On February 14, 2013, the Board of Directors of Allison Transmission Holdings, Inc. (the "Company"), upon the recommendation of the Nominating and Corporate Governance Committee, appointed David Denison to serve as a member of the Company's Board of Directors, with a term to expire at the Company's 2013 annual meeting of stockholders to be held May 8, 2013. The appointment of Mr. Denison increases the size of the Board to nine. Mr. Denison was also appointed to serve on the Audit Committee of the Board of Directors.

As a non-management director, Mr. Denison will receive compensation in accordance with our compensation arrangements for non-management directors. In addition, it is expected that Mr. Denison will execute the Company's standard form of director indemnification agreement. The form of director indemnification agreement was filed as Exhibit 10.9 to Amendment No. 2 to the Company's Registration Statement on Form S-1 filed with the Securities and Exchange Commission on May 16, 2011 and is incorporated herein by reference.

There was no arrangement or understanding pursuant to which Mr. Denison was elected as a director, and there are no related party transactions between the Company and Mr. Denison.

A copy of the Company's press release announcing the appointment of Mr. Denison to the Board of Directors is attached hereto as Exhibit 99.1 and the information set forth therein is incorporated herein by reference.

(d) Exhibits.

Exhibit
Number                                    Description

10.1         Form of Allison Transmission Holdings, Inc. Indemnification Agreement
             (incorporated by reference to Exhibit 10.9 to Amendment No. 2 to the
             Registrant's Registration Statement on Form S-1 filed May 16, 2011).

99.1         Press Release issued by Allison Transmission Holdings, Inc., dated
             February 14, 2013.