SEC Form 4

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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
X	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* Keyframe Capital Partners, L.P. (Last) (First) (Middle) 65 EAST 55TH STREET, 35TH FLOOR (Street) NEW YORK NY 10022 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol Garrett Motion Inc. [ GTX ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner Officer (give title below) X Other (specify below) Member of 10% owner group
	3. Date of Earliest Transaction (Month/Day/Year) 04/30/2021
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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	04/30/2021		J(1)(2)		1,506,050	D	(1)(2)	0	I	See Footnote(3)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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* Keyframe Capital Partners, L.P. (Last) (First) (Middle) 65 EAST 55TH STREET, 35TH FLOOR (Street) NEW YORK NY 10022 (City) (State) (Zip)

1. Name and Address of Reporting Person* Keyframe Fund I, L.P. (Last) (First) (Middle) 65 EAST 55TH STREET, 35TH FLOOR (Street) NEW YORK NY 10022 (City) (State) (Zip)

1. Name and Address of Reporting Person* Keyframe Fund II, L.P. (Last) (First) (Middle) 65 EAST 55TH STREET, 35TH FLOOR (Street) NEW YORK NY 10022 (City) (State) (Zip)

1. Name and Address of Reporting Person* Keyframe Fund III, L.P. (Last) (First) (Middle) 65 EAST 55TH STREET, 35TH FLOOR (Street) NEW YORK NY 10022 (City) (State) (Zip)

1. Name and Address of Reporting Person* Keyframe Fund IV, L.P. (Last) (First) (Middle) 65 EAST 55TH STREET, 35TH FLOOR (Street) NEW YORK NY 10022 (City) (State) (Zip)

1. Name and Address of Reporting Person* Keyframe Capital Advisors, L.L.C. (Last) (First) (Middle) 65 EAST 55TH STREET, 35TH FLOOR (Street) NEW YORK NY 10022 (City) (State) (Zip)

1. Name and Address of Reporting Person* Keyframe Capital Partners GP, L.L.C. (Last) (First) (Middle) 65 EAST 55TH STREET, 35TH FLOOR (Street) NEW YORK NY 10022 (City) (State) (Zip)

1. Name and Address of Reporting Person* Rapaport John Ross (Last) (First) (Middle) 65 EAST 55TH STREET, 35TH FLOOR (Street) NEW YORK NY 10022 (City) (State) (Zip)

Explanation of Responses:

1. On September 20, 2020, Garrett Motion Inc. (the "Issuer") and certain of its subsidiaries (collectively, the "Debtors") each filed a voluntary petition for relief under chapter 11 of title 11 of the United States Code (the "Bankruptcy Code") in the United States Bankruptcy Court for the Southern District of New York (the "Bankruptcy Court"). On April 26, 2021, the Debtors filed an amended Chapter 11 plan of reorganization (the "Plan") and on April 9, 2021, the Issuer filed a supplement to the Plan (as amended on April 20, 2021 and April 22, 2021, the "Plan Supplement") with the Bankruptcy Court. On April 26, 2021, the Bankruptcy Court entered an order confirming the Plan (the "Confirmation Order") and, on April 30, 2021 (the "Effective Date") the conditions to effectiveness of the Plan were satisfied or waived and the Issuer emerged from bankruptcy.

2. (Continued from footnote 1) On the Effective Date, all outstanding shares of the Issuer's common stock outstanding prior to the Effective Date were canceled, released, and extinguished, and of no further force or effect and without any need for a holder of such common stock to take further action with respect thereto. Accordingly, this Form 4 shall constitute an exit filing for the Reporting Persons with respect to the Issuer.

3. Keyframe Fund I, L.P., Keyframe Fund II, L.P., Keyframe Fund III, L.P. and Keyframe Fund IV, L.P. (collectively, the "Keyframe Funds") directly hold 263,900, 225,226, 564,200 and 452,724 shares, respectively, of common stock of the Issuer. Keyframe Capital Advisors, L.L.C. ("KCA") is the general partner of each of the Keyframe Funds. Keyframe Capital Partners, L.P. ("KCP") is the investment manager to each of the Keyframe Funds. Keyframe Capital Partners GP, L.L.C. ("KCPGP") is the general partner to KCP. Mr. John R. Rapaport is the Chief Investment Officer and Managing Partner of KCP and the Managing Member of both KCA and KCPGP. The Keyframe Funds, KCA, KCP, KCPGP and Mr. Rapaport are collectively referred to as the "Reporting Persons."

Remarks:

The Reporting Persons are jointly filing this Form 4. The Reporting Persons disclaim beneficial ownership of any securities reported by any person except to the extent of their pecuniary interest therein.

	Keyframe Fund I, L.P., By: Keyframe Capital Advisors, L.L.C., its General Partner, By: /s/ John R. Rapaport, Name: John R. Rapaport, Title: Managing Member	05/03/2021
	Keyframe Fund II, L.P., By: Keyframe Capital Advisors, L.L.C., its General Partner, By: /s/ John R. Rapaport, Name: John R. Rapaport, Title: Managing Member	05/03/2021
	Keyframe Fund III, L.P., By: Keyframe Capital Advisors, L.L.C., its General Partner, By: /s/ John R. Rapaport, Name: John R. Rapaport, Title: Managing Member	05/03/2021
	Keyframe Fund IV, L.P., By: Keyframe Capital Advisors, L.L.C., its General Partner, By: /s/ John R. Rapaport, Name: John R. Rapaport, Title: Managing Member	05/03/2021
	Keyframe Capital Advisors, L.L.C., By: /s/ John R. Rapaport, Name: John R. Rapaport, Title: Managing Member	05/03/2021
	Keyframe Capital Partners, L.P., By: /s/ John R. Rapaport, Name: John R. Rapaport, Title: Chief Investment Officer and Managing Partner	05/03/2021
	Keyframe Partners GP, L.L.C., By: /s/ John R. Rapaport, Name: John R. Rapaport, Title: Managing Member	05/03/2021
	/s/ John R. Rapaport, John R. Rapaport	05/03/2021
	** 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.
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