Garrett Motion (GTX) holder Oaktree trims stake to 7.68%

Rhea-AI Filing Summary

Garrett Motion Inc. (GTX) received an updated ownership disclosure from Oaktree-affiliated funds. The filing reports that Oaktree-related entities beneficially own 14,594,816 shares of Garrett Motion common stock, representing about 7.68% of the shares outstanding, based on 189,971,052 shares outstanding as of February 13, 2026.

On February 24, 2026, three Oaktree entities sold an aggregate 2,500,000 Garrett Motion shares back to the company in a private transaction at $20.00 per share. The filing notes that individual Oaktree reporting persons may be deemed to share voting and dispositive power but generally disclaim beneficial ownership beyond the shares held directly by each fund.

Insights

Equity ownership and capital structure analyst

Oaktree modestly reduced its Garrett stake via a $20/share issuer repurchase.

The disclosure shows Oaktree-affiliated funds now beneficially owning 14,594,816 Garrett Motion shares, or about 7.68% of the company, using 189,971,052 shares outstanding as of February 13, 2026. Ownership is spread across several Oaktree vehicles, with Oaktree Capital Holdings and Oaktree Capital Group Holdings GP positioned as indirect managers.

On February 24, 2026, three Oaktree entities sold a combined 2,500,000 shares back to Garrett Motion at $20.00 per share in a private transaction. This points to a modest reduction in Oaktree’s position alongside a small issuer share repurchase. Future company filings may clarify how these changes interact with broader capital allocation and governance dynamics.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 12)

Garrett Motion Inc.

(Name of Issuer)

Common Stock, $0.001 par value per share

(Title of Class of Securities)

366505105

(CUSIP Number)

Richard Ting
Oaktree Capital Group Holdings GP, LLC, 333 South Grand Avenue, 28th Floor
Los Angeles, CA, 90071
(213) 830-6300

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

02/24/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

CUSIP No. 366505105

1

Name of reporting person

Oaktree Value Opportunities Fund Holdings, L.P.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 2,998,064.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 2,998,064.00

11

Aggregate amount beneficially owned by each reporting person

2,998,064.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

1.58 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

The percent of class is calculated based upon 189,971,052 shares of Common Stock outstanding as of February 13, 2026, as reported on the Form 10-K filed by the Issuer with the Securities and Exchange Commission ("SEC") on February 19, 2026.

SCHEDULE 13D

CUSIP No. 366505105

1

Name of reporting person

OCM Opps GTM Holdings, LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 10,101,666.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 10,101,666.00

11

Aggregate amount beneficially owned by each reporting person

10,101,666.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

5.32 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

The percent of class is calculated based upon 189,971,052 shares of Common Stock outstanding as of February 13, 2026, as reported on the Form 10-K filed by the Issuer with the SEC on February 19, 2026.

SCHEDULE 13D

CUSIP No. 366505105

1

Name of reporting person

Oaktree Phoenix Investment Fund, L.P.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

CAYMAN ISLANDS

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 555,799.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 555,799.00

11

Aggregate amount beneficially owned by each reporting person

555,799.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0.29 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

The percent of class is calculated based upon 189,971,052 shares of Common Stock outstanding as of February 13, 2026, as reported on the Form 10-K filed by the Issuer with the SEC on February 19, 2026.

SCHEDULE 13D

CUSIP No. 366505105

1

Name of reporting person

Oaktree Opportunities Fund Xb Holdings (Delaware), L.P.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 939,287.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 939,287.00

11

Aggregate amount beneficially owned by each reporting person

939,287.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0.50 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

The percent of class is calculated based upon 189,971,052 shares of Common Stock outstanding as of February 13, 2026, as reported on the Form 10-K filed by the Issuer with the SEC on February 19, 2026.

SCHEDULE 13D

CUSIP No. 366505105

1

Name of reporting person

Oaktree Capital Holdings, LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 14,594,816.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 14,594,816.00

11

Aggregate amount beneficially owned by each reporting person

14,594,816.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

7.68 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

The percent of class is calculated based upon 189,971,052 shares of Common Stock outstanding as of February 13, 2026, as reported on the Form 10-K filed by the Issuer with the SEC on February 19, 2026.

