UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 19, 2007
TransDigm Group Incorporated
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
333-130483
(Commission File Number)
51-0484716
(IRS Employer Identification No.)
| 1301 East 9th Street, Suite 3710, Cleveland, Ohio | 44114 | |
| (Address of principal executive offices) | (Zip Code) |
(216) 706-2939
(Registrant’s telephone number, including area code)
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant’s under any of the following provisions (see General Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 5.02 | Election of Directors |
On September 19, 2007, the board of directors of TransDigm Group Incorporated appointed Mervin Dunn a member of the board of directors and a member of the board’s nominating and corporate governance committee. The board of directors has determined that Mr. Dunn is independent under applicable rules of the Securities and Exchange Commission and listing standards of the New York Stock Exchange.
There are no arrangements or understandings between Mr. Dunn and any other person pursuant to which he was selected as a director.
Neither TransDigm Group nor any of its subsidiaries was or is a party to any transaction with Mr. Dunn that would require disclosure under Item 404(a) of Regulation S-K.
| Item 9.01 | Financial Statements and Exhibits |
(c) Exhibits
Exhibit No. 99.1 Press Release
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| TRANSDIGM GROUP INCORPORATED | ||
| By: | /s/ Gregory Rufus | |
| Gregory Rufus, Executive Vice President and Chief Financial Officer | ||
Date: September 20, 2007
Exhibit 99.1
TransDigm Group Incorporated Announces New Board Member
Cleveland, Ohio, September 20, 2007 - TransDigm Group Incorporated (TDG) announced today the appointment of Mervin Dunn as a member of its Board of Directors. Mr. Dunn has also been appointed by the Board to be a member of the Nominating and Corporate Governance Committee.
Merv Dunn has been the Chief Executive Officer of Commercial Vehicle Group since 2002. Commercial Vehicle is a NASDAQ listed company with revenues in excess of $925 million and a leading global producer of engineered systems and components for the construction equipment and heavy truck industries. Prior to CVG, Mr. Dunn has held a broad range of senior operating positions in private and public businesses including Arvin Industries, Johnson Controls, Hyster Company & Bliss Technologies. He is a 1980 graduate of Eastern Kentucky University with a degree in Mechanical Design and a MS in Operations Management.
W. Nicholas Howley, the Chairman and Chief Executive Officer of TransDigm Group stated, “We are pleased that Merv has agreed to become a member of our Board. He is a seasoned executive with a unique blend of public and private company exposure, merger and acquisition experience, as well as a broad range of international and domestic operating responsibilities. We are fortunate to attract an executive of his breadth.”
ABOUT TRANSDIGM GROUP
TransDigm Group Incorporated, through its wholly-owned subsidiaries, including TransDigm Inc., is a leading global designer, producer and supplier of highly engineered aircraft components for use on nearly all commercial and military aircraft in service today. Major product offerings, substantially all of which are ultimately provided to end-users in the aerospace industry, include ignition systems and components, gear pumps, mechanical/electro-mechanical actuators and controls, NiCad batteries/chargers, power conditioning devices, hold-open rods and locking devices, engineered connectors, engineered latches and cockpit security devices, lavatory hardware and components, specialized AC/DC electric motors, aircraft audio systems and specialized cockpit displays, valving and fluorescent lighting.
CONTACT:
Sean Maroney
Investor Relations
216.706.2945
ir@transdigm.com