Exhibit 2.1

AMENDMENT NO. 1 TO

AGREEMENT AND PLAN OF MERGER

This Amendment No. 1 to Agreement and Plan of Merger (this “Amendment”), dated as of May 28, 2025, is made by and among Servotronics, Inc., a Delaware corporation (the “Company”), TransDigm Inc., a Delaware corporation (“Parent”), and TDG Rise Merger Sub, Inc., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub”). Capitalized terms used and not otherwise defined herein have the meanings ascribed to them in the Original Agreement (as defined below).

RECITALS

WHEREAS, the Company, Parent and Merger Sub are parties to that certain Agreement and Plan of Merger, dated as of May 18, 2025 (the “Original Agreement” and, as amended by this Amendment, the “Agreement”);

WHEREAS, pursuant to Section 7.04 of the Original Agreement, the Company, Parent and Merger Sub desire to amend the Original Agreement as set forth in this Amendment;

WHEREAS, the Board of Directors of the Company (the “Company Board”) has, upon the terms and subject to the conditions set forth herein, as they amend the Original Agreement, (i) approved and declared advisable the Agreement and the transactions contemplated hereby, including the Offer and the Merger, (ii) determined that the terms of the Agreement and the Offer and the Merger are fair to, and in the best interests of, the Company and its stockholders, (iii) determined that the Merger shall be effected as soon as practicable following the Acceptance Time without a vote of the Company’s stockholders pursuant to Section 251(h) of the DGCL, and (iv) recommended that the Company’s stockholders accept the Offer and tender their Company Shares to Merger Sub in response to the Offer;

WHEREAS, the Board of Directors of Merger Sub has, upon the terms and subject to the conditions set forth in the Agreement, approved and declared it advisable for Merger Sub to enter into the Agreement and consummate the transactions contemplated thereby, including the Offer and the Merger; and

WHEREAS, Parent, as the sole stockholder of Merger Sub, has duly executed and delivered to Merger Sub and the Company a written consent, to be effective by its terms immediately following execution of this Amendment, adopting the Agreement.

NOW, THEREFORE, in consideration of the foregoing Recitals and for other good and valuable consideration, the receipt and sufficiency of which are acknowledged, and intending to be legally bound by this Amendment, the parties agree as follows:

(a)     The first recital of the Original Agreement is hereby amended and restated in its entirety as set forth immediately below:

“WHEREAS, pursuant to this Agreement, in furtherance of the acquisition of the Company by Parent, Parent shall cause Merger Sub to (and Merger Sub has agreed to) commence (within the meaning of Rule 14d-2 under the Exchange Act) a tender offer to purchase any and all of the issued and outstanding shares of common stock, par value $0.20 per share, of the Company (the “Company Shares”), at a price per Company Share of $47.00 (such amount or any higher amount per Company Share that may be paid pursuant to the Company Share Offer, the “Offer Price”), payable net to the seller in cash, without interest, subject to any withholding of Taxes required by applicable Law, on the terms and subject to the conditions set forth in this Agreement (the “Offer”);”

(b)     Section 7.03(a) of the Original Agreement is hereby amended and restated in its entirety as set forth immediately below:

“(a)         The parties hereto agree that if this Agreement is validly terminated by Parent pursuant to Section 7.01(e) or by the Company pursuant to Section 7.01(f), then, in the case of a termination by the Company, the Company shall pay twenty percent (20%) of the Company Termination Fee to Parent simultaneously with such termination, and an additional twenty percent (20%) of the Company Termination Fee within thirty (30) days after such termination. In the case of termination by Parent, the Company shall pay forty percent (40%) of the Company Termination Fee to Parent within two (2) Business Days of such termination. The Company shall only pay the remainder of the Company Termination Fee upon consummation of a sale of the Company pursuant to a Superior Proposal, in which case, the Company shall pay the remainder of the Company Termination Fee simultaneously with the close of the sale of the Company pursuant to a Superior Proposal. The “Company Termination Fee” means $12,500,000.”

(c)     The following is hereby added as subsection (g) of Section 7.03 of the Original Agreement:

“(g)         (i) The parties hereto agree that if this Agreement is validly terminated by the Company or Parent pursuant to (i) Section 7.01(c) or (ii) Section 7.01(d), and in either case, the conditions set forth in Section 6.01(b) and paragraph (c)(i) of Annex I shall not have been satisfied (solely to the extent such restraint, enjoinment or prohibition arises under any Competition Law), but all other conditions to Closing set forth in ARTICLE VI and Annex I shall have been satisfied or waived, as applicable (other than those conditions that by their terms are to be satisfied at or immediately prior to the Closing, but all such conditions are then capable of being satisfied), then Parent shall promptly, but in no event later than ten (10) Business Days following such termination, pay or cause to be paid, the Parent Termination Fee to the Company. The “Parent Termination Fee” means $25,000,000.

