Oaktree exits >5% holder status in Garrett Motion (GTX)

Rhea-AI Filing Summary

Garrett Motion Inc. shareholders are informed that Oaktree-managed funds have reduced their stake and fallen below the 5% ownership threshold. On May 21, 2026, Oaktree-affiliated “Direct Holders” sold an aggregate 7,000,000 shares of common stock at $32.00 per share in open market transactions.

Following this sale, the reporting group collectively beneficially owns 7,594,816 shares, representing approximately 4.06% of Garrett Motion’s outstanding common stock. This filing is characterized as an exit filing, indicating that the Oaktree reporting group is no longer a beneficial owner of more than five percent of the company’s stock.

Insights

Equity ownership & governance analyst

Oaktree’s sale ends its status as a large (>5%) Garrett holder.

The Oaktree reporting group’s position in Garrett Motion shifts from a large shareholder to a sub‑5% holder after selling 7,000,000 shares at $32.00 per share. Post‑transaction, they report beneficial ownership of 7,594,816 shares, or about 4.06% of outstanding common stock.

This change matters mainly for governance and disclosure. Falling below five percent relaxes certain reporting obligations and can signal reduced influence. The filing states this is an “exit filing,” formally marking the end of their status as a more than five percent beneficial owner as of May 21, 2026.

Key Figures

Shares sold: 7,000,000 shares Sale price: $32.00 per share Post-sale beneficial ownership: 7,594,816 shares +4 more

7 metrics

Shares sold 7,000,000 shares Aggregate common shares sold on May 21, 2026 in open market transactions

Sale price $32.00 per share Price for the 7,000,000 Garrett Motion shares sold

Post-sale beneficial ownership 7,594,816 shares Total Garrett Motion shares beneficially owned by reporting group after the sale

Ownership percentage 4.06% Reporting group’s percentage of Garrett Motion common stock after the sale

Shares outstanding baseline 187,188,503 shares Garrett Motion common shares outstanding as of April 24, 2026 per Form 10-Q

Largest single direct holding 5,256,681 shares Shares of Garrett Motion common stock directly held by OCM Opps GTM Holdings, LLC

Second-largest direct holding 1,560,126 shares Shares of Garrett Motion common stock directly held by Oaktree Value Opportunities Fund Holdings, L.P.

Key Terms

beneficially own, shared voting and dispositive power, open market transactions, exit filing, +1 more

5 terms

beneficially own financial

"In the aggregate, the Reporting Persons beneficially own, as of the date hereof, 7,594,816 shares of Common Stock"

Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.

shared voting and dispositive power financial

"each of the Reporting Persons may be deemed to have shared voting and dispositive power"

open market transactions financial

"the Direct Holders sold an aggregate of 7,000,000 shares of Common Stock at $32.00 per share in open market transactions"

Open market transactions are the buying and selling of a company’s shares or other securities conducted on public exchanges or through the wider market rather than through private deals or negotiated placements. They matter to investors because these trades change supply and demand in real time—like shoppers affecting a store’s inventory—and so can move prices, signal management or investor sentiment, affect liquidity, and alter ownership stakes that influence future returns and risk.

exit filing financial

"The filing of this Amendment No. 13 constitutes an exit filing for the Reporting Persons."

Schedule 13D regulatory

"This Amendment No. 13 ("Amendment No. 13") amends the filed on May 14, 2021 (the "Original ")"

A Schedule 13D is a legal document that investors file with regulators when they buy a large enough stake in a company to potentially influence its management or decisions. It provides details about the investor’s intention, ownership stake, and plans, helping other investors understand who is gaining control and what their motives might be.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 13)

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)

05/21/2026

(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).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): 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 1,560,126.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 1,560,126.00

11

Aggregate amount beneficially owned by each reporting person

1,560,126.00

12

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

13

Percent of class represented by amount in Row (11)

0.83 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

The percent of class is calculated based upon 187,188,503 shares of Common Stock outstanding as of April 24, 2026, as reported on the Form 10-Q filed by the Issuer with the Securities and Exchange Commission ("SEC") on April 30, 2026.

SCHEDULE 13D

CUSIP Number(s): 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 5,256,681.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 5,256,681.00

11

Aggregate amount beneficially owned by each reporting person

5,256,681.00

12

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

13

Percent of class represented by amount in Row (11)

2.81 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

The percent of class is calculated based upon 187,188,503 shares of Common Stock outstanding as of April 24, 2026, as reported on the Form 10-Q filed by the Issuer with the SEC on April 30, 2026.

SCHEDULE 13D

CUSIP Number(s): 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 289,225.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 289,225.00

11

Aggregate amount beneficially owned by each reporting person

289,225.00

12

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

13

Percent of class represented by amount in Row (11)

0.15 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

The percent of class is calculated based upon 187,188,503 shares of Common Stock outstanding as of April 24, 2026, as reported on the Form 10-Q filed by the Issuer with the SEC on April 30, 2026.

SCHEDULE 13D

CUSIP Number(s): 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 488,784.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 488,784.00

11

Aggregate amount beneficially owned by each reporting person

488,784.00

12

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

13

Percent of class represented by amount in Row (11)

0.26 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

The percent of class is calculated based upon 187,188,503 shares of Common Stock outstanding as of April 24, 2026, as reported on the Form 10-Q filed by the Issuer with the SEC on April 30, 2026.

SCHEDULE 13D

CUSIP Number(s): 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 7,594,816.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 7,594,816.00

11

Aggregate amount beneficially owned by each reporting person

7,594,816.00

12

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

13

Percent of class represented by amount in Row (11)

4.06 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

The percent of class is calculated based upon 187,188,503 shares of Common Stock outstanding as of April 24, 2026, as reported on the Form 10-Q filed by the Issuer with the SEC on April 30, 2026.

