SEC FORM 4

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

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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^*

Balis Craig

(Last)

(First)

(Middle)

LA PIECE 16

(Street)

ROLLE

1180

(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
X	Officer (give title below)	Other (specify below)
	SVP & Chief Technology Officer

3. Date of Earliest Transaction (Month/Day/Year)
07/27/2019

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	07/27/2019		F⁽¹⁾		519	D	$14.57	273,807⁽²⁾	D
Common Stock								32.3⁽³⁾	I	Through 401(k) plan⁽³⁾
Common Stock	07/29/2019		S⁽³⁾		32.3	D	$14.9⁽³⁾	0	I	Through 401(k) plan⁽³⁾
Common Stock								273,807	D

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents shares withheld by Garrett Motion Inc. ("Garrett") for payment of the tax liability incurred upon the vesting of a portion of an award of restricted stock units that settle in shares of Garrett common stock ("RSUs") granted on October 1, 2018.

2. Following the transaction reported above, the reporting person directly beneficially owned 273,839.3 shares of Garrett common stock, consisting of (a) 202,412 RSUs and (b) 71,395 shares of Garrett common stock, in addition to the Garrett shares indirectly beneficially owned as of such time, as described in footnote 3. This information updates the information reflected in the reporting person's previous Form 4 filed on March 6, 2019, which inadvertently reported direct beneficial ownership of (a) 202,875 previously awarded RSUs, rather than 199,119 previously awarded RSUs actually beneficially owned as of that date, and (b) an aggregate amount of securities beneficially owned of 278,082 shares of Garrett common stock, rather than the aggregate of 274,326 shares of Garrett common stock actually beneficially owned as of that date, not including the shares referred to in footnote 3.

3. Reflects shares of Garrett common stock indirectly beneficially owned by the reporting person through a unitized stock fund under a 401(k) plan established by Honeywell International Inc. ("Honeywell"), the former parent company of Garrett. This information updates each of the reporting person's previous reports on Form 4, which inadvertently omitted these shares. In connection with the liquidation by Honeywell of all Garrett common stock held under the 401(k) plan, these shares were sold by or on behalf of Honeywell on July 29, 2019 at a price of $14.90 per share.

Remarks:

	/s/ Jerome Maironi, Attorney-in-Fact	07/30/2019
	** 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).
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