(ii)         All payments under this Section 7.03(g) shall be made by wire transfer of immediately available funds to an account designated in writing by the Company, or in the absence of such designation, an account established for the sole benefit of the Company.

(iii)          Each of the parties acknowledges that the agreements contained in this Section 7.03(g) are an integral part of the transactions contemplated by this Agreement and that without these agreements, Parent, Merger Sub and the Company would not enter into this Agreement. Accordingly, if Parent fails to pay the Parent Termination Fee when due, and, in order to obtain such payment, the Company commences a Proceeding that results in a judgment against Parent for the Parent Termination Fee, Parent shall pay to the Company, together with the Parent Termination Fee, (A) interest on the Parent Termination Fee from the date of termination of this Agreement at a rate per annum equal to the Prime Rate and (B) the Company’s costs and expenses (including reasonable attorneys’ fees) in connection with such Proceeding (the “Company Enforcement Costs”). For the avoidance of doubt, in no event shall Parent be required to pay the Parent Termination Fee on more than one occasion.

(iv)         Notwithstanding anything to the contrary in this Agreement, the Company acknowledges and agrees, on behalf of itself and its Affiliates, that the Parent Termination Fee is not a penalty, but rather is liquidated damages in a reasonable amount that will compensate the Company in the circumstances in which the Parent Termination Fee is payable pursuant to this Section 7.03(g) for the efforts, expenses and resources expended and opportunity forgone while negotiating this Agreement and in reliance on this Agreement and on the expectation of the consummation of the Transactions, which amount would otherwise be impossible to calculate with precision.

(v)         Notwithstanding anything to the contrary set forth in this Agreement, each of the parties hereto expressly acknowledges and agrees that the Company’s right to receive payment of the Parent Termination Fee pursuant to this Section 7.03(g), in circumstances in which the Parent Termination Fee is payable, plus, if applicable, the Company Enforcement Costs, shall constitute the sole and exclusive monetary remedy (whether based in contract, tort or strict liability, by the enforcement of any assessment, by any legal or equitable proceeding, by virtue of any applicable Law or otherwise) of the Company Related Parties against the Parent Related Parties and any Person who pays the Parent Termination Fee on Parent’s behalf for all any and all losses, claims, damages, liabilities, costs, fees, expenses (including reasonable attorney’s fees and disbursements), judgments, inquiries and fines suffered in respect of this Agreement or the Transactions in such circumstances, and upon payment of the Parent Termination Fee to the Company pursuant to this Section 7.03(g), plus, if applicable, the Company Enforcement Costs, none of the Parent Related Parties shall have any further liability or obligation to any of the Company Related Parties relating to or arising out of this Agreement or the Transactions. No Company Related Party shall be entitled to bring or maintain any Proceeding against Parent or any other Parent Related Party arising out of or in connection with this Agreement or the Transactions (or the abandonment or termination thereof), and the Company shall use its reasonable best efforts to cause any Proceeding pending in connection with this Agreement or the Transactions, to the extent maintained by the Company or any Company Related Party against Parent or any Parent Related Party to be dismissed with prejudice promptly following the payment of any such amounts. For the avoidance of doubt, although the Company may pursue both a grant of specific performance and the Parent Termination Fee, under no circumstances shall the Company be permitted or entitled to receive both a grant of specific performance of the obligation to close the Transactions contemplated by Section 8.13 and the Parent Termination Fee.”

(d)     The Company Board hereby confirms that the Company Board has determined that the Acquisition Proposal from a Third Party received by the Company after the date of the Original Agreement and prior to the execution of this Amendment does not constitute a Superior Proposal.

(e)     Without in anyway limiting the foregoing and the Company’s existing rights and obligations under the Agreement, the Company shall immediately cease and cause to be terminated any activities, discussions or negotiations with such Third Party or any other Person conducted heretofore by the Company, any of its Subsidiaries or any of their respective Representatives with respect to any Acquisition Proposal received prior to the execution of this Amendment.

(f)     The parties agree that Section 3.11(i) of the Company Disclosure Schedule is hereby supplemented with the information set forth on Exhibit A hereto.

[SIGNATURE PAGES FOLLOW]

IN WITNESS WHEREOF, the parties have executed this Amendment as of the date first written above.