SCHEDULE 13D

CUSIP Number(s): 366505105

1

Name of reporting person

Oaktree Capital Group Holdings GP, 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 7,594,816.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 7,594,816.00

11

Aggregate amount beneficially owned by each reporting person

7,594,816.00

12

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

13

Percent of class represented by amount in Row (11)

4.06 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

The percent of class is calculated based upon 187,188,503 shares of Common Stock outstanding as of April 24, 2026, as reported on the Form 10-Q filed by the Issuer with the SEC on April 30, 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. 13 ("Amendment No. 13") 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"), Amendment No. 11 on November 13, 2025 (the "Amendment No. 11") and Amendment No. 12 on February 25, 2026 (the "Amendment No. 12" and as further amended by this Amendment No. 13 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)	Item 5(a)-(c) and (e) of the Schedule 13D are each hereby amended and restated as follows and as set forth in subsections (b), (c) and (e) hereof: The information set forth in rows (11) and (13) of the cover pages of this Amendment No. 13 is incorporated by reference into this Item 5(a). In the aggregate, the Reporting Persons beneficially own, as of the date hereof, 7,594,816 shares of Common Stock, representing approximately 4.06% of the Common Stock outstanding as of the date hereof. All such ownership percentages of the securities reported herein are based upon 187,188,503 shares of Common Stock outstanding as of April 24, 2026, as reported on the Form 10-Q filed by the Issuer with the SEC on April 30, 2026. In this regard the reported securities are beneficially owned as follows: Oaktree Value Opportunities Fund Holdings, L.P. directly holds 1,560,126 shares of Common Stock; OCM Opps GTM Holdings, LLC directly holds 5,256,681 shares of Common Stock; Oaktree Phoenix Investment Fund L.P. directly holds 289,225 shares of Common Stock; Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. directly holds 488,784 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 7,594,816 shares of Common Stock held directly by the Direct Holders; and Oaktree Capital Group Holdings GP, LLC, in its capacity as the indirect owner of Oaktree Capital Holdings, LLC, may be deemed to beneficially own the 7,594,816 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 rows (7) through (10) of the cover pages of this Amendment No. 13 and the information set forth in Item 5(a) hereof is incorporated by reference into this Item 5(b).
(c)	On May 21, 2026, the Direct Holders sold an aggregate of 7,000,000 shares of Common Stock at $32.00 per share in open market transactions (the "Sale"). Except for such transaction, the Reporting Persons have not affected any transactions in the Common Stock since the filing of Amendment No. 12.
(e)	As a result of the Sale, as of May 21, 2026, the Reporting Persons ceased to be beneficial owners of more than five percent of the Common Stock of the Issuer. The filing of this Amendment No. 13 constitutes an exit filing for the Reporting Persons.
Item 7.	Material to be Filed as Exhibits.
	Exhibit A Joint Filing Agreement, dated May 22, 2026 Exhibit B Signature Page, dated as May 22, 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:	05/22/2026

OCM Opps GTM Holdings, LLC

Signature:	/s/ Henry Orren
Name/Title:	Henry Orren/Managing Director, See Exhibit B
Date:	05/22/2026

Oaktree Phoenix Investment Fund, L.P.

Signature:	/s/ Henry Orren
Name/Title:	Henry Orren/Managing Director, See Exhibit B
Date:	05/22/2026

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

Signature:	/s/ Henry Orren
Name/Title:	Henry Orren/Managing Director, See Exhibit B
Date:	05/22/2026

Oaktree Capital Holdings, LLC

Signature:	/s/ Henry Orren
Name/Title:	Henry Orren/Managing Director
Date:	05/22/2026

Oaktree Capital Group Holdings GP, LLC

Signature:	/s/ Henry Orren
Name/Title:	Henry Orren/Managing Director
Date:	05/22/2026

FAQ

What did Oaktree disclose about its Garrett Motion (GTX) stake in this filing?

Oaktree disclosed that its reporting group reduced its Garrett Motion stake below 5%. After recent sales, they report beneficial ownership of 7,594,816 shares, representing about 4.06% of the company’s outstanding common stock as of April 24, 2026.

How many Garrett Motion (GTX) shares did Oaktree sell and at what price?

Oaktree-affiliated funds sold an aggregate 7,000,000 Garrett Motion shares at $32.00 each. The sale occurred on May 21, 2026, through open market transactions and substantially reduced their overall reported beneficial ownership percentage.

What is Oaktree’s remaining ownership percentage in Garrett Motion (GTX)?

Oaktree’s reporting group now reports beneficial ownership of approximately 4.06% of Garrett Motion. This represents 7,594,816 shares out of 187,188,503 common shares outstanding as of April 24, 2026, based on the company’s Form 10-Q disclosure.

Why is this Garrett Motion (GTX) Schedule 13D amendment called an exit filing?

It is called an exit filing because Oaktree fell below the 5% ownership threshold. After the 7,000,000‑share sale, the reporting group ceased to be beneficial owners of more than five percent of Garrett Motion’s common stock as of May 21, 2026.

Which Oaktree entities hold Garrett Motion (GTX) shares and in what amounts?

Several Oaktree-affiliated funds directly hold Garrett Motion shares. These include 1,560,126 shares, 5,256,681 shares, 289,225 shares, and 488,784 shares in different vehicles, with Oaktree Capital Holdings, LLC and Oaktree Capital Group Holdings GP, LLC reporting indirect beneficial ownership of 7,594,816 shares in total.

What share count did Garrett Motion (GTX) report as outstanding for these ownership calculations?

The ownership percentages use 187,188,503 common shares outstanding as the baseline. This number comes from Garrett Motion’s Form 10-Q, which reported that share count as of April 24, 2026, and is used to compute Oaktree’s 4.06% ownership.