SCHEDULE 13D

CUSIP No. 366505105

1

Name of reporting person

Oaktree Capital Group Holdings, LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 14,594,816.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 14,594,816.00

11

Aggregate amount beneficially owned by each reporting person

14,594,816.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

7.68 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

The percent of class is calculated based upon 189,971,052 shares of Common Stock outstanding as of February 13, 2026, as reported on the Form 10-K filed by the Issuer with the SEC on February 19, 2026.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, $0.001 par value per share
(b)	Name of Issuer: Garrett Motion Inc.
(c)	Address of Issuer's Principal Executive Offices: LA PIECE 16, ROLLE, SWITZERLAND , 1180.
Item 1 Comment: This Amendment No. 12 ("Amendment No. 12") amends the Schedule 13D filed on May 14, 2021 (the "Original Schedule 13D"), as amended by Amendment No. 1 on April 17, 2023 (the "Amendment No. 1"), Amendment No. 2 on June 9, 2023 (the "Amendment No. 2"), Amendment No. 3 on June 14, 2023 (the "Amendment No. 3"), Amendment No. 4 on October 27, 2023 (the "Amendment No. 4"), Amendment No. 5 on April 29, 2024 (the "Amendment No. 5"), Amendment No. 6 on October 28, 2024 (the "Amendment No. 6"), Amendment No. 7 on May 30, 2025 (the "Amendment No. 7"), Amendment No. 8 on August 21, 2025 (the "Amendment No. 8"), Amendment No. 9 on October 29, 2025, (the "Amendment No. 9"), Amendment No. 10 on November 3, 2025 (the "Amendment No. 10") and Amendment No. 11 on November 13, 2025 (the "Amendment No. 11" and as further amended by this Amendment No. 12 the "Schedule 13D"). The class of equity securities to which this Schedule 13D relates is the common stock, par value $0.001 per share (the "Common Stock"). Unless specifically amended hereby, the disclosures set forth in the Original Schedule 13D, remain unchanged, provided that if any Item amended herein is incorporated by reference into any other Item in the Schedule 13D as previously amended, such incorporation by reference is also amended hereby. Capitalized terms used but not otherwise defined herein have the meanings given to them in the Schedule 13D.
Item 5.	Interest in Securities of the Issuer
(a)	The information set forth in rows (11) and (13) of the cover pages of this Amendment No. 11 is incorporated by reference into this Item 5(a). In the aggregate, the Reporting Persons beneficially own, as of the date hereof, 14,594,816 shares of Common Stock, representing approximately 7.68% of the Common Stock outstanding as of the date hereof. All such ownership percentages of the securities reported herein are based upon 189,971,052 shares of Common Stock outstanding as of February 13, 2026, as reported on the Form 10-K filed by the Issuer with the SEC on February 19, 2026. In this regard the reported securities are beneficially owned as follows: Oaktree Value Opportunities Fund Holdings, L.P. directly holds 2,998,064 shares of Common Stock; OCM Opps GTM Holdings, LLC directly holds 10,101,666 shares of Common Stock; Oaktree Phoenix Investment Fund L.P. directly holds 555,799 shares of Common Stock; and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. directly holds 939,287 shares of Common Stock. Oaktree Capital Holdings, LLC, in its capacity as the indirect manager of the Direct Holders, may be deemed to beneficially own the 14,594,816 shares of Common Stock held directly by the Direct Holders; Oaktree Capital Group Holdings GP, LLC, in its capacity as the indirect owner Oaktree Capital Holdings, LLC, may be deemed to beneficially own the aggregate shares of Common Stock held directly by the Direct Holders; With respect to the shares of Common Stock reported herein, each of the Reporting Persons may be deemed to have shared voting and dispositive power or the shared power to direct the vote and disposition of the shares of Common Stock which such Reporting Person may be deemed to beneficially own as set forth above. Neither the filing of this Schedule 13D nor any of its contents shall be deemed to constitute an admission by any of the Reporting Persons that it is the beneficial owner of any of the shares of Common Stock referred to herein for the purposes of Section 13(d) of the Act, or for any other purpose, and such beneficial ownership is expressly disclaimed by each Reporting Person, other than each Direct Holder with respect to securities reported as directly held by such Direct Holder.
(b)	The information set forth in row (7) through (10) of the cover pages of this Amendment No. 12 is incorporated by reference into this Item 5(b).
(c)	On February 24, 2026, Oaktree Value Opportunities Fund Holdings, L.P., OCM Opps GTM Holdings, LLC, and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. sold an aggregate of 2,500,000 shares of Common Stock in a private sale back to the Issuer for $20.00 per share. Except for such transaction, the Reporting Persons have not affected any transactions in the Common Stock since the filing of Amendment No. 11.
(d)	Not Applicable.
Item 7.	Material to be Filed as Exhibits.
	Exhibit A Joint Filing Agreement, dated February 25, 2026 Exhibit B Signature Page, dated as February 25, 2026