Exhibit 99.1

Servotronics Executes Amendment to the
Agreement and Plan of Merger with TransDigm

Elma, NY – May 29, 2025 -- Servotronics, Inc. (“Servotronics” or the “Company”) (NYSE American – SVT), a designer and manufacturer of servo-control components and other advanced technology products, today announced that the Company and TransDigm Inc. have amended the terms of the Agreement and Plan of Merger under which a subsidiary of TransDigm will commence a tender offer to acquire all of the outstanding shares of Servotronics. Pursuant to the amendment, the tender offer price has been increased to $47.00 per share in cash for all of the issued and outstanding common shares of Servotronics.

The merger agreement was amended after Servotronics notified TransDigm, pursuant to the terms of the merger agreement, that the Company received an unsolicited acquisition proposal from a third party. In connection with the amendment, the Company’s Board of Directors determined that this third-party acquisition proposal does not constitute a superior proposal under the merger agreement, as amended.

Additional details about the amendment to the merger agreement will be contained in a Current Report on Form 8-K to be filed by Servotronics with the U.S. Securities and Exchange Commission.

About Servotronics

Servotronics designs, develops, and manufactures servo controls and other components for various commercial and government applications including aircraft, jet engines, missiles, manufacturing equipment and other aerospace applications at its operating facilities in Elma and Franklinville, New York.

Important Information

This communication is not an offer to purchase or a solicitation of an offer to sell securities of Servotronics. The planned tender offer by TransDigm Group Incorporated and its subsidiaries TransDigm Inc. and TDG Rise Merger Sub, Inc. for all of the outstanding shares of common stock of Servotronics has not been commenced. The solicitation and offer to buy shares of Servotronics’ common stock will only be made pursuant to the tender offer materials that TransDigm intends to file with the U.S. Securities and Exchange Commission (the “SEC”). At the time the tender offer is commenced, TransDigm will file a tender offer statement and related exhibits with the SEC and Servotronics will file a solicitation/recommendation statement with respect to the tender offer. INVESTORS AND STOCKHOLDERS OF SERVOTRONICS ARE STRONGLY ADVISED TO READ THE TENDER OFFER STATEMENT (INCLUDING THE RELATED EXHIBITS) AND THE SOLICITATION/RECOMMENDATION STATEMENT, AS THEY MAY BE AMENDED FROM TIME TO TIME, WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION THAT STOCKHOLDERS SHOULD CONSIDER BEFORE MAKING ANY DECISION REGARDING TENDERING THEIR COMMON SHARES OF SERVOTRONICS. The tender offer statement (including the related exhibits) and the solicitation/recommendation statement will be available at no charge on the SEC’s website at www.sec.gov. In addition, the tender offer statement and other documents that TransDigm files with the SEC will be made available to all stockholders of Servotronics free of charge from the information agent for the tender offer. The solicitation/recommendation statement and the other documents filed by Servotronics with the SEC will be made available to all stockholders of Servotronics free of charge at www.servotronics.com.

Cautionary Note Regarding Forward-Looking Statements

This press release contains certain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995.  When used in this release, the words “project,” “believe,” “plan,” “anticipate,” “expect” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Forward-looking statements in this release include, without limitation, statements regarding the potential benefits of the proposed transaction, the ability of the parties to complete the proposed transaction and the expected timing of completion of the proposed transaction. These statements are subject to risks, uncertainties, changes in circumstances, assumptions and other important factors that could cause actual results and events to differ materially from those discussed in the forward-looking statements. In particular, some of the factors that could cause actual future results to differ materially from those expressed in any forward-looking statements include, among others: (i) uncertainties as to the timing of the tender offer; (ii) the risk that the proposed transaction may not be completed in a timely manner or at all; (iii) the possibility that competing offers or acquisition proposals for Servotronics will be made; (iv) uncertainty surrounding how many of Servotronics’ stockholders will tender their shares in the tender offer; (v) the possibility that any or all of the various conditions to the consummation of the tender offer may not be satisfied or waived; (vi) the possibility of business disruptions due to transaction-related uncertainty; (vii) the occurrence of any event, change or other circumstance that could give rise to the termination of the merger agreement; (viii) the risk that stockholder litigation in connection with the proposed transaction may result in significant costs of defense, indemnification and liability; and (ix) other factors as set forth from time to time in Servotronics’ filings with the SEC, including its Annual Report on Form 10-K and Quarterly Reports on Form 10-Q, as well as the Schedule TO and related tender offer documents to be filed by TransDigm and the solicitation/recommendation statement to be filed by Servotronics. Therefore, you should not place undue reliance on such forward-looking statements. All forward-looking statements are based on information available to management on the date of this communication, and we assume no obligation to, and expressly disclaim any obligation to, update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof.

SERVOTRONICS, INC. (SVT) IS LISTED ON NYSE American