SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
MANSFIELD WILLIAM L

(Last) (First) (Middle)
899 CASSATT ROAD
SUITE 210

(Street)
BERWYN PA 19312

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
TRIUMPH GROUP INC [ TGI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
07/11/2018
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 07/11/2018 A 7,254(1) A $0 16,394 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. The reporting person received 7,254 restricted stock units, each unit representing the contingent right to receive one share of common stock. Forfeiture restrictions lapse on the restricted stock on the first anniversary of the date of grant, unless earlier terminated or accelerated in accordance with the Company's 2016 Director's Equity Compensation Plan or deferred in accordance with the Company's Directors' Deferred Compensation Plan.
John B. Wright, II, POA for William L. Mansfield 07/13/2018
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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POWER OF ATTORNEY

       Know all persons by these presents, that the undersigned 
hereby constitutes and appoints Daniel J. Crowley, John B. Wright, 
II and James H. Decker, and each of them, the undersigned's true 
and lawful attorneys-in-fact, to: 

1.  execute for and on behalf of the undersigned, in the 
undersigned's capacity as a director or an officer of 
Triumph Group, Inc. ( the "Company"), Forms 3, 4, and 5, 
and any amendments thereto, in accordance with Section 
16(a) of the Securities Exchange Act of 1934, as amended, 
and the rules thereunder; 

2.  do and perform any and all acts for and on behalf of 
the undersigned which may be necessary or desirable to 
complete and execute any such Form 3, 4, or 5, or any 
amendment thereto, and timely file such form with the 
United States Securities and Exchange Commission and any 
stock exchange or similar authority; and 

3.  take any other action of any type whatsoever in 
connection with the foregoing which, in the opinion of such 
attorney-in-fact, may be of benefit to, in the best 
interest of, or legally required by or of, the undersigned, 
it being understood that the documents executed by such 
attorney-in-fact on behalf of the undersigned pursuant to 
this Power of Attorney shall be in such form and shall 
contain such
 terms and conditions as such attorney-in-fact 
may approve in such attorney-in-fact's discretion. 
       
       The undersigned hereby grants to each such attorney-in-fact 
full power and authority to do and perform any and every act and 
thing whatsoever requisite, necessary, or proper to be done in 
the exercise of any of the rights and powers herein granted, as 
fully to all intents and purposes as the undersigned might or 
could do if personally present, with full power of substitution 
or revocation, hereby ratifying and confirming all that such 
attorney-in-fact, or such attorney-in-fact's substitute or 
substitutes, shall lawfully do or cause to be done by virtue of 
this power of attorney and the rights and powers herein granted. 
The undersigned acknowledges that the foregoing attorney-in-fact, 
in serving in such capacity at the request of the undersigned, is 
not assuming, nor is the Company assuming, any of the 
undersigned's responsibilities to comply with Section 16 of the 
Securities Exchange Act of 1934, as amended, and the rules 
thereunder. 

       This power of attorney shall remain in full force and 
effect until the undersigned is no longer required to file Forms 
3, 4, and 5 with respect to the undersigned's holdings of and 
transactions in securities issued by the Company, unless earlier 
revoked by the undersigned in a signed writing delivered to each 
of the foregoing attorneys-in-fact. 

       IN WITNESS WHEREOF, the undersigned has caused this Power 
of Attorney to be executed as of this 6th Day of February, 2018. 

/s/ William L. Mansfield

William L. Mansfield



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