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Oaktree Value Opportunities Fund Holdings, L.P.

Signature:	/s/ Henry Orren
Name/Title:	Henry Orren/Managing Director, See Exhibit B
Date:	02/25/2026

OCM Opps GTM Holdings, LLC

Signature:	/s/ Henry Orren
Name/Title:	Henry Orren/Managing Director, See Exhibit B
Date:	02/25/2026

Oaktree Phoenix Investment Fund, L.P.

Signature:	/s/ Henry Orren
Name/Title:	Henry Orren/Managing Director, See Exhibit B
Date:	02/25/2026

Oaktree Opportunities Fund Xb Holdings (Delaware), L.P.

Signature:	/s/ Henry Orren
Name/Title:	Henry Orren/Managing Director, See Exhibit B
Date:	02/25/2026

Oaktree Capital Holdings, LLC

Signature:	/s/ Henry Orren
Name/Title:	Henry Orren/Managing Director
Date:	02/25/2026

Oaktree Capital Group Holdings, LLC

Signature:	/s/ Henry Orren
Name/Title:	Henry Orren/Managing Director
Date:	02/25/2026

FAQ

What did Oaktree disclose in its latest Schedule 13D/A for Garrett Motion (GTX)?

Oaktree disclosed updated ownership of Garrett Motion common stock. The filing reports Oaktree-affiliated entities beneficially owning 14,594,816 shares, or about 7.68% of outstanding shares, and details a recent private sale of shares back to Garrett Motion at $20.00 per share.

How many Garrett Motion (GTX) shares do Oaktree-affiliated funds currently beneficially own?

Oaktree-affiliated funds beneficially own 14,594,816 Garrett Motion common shares. This stake represents approximately 7.68% of the company, based on 189,971,052 shares outstanding as of February 13, 2026, as reported in Garrett Motion’s Form 10-K filed on February 19, 2026.

What transaction did Oaktree report on February 24, 2026 involving Garrett Motion (GTX) shares?

On February 24, 2026, three Oaktree entities sold a combined 2,500,000 Garrett Motion common shares back to the company. The sale occurred in a private transaction at $20.00 per share, and no other Garrett Motion share transactions were reported since Amendment No. 11.

Which Oaktree entities directly hold Garrett Motion (GTX) shares according to the filing?

Direct holders include Oaktree Value Opportunities Fund Holdings, L.P. with 2,998,064 shares, OCM Opps GTM Holdings, LLC with 10,101,666 shares, Oaktree Phoenix Investment Fund, L.P. with 555,799 shares, and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. with 939,287 shares of Garrett Motion common stock.

What percentage of Garrett Motion (GTX) does each main Oaktree reporting person hold?

Oaktree Value Opportunities Fund Holdings, L.P. holds about 1.58%, OCM Opps GTM Holdings, LLC about 5.32%, Oaktree Phoenix Investment Fund, L.P. about 0.29%, and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. about 0.50%, based on 189,971,052 shares outstanding on February 13, 2026.

How does the Oaktree Schedule 13D/A describe beneficial ownership of Garrett Motion (GTX) shares?

The filing states Oaktree Capital Holdings, LLC and Oaktree Capital Group Holdings GP, LLC may be deemed to beneficially own shares held by the direct holding funds. It also notes each reporting person generally disclaims beneficial ownership, except for each direct holder’s own reported holdings.