Thomas A. Quigley III - 24 Jul 2025 Form 4 Insider Report for TRIUMPH GROUP INC (TGI)

Reporting relationship: VP, IR, M&A & Treasurer
Issuer ticker: TGI
Reported as of: 24 Jul 2025
Net transaction value: -$350,454
SEC form: 4
Accepted by SEC: 28 Jul 2025, 15:15:36 UTC
Prior SEC filing: 17 Jun 2025
Source filing: View source filing
Reporting owner signature: Jennifer H. Allen, POA for Thomas A. Quigley, III

Key filing fact

Thomas A. Quigley III filed Form 4 for TRIUMPH GROUP INC (TGI) on 28 Jul 2025.

Key facts

This page summarizes Thomas A. Quigley III's Form 4 filing for TRIUMPH GROUP INC (TGI).
10 reported transactions and 6 derivative rows are listed below.
Accepted by SEC: 28 Jul 2025, 15:15.

Change

Previous filing in this sequence was filed on 17 Jun 2025.
Current net transaction value: -$350,454.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reporting Owners (1)

CIK 0001563424 Primary reporting owner

Quigley Thomas A. III

Relationship: VP, IR, M&A & Treasurer
Address: 555 E. LANCASTER AVENUE, SUITE 400, RADNOR
Signature: Jennifer H. Allen, POA for Thomas A. Quigley, III
Signature date: 28 Jul 2025

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

TGI transaction

Common Stock

Award

Transaction value: $0
Shares: +23,497
Change %: +43%
Price: $0.000000
Shares after: 78,225
Date: 24 Jul 2025
Ownership: Direct
Footnotes: F1

TGI transaction

Common Stock

Tax liability

Transaction value: $212,706
Shares: -8,181
Change %: -10%
Price: $26.00
Shares after: 70,044
Date: 24 Jul 2025
Ownership: Direct
Footnotes: F2

TGI transaction

Common Stock

Disposed to Issuer

Transaction value
Shares: -15,316
Change %: -22%
Price
Shares after: 54,728
Date: 24 Jul 2025
Ownership: Direct
Footnotes: F3

TGI transaction

Common Stock

Disposed to Issuer

Transaction value
Shares: -54,728
Change %: -100%
Price
Shares after: 0
Date: 24 Jul 2025
Ownership: Direct
Footnotes: F4

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

TGI transaction Derivative

Restricted Stock Units

Disposed to Issuer

Transaction value: $0
Shares: -1,363
Change %: -72%
Price: $0.000000
Shares after: 543
Date: 24 Jul 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 1,363
Exercise price
Footnotes: F5, F6

TGI transaction Derivative

Restricted Stock Units

Tax liability

Transaction value: $14,118
Shares: -543
Change %: -100%
Price: $26.00
Shares after: 0
Date: 24 Jul 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 543
Exercise price
Footnotes: F5, F6, F7

TGI transaction Derivative

Restricted Stock Units

Disposed to Issuer

Transaction value: $0
Shares: -1,640
Change %: -57%
Price: $0.000000
Shares after: 1,262
Date: 24 Jul 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 1,640
Exercise price
Footnotes: F5, F6

TGI transaction Derivative

Restricted Stock Units

Tax liability

Transaction value: $32,812
Shares: -1,262
Change %: -100%
Price: $26.00
Shares after: 0
Date: 24 Jul 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 1,262
Exercise price
Footnotes: F5, F6, F7

TGI transaction Derivative

Restricted Stock Units

Disposed to Issuer

Transaction value: $0
Shares: -4,539
Change %: -57%
Price: $0.000000
Shares after: 3,493
Date: 24 Jul 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 4,539
Exercise price
Footnotes: F5, F6

TGI transaction Derivative

Restricted Stock Units

Tax liability

Transaction value: $90,818
Shares: -3,493
Change %: -100%
Price: $26.00
Shares after: 0
Date: 24 Jul 2025
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 3,493
Exercise price
Footnotes: F5, F6, F7

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Thomas A. Quigley III is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 7 footnotes

Footnote F1

On July 24, 2025, pursuant to the Agreement and Plan of Merger dated February 2, 2025 (the "Merger Agreement") among the Issuer, Titan BW Acquisition Holdco Inc., a Delaware corporation ("Parent"), and Titan BW Acquisition Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Merger Sub"), Merger sub merged with and into the Issuer, with the Issuer surviving as a wholly owned subsidiary of Parent (the "Merger"). The reported amount represents deemed acquisitions of shares of common stock, par value $0.001 per share, of the Issuer ("Common Stock") underlying unvested performance-based restricted stock units ("PSUs") pursuant to the Merger Agreement based on the attainment of the applicable performance metrics at target level of performance, including 13,342 PSUs granted on April 27, 2023 and 10,155 PSUs granted on May 24, 2024.

Footnote F2

Represents shares withheld to cover a tax liability in connection with the deemed vesting of the PSUs described herein.

Footnote F3

Pursuant to the Merger Agreement, at the effective time of the Merger (the "Effective Time"), each PSU outstanding immediately prior to the Effective Time was cancelled in exchange for an amount in cash equal to the product of (i) the total number of shares of Common Stock underlying such PSU based on the attainment of the applicable performance metrics at target level of performance and (ii) $26.00 in cash, without interest (the "Merger Consideration"), less applicable tax withholdings.

Footnote F4

At the Effective Time, each share of Common Stock issued and outstanding immediately prior to the Effective Time was cancelled and converted into the right to receive the Merger Consideration.

Footnote F5

Each restricted stock unit ("RSU") represents the right to receive one share of Common Stock.

Footnote F6

Pursuant to the Merger Agreement, at the Effective Time, each RSU outstanding immediately prior to the Effective Time was cancelled in exchange for an amount in cash equal to the product of (i) the total number of shares of Common Stock underlying such RSU and (ii) the Merger Consideration, less applicable tax withholdings.

Footnote F7

Represents shares withheld to cover a tax liability in connection with the deemed vesting of the RSUs described herein.