Centerbridge discloses open-market sale of Garrett Motion (GTX) shares

Rhea-AI Filing Summary

Centerbridge updates its Schedule 13D for Garrett Motion (GTX) reflecting recent open-market sales and current beneficial ownership across multiple Centerbridge-related entities. The filing reports that on August 13, 2025 Centerbridge Special Credit Partners III-Flex, L.P. sold 6,335,100 shares and Centerbridge Credit Partners Master, L.P. sold 2,664,900 shares at $12.27 per share in cash. The cover pages list each reporting persons beneficial ownership: Centerbridge entities report holdings of 4,740,569 shares (2.4%) and 11,306,240 shares (5.6%), and Jeffrey H. Aronson is shown with 16,046,809 shares (8.0%). All percentage calculations are based on 201,575,459 shares outstanding as stated in the filing.

Positive

• Transaction details disclosed: the filing specifies the number of shares sold and the per-share price ($12.27), which aids transparency
• Updated ownership percentages provided for each reporting person, based on a stated share count of 201,575,459

Negative

• Material open-market sales: 6,335,100 shares sold by Centerbridge Special Credit Partners III-Flex, L.P. and 2,664,900 shares sold by Centerbridge Credit Partners Master, L.P.
• No explanatory context for the sales provided in the amendment, so investors cannot discern rationale or future intentions from this filing alone

Insights

Financial Analyst

TL;DR: Centerbridge disclosed sizable open-market sales and provided updated ownership figures without indicating intent beyond the transactions.

The filing plainly records two open-market dispositions on August 13, 2025 at $12.27 per share: 6,335,100 shares by SC III-Flex and 2,664,900 shares by Credit Partners Master. The statement restates beneficial ownership for multiple related entities and reports percentages based on 201,575,459 shares outstanding. For investors, the important takeaways are the executed sale sizes, the per-share price, and the updated ownership percentages; the filing does not add commentary on strategic rationale or future plans.

Corporate Governance Expert

TL;DR: The amendment documents material share sales by related Centerbridge funds and updates consolidated ownership disclosures.

The amendment updates Item 5 to reflect specific open-market sales and reiterates shared