ("Meggitt") concerning a possible combination. A copy of the Rule 2.4 Announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The information included in this Current Report on Form 8-K under this Item 7.01 (including Exhibit 99.1), is being furnished to the U.S. Securities and Exchange Commission and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into any filing made by the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by a specific reference in such filing. Forward-Looking Statements

The statements in this Current Report on Form 8-K contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All forward-looking statements involve risks and uncertainties that could cause TransDigm Group's actual results to differ materially from those expressed or implied in any forward-looking statements made by, or on behalf of, TransDigm Group. These risks and uncertainties include but are not limited to: the possible combination will not be pursued; the failure to satisfy the conditions of a possible combination if and when implemented (including approvals or clearances from regulatory and other agencies and bodies) on a timely basis or at all; the inability of the combined company to realize successfully any anticipated synergy benefits when (and if) the possible combination is implemented; the inability of the (post-combination) combined company to integrate successfully the Company's and Meggitt's operations when (and if) the possible combination is implemented and the combined company incurring and/or experiencing unanticipated costs and/or delays or difficulties relating to the possible combination when (and if) it is implemented. Further information regarding the important factors that could cause actual results to differ materially from projected results can be found in TransDigm Group's Annual Report on Form 10-K for the fiscal year ended September 30, 2020 and other reports that TransDigm Group or its subsidiaries have filed with the Securities and Exchange Commission. Except as required by law, TransDigm Group undertakes no obligation to revise or update any forward-looking statements contained in this Current Report on Form 8-K.

Item 9.01. Financial Statements and Exhibits.




(d) Exhibits
The following exhibits are being furnished with this Current Report on Form 8-K:
Exhibit No.             Description
  99.1                    Press Release
104                     Cover Page Interactive Data File (embedded within the Inline XBRL document)



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