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Filing Details

Accession Number:: 0001181431-13-012042
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2013-02-22 18:35:21
Reporting Period:: 2013-02-20

Filing Date:: 2013-02-22
Accepted Time:: 2013-02-22 18:35:21
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1267097	Trw Automotive Holdings Corp	TRW	Motor Vehicle Parts & Accessories (3714)	810597059

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1393818	L.p. Group Blackstone	C/O The Blackstone Group 345 Park Avenue New York NY 10154	No	No	Yes	No
1404071	L.l.c. Management Group Blackstone	C/O The Blackstone Group 345 Park Avenue New York NY 10154	No	No	Yes	No
1404073	L.p. Iii Holdings Blackstone	C/O The Blackstone Group L.p. 345 Park Avenue New York NY 10154	No	No	Yes	No
1404076	L.l.c. Gp Iii Holdings Blackstone	C/O The Blackstone Group L.p. 345 Park Avenue New York NY 10154	No	No	Yes	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock, Par Value $0.01 Per Share	Disposition	2013-02-20	9,215,354	$59.10	10,273,062	No	4	S	Indirect	See footnotes

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Indirect	See footnotes

Footnotes

The shares of the common stock reported as disposed of in the above table are being sold in a secondary offering of the Issuer's common stock pursuant to an Underwriting Agreement, dated February 20, 2013.
Automotive Investors L.L.C. directly owns 10,273,062 shares of Common Stock. Blackstone Family Investment Partnership IV-A L.P., Blackstone Capital Partners IV-A L.P., Blackstone Capital Partners IV L.P. and Blackstone Automotive Co-Invest Capital Partners L.P. (the "Blackstone Funds") are members of Automotive Investors L.L.C. and collectively have investment and voting control over the shares of Common Stock held by Automotive Investors L.L.C. Blackstone Management Associates IV L.L.C. is the sole general partner of each of these entities. Blackstone Holdings III L.P. is the managing member of Blackstone Management Associates IV L.L.C. Blackstone Holdings III GP L.L.C. is the general partner of Blackstone Holdings III L.P. The Blackstone Group L.P. is the managing member of Blackstone Holdings III GP L.L.C. Blackstone Group Management L.L.C. is the general partner of The Blackstone Group L.P. Mr. Stephen A. Schwarzman is a founding member of Blackstone Group Management L.L.C.
Neil P. Simpkins is a director of the issuer and a member of Blackstone Management Associates IV L.L.C., which has investment and voting control over the shares controlled by each of the above entities, and may be deemed to beneficially own such shares.
Information with respect to each of the Reporting Persons is given solely by such Reporting Persons, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person. Any disclosures made hereunder with respect to persons other than the Reporting Persons are made on information and belief after making appropriate inquiry.
Pursuant to Rule 16a-1(4) promulgated under the Securities Exchange Act of 1934, as amended, each of the Reporting Persons herein states that this filing shall not be deemed an admission that he or it is the beneficial owner of any of the shares of Common Stock covered by this Statement. Each of Blackstone Management Associates IV L.L.C., Blackstone Capital Partners IV-A L.P., Blackstone Family Investment Partnership IV-A L.P., Blackstone Capital Partners IV L.P., Blackstone Automotive Co-Invest Capital Partners L.P., Blackstone Holdings III L.P., Blackstone Holdings III GP L.L.C., The Blackstone Group L.P., Blackstone Group Management L.L.C. and Mr. Stephen A. Schwarzman disclaims beneficial ownership of the Common Stock, except to the extent of its or his pecuniary interest in such shares of Common Stock.
Due to the limitations of the electronic filing system, Automotive Investors L.L.C., Blackstone Management Associates IV L.L.C., Blackstone Capital Partners IV-A L.P., Blackstone Family Investment Partnership IV-A L.P., Blackstone Capital Partners IV L.P., Blackstone Automotive Co-Invest Capital Partners L.P., and Mr. Stephen A. Schwarzman are filing a separate corresponding Form 4 on the date hereof. Information with respect to Mr. Simpkins may be found in a corresponding Form 4 filed on the date hereof.