Sec Form 4 Filing - Keyframe Capital Partners, L.P. @ Garrett Motion Inc. - 2021-04-30

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Keyframe Capital Partners, L.P. 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 (Last) (First) (Middle) 65 EAST 55TH STREET, 35TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 04/30/2021 (Street) NEW YORK, NY10022 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: 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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Keyframe Capital Partners, L.P. 65 EAST 55TH STREET, 35TH FLOOR NEW YORK, NY10022 Member of 10% owner group Keyframe Fund I, L.P. 65 EAST 55TH STREET, 35TH FLOOR NEW YORK, NY10022 Member of 10% owner group Keyframe Fund II, L.P. 65 EAST 55TH STREET, 35TH FLOOR NEW YORK, NY10022 Member of 10% owner group Keyframe Fund III, L.P. 65 EAST 55TH STREET, 35TH FLOOR NEW YORK, NY10022 Member of 10% owner group Keyframe Fund IV, L.P. 65 EAST 55TH STREET, 35TH FLOOR NEW YORK, NY10022 Member of 10% owner group Keyframe Capital Advisors, L.L.C. 65 EAST 55TH STREET, 35TH FLOOR NEW YORK, NY10022 Member of 10% owner group Keyframe Capital Partners GP, L.L.C. 65 EAST 55TH STREET, 35TH FLOOR NEW YORK, NY10022 Member of 10% owner group Rapaport John Ross 65 EAST 55TH STREET, 35TH FLOOR NEW YORK, NY10022 Member of 10% owner group Signatures 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 Signature of Reporting Person Date 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 Signature of Reporting Person Date 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 Signature of Reporting Person Date 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 Signature of Reporting Person Date Keyframe Capital Advisors, L.L.C., By: /s/ John R. Rapaport, Name: John R. Rapaport, Title: Managing Member 05/03/2021 Signature of Reporting Person Date Keyframe Capital Partners, L.P., By: /s/ John R. Rapaport, Name: John R. Rapaport, Title: Chief Investment Officer and Managing Partner 05/03/2021 Signature of Reporting Person Date Keyframe Partners GP, L.L.C., By: /s/ John R. Rapaport, Name: John R. Rapaport, Title: Managing Member 05/03/2021 Signature of Reporting Person Date /s/ John R. Rapaport, John R. Rapaport 05/03/2021 Signature of Reporting Person Date

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.

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).

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