Garrett Motion Inc. — Director's Dealing 2023

Jun 12, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Garrett Motion Inc. (GTX)
CIK: 0001735707
Period of Report: 2023-06-09

Reporting Person: CYRUS CAPITAL PARTNERS, L.P. (10% Owner)
Reporting Person: FREIDHEIM STEPHEN C (10% Owner)
Reporting Person: CYRUS CAPITAL PARTNERS GP, LLC (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-06-09	Common Stock	S	1086472	$8.2004	Disposed	8785154	Indirect
2023-06-12	Common Stock	C	23636315	—	Acquired	34888600	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-06-12	Series A Preferred Stock	$	C	23636315	Disposed		Common Stock (23636315)	Indirect

Footnotes

F1: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $8.20 to $8.245, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.

F2: The Series A Preferred Stock automatically converted pursuant to the amendment and restatement of the certificate of designations for the Series A Preferred Stock. Each share of Series A Preferred Stock automatically converted into one (1) fully-paid, non-assessable share of common stock.

F3: This amount includes 2,467,131 shares of common stock, which the Reporting Persons expect the Cyrus Funds to receive on or about June 20, 2023, following the conversion as payment of accrued interest on the Series A Preferred Stock as disclosed in the Issuer's Current Report on Form 8-K filed with the Securities and Exchange Commission on June 2, 2023. The Reporting Persons will file an amendment to this Form 4 to the extent the actual amount of shares of common stock received in payment of accrued interest differs in any material respect.

F4: These securities of the Company are beneficially owned by (i) Cyrus Capital Partners, L.P. ("Cyrus Capital Partners"), as a result of being the investment manager of certain private investment funds that directly hold the securities, including Cyrus 1740 Master Fund, L.P., Canary SC Master Fund, L.P., Cyrus Opportunities Master Fund II, Ltd., Crescent 1, L.P., CRS Master Fund, L.P., Cyrus Select Opportunities Master Fund, Ltd., Cyrus Select Opportunities Master Fund II, L.P., PC Investors III LLC, and Peterson Capital Investors LLC (the "Cyrus Funds"), (ii) Cyrus Capital Partners GP, L.L.C. ("Cyrus Capital GP"), as a result of being the sole general partner of Cyrus Capital Partners, and (iii) Stephen C. Freidheim, as a result of being the Chief Investment Officer of Cyrus Capital Partners and the sole member and manager of Cyrus Capital GP (collectively, the "Reporting Persons").

F5: (Continued from footnote 4) Each of the Reporting Persons disclaims beneficial ownership of any securities reported by any person except to the extent of their pecuniary interest therein.