GTX director award: 3,571 deferred stock units, immediate vesting

Rhea-AI Filing Summary

Daniel A. Ninivaggi, a director of Garrett Motion Inc. (GTX), received a grant of 3,571 deferred stock units on 10/01/2025 in lieu of cash compensation. The units vest immediately and are payable in common stock upon the earlier of a Change in Control of the company or six months after Mr. Ninivaggi stops serving on the board. After the grant, the reporting person beneficially owns 138,167 shares of common stock. The Form 4 was signed on 10/03/2025 by an attorney-in-fact.

Positive

• 3,571 deferred stock units vested immediately, aligning director pay with shareholder equity
• Reporting person ownership increased to 138,167 shares, signaling continued director stake

Negative

• None.

Insights

Corporate Governance Analyst

Director received immediately vesting deferred stock units increasing holdings to 138,167 shares.

The grant of 3,571 deferred stock units was made under the 2021 Long-term Incentive Plan and vests immediately, indicating the award is compensation for non-employee director service rather than a performance-based grant.

Because the units convert to common stock at the earlier of a Change in Control or six months after cessation of service, the award preserves alignment with shareholders while limiting immediate cash outflow for the company.

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
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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^*

NINIVAGGI DANIEL A

(Last) (First) (Middle)

C/O GARRETT MOTION INC.

LA PIECE 16

(Street)

ROLLE V8 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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
10/01/2025

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	10/01/2025		A		3,571	A	(1)	138,167	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents a grant of deferred stock units under the Garrett Motion Inc. 2021 Long-term Incentive Plan (the "Plan") in lieu of cash compensation for service as a non-employee director. The deferred stock units vest immediately upon grant and are payable as common stock on the earlier to occur of (i) a Change in Control of the Issuer (as defined in the Plan) or (ii) the six-month anniversary of the reporting person's cessation of service on the Board of Directors.

	/s/ Daniel A. Ninivaggi, by Patrick Foley as attorney-in-fact	10/03/2025
	** 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.

FAQ

What did Garrett Motion director Daniel A. Ninivaggi receive on 10/01/2025 (GTX)?

He received a grant of 3,571 deferred stock units under the 2021 Long-term Incentive Plan on 10/01/2025.

When do Ninivaggi's deferred stock units vest and convert to stock?

The units vest immediately and are payable as common stock on the earlier of a Change in Control or six months after he ceases board service.

How many shares does the reporting person beneficially own after the transaction?

Following the reported transaction, he beneficially owns 138,167 shares of common stock.

Was the Form 4 for this transaction filed and signed?

Yes. The Form 4 shows the grant on 10/01/2025 and was signed by an attorney-in-fact on 10/03/2025.

Was the grant cash or equity-based?

The grant consisted of deferred stock units issued in lieu of cash compensation for service as a non-employee director.