Esterline Technologies Corp (ESL): First Pacific Advisors LLC Ups Its Stake

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Schedule 13D

CUSIP No. 297425100

ITEM 1. SECURITY AND ISSUER

The class of equity security to which this statement on Schedule 13D relates is the
common stock, par value $0.20 per share (the Common Stock) of Esterline Technologies Corporation (the Issuer), a Delaware corporation. The address of the principal executive offices of the Issuer is 500 108th Avenue N.E.,
Bellevue, Washington 98004.

Information given in response to each item shall be deemed incorporated by reference in all other items, as applicable.

ITEM 2. IDENTITY AND BACKGROUND
(a) The persons filing this Schedule 13D (collectively, the Reporting Persons) are:
1. First Pacific Advisors, LLC, a Delaware limited liability company (FPA)
2. FPA Crescent Fund, a series of FPA Funds Trust, a Delaware trust (FPA Crescent Fund)
3. FPA Global Opportunity Fund, a series of FPA Hawkeye Fund, LLC, a Delaware limited liability company (FPA Global Opportunity)
4. FPA Select Drawdown Fund, L.P., a Delaware limited partnership (FPA Select Drawdown)
5. FPA Select Fund, a series of FPA Hawkeye Fund, LLC, a Delaware limited liability company (FPA Select)
6. FPA Value Partners Fund, a series of FPA Hawkeye Fund, LLC, a Delaware limited liability company (FPA Value Partners)
7. FPA Hawkeye Fund, a series of FPA Hawkeye Fund, LLC, a Delaware limited liability company (FPA Hawkeye)
8. FPA Hawkeye-7 Fund, a series of FPA Hawkeye Fund, LLC, a Delaware limited liability company (FPA Hawkeye-7)
9. J. Richard Atwood
10. Steven T. Romick
11. Brian A. Selmo
12. Mark Landecker

The trustees of FPA Funds Trust are listed on Appendix A hereto. Appendix A is incorporated
herein by reference.

(b) The business address or address of the principal office, as applicable, of the Reporting Persons is:

11601 Wilshire Blvd.

Suite 1200

Los Angeles, CA 90025

(c) Each of the Reporting Persons is
engaged in the business of investing. FPAs principal business is serving as an investment adviser to certain investment companies, including FPA Crescent, certain private investment funds, including FPA Global Opportunity, FPA Select Drawdown,
FPA Select, FPA Value Partners, FPA Hawkeye Fund and FPA Hawkeye-7 (collectively, the Private Investment Funds), and certain unaffiliated separately managed accounts (the Managed Accounts). FPA also serves as the general
partner of FPA Select Drawdown and Manager of FPA Global Opportunity, FPA Select, FPA Value Partners, FPA Hawkeye Fund, and FPA Hawkeye-7. The principal occupation of Mr. Atwood is serving as a Managing Partner of FPA. The principal occupation of
Mr. Romick is serving as a Portfolio Manager of certain advisory clients for which FPA serves as investment adviser and as a Managing Partner of FPA. The principal occupation of each of Messrs. Selmo and Landecker is serving as a Portfolio Manager
of certain advisory clients for which FPA serves as investment adviser and as a Partner of FPA.

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