| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | ||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Garrett Motion Inc. [ GTX ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 01/04/2021 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock | 01/04/2021 | P | 60,112 | A | $4.402 | 1,715,112 | I | See Footnote(1) | ||
| Common Stock | 01/04/2021 | S | 60,112 | D | $4.399 | 1,655,000 | I | See Footnote(1) | ||
| Common Stock | 01/06/2021 | P | 67,310 | A | $4.629 | 1,722,310 | I | See Footnote(1) | ||
| Common Stock | 01/07/2021 | P | 16,939 | A | $4.734 | 1,739,249 | I | See Footnote(1) | ||
| Common Stock | 01/08/2021 | P | 62,846 | A | $4.663 | 1,802,095 | I | See Footnote(1) | ||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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| Explanation of Responses: |
| 1. Newtyn Partners, LP ("NP") and Newtyn TE Partners, LP ("NTE") directly hold 1,117,299 and 684,796 shares, respectively, of common stock of Garrett Motion Inc. (the "Company"). Newtyn Management, LLC ("NM") is the investment manager of NP and NTE. Newtyn Capital Partners, LP ("NCP") is the general partner to each of NP and NTE. Ledo Capital, LLC ("Ledo") is the general partner to NCP. Mr. Noah Levy is managing member to NM. NP, NTE, NM, NCP, Ledo and Mr. Levy are collectively referred to as the "Reporting Persons." |
| Remarks: |
| The Reporting Persons are jointly filing this Form 4. The Reporting Persons may be deemed to be members of a group (for purposes of Rule 13d-3 under the Securities Exchange Act of 1934) with the other shareholders of the Company party to the Amended and Restated Coordination Agreement, dated October 20, 2020, filed as Exhibit 99.1 to the Reporting Persons' Schedule 13D filed on October 26, 2020. The Reporting Persons disclaim beneficial ownership of any securities reported by any person except to the extent of their pecuniary interest therein. |
| Newtyn Partners, LP, By: Newtyn Management, LLC, Investment Manager, By: /s/ Eugene Dozortsev, Name: Eugene Dozortsev, Title: Authorized Signatory | 01/11/2021 | |
| Newtyn TE Partners, LP, By: Newtyn Management, LLC, Investment Manager, By: /s/ Eugene Dozortsev, Name: Eugene Dozortsev, Title: Authorized Signatory | 01/11/2021 | |
| Newtyn Management, LLC, /s/ Eugene Dozortsev, Eugene Dozortsev, Authorized Signatory | 01/11/2021 | |
| Newtyn Capital Partners, LP, By: Ledo Capital, LLC, General Partner, By: /s/ Eugene Dozortsev, Name: Eugene Dozortsev, Title: Authorized Signatory | 01/11/2021 | |
| Ledo Capital, LLC, By: /s/ Eugene Dozortsev, Name: Eugene Dozortsev, Title: Authorized Signatory | 01/11/2021 | |
| /s/ Noah Levy | 01/11/2021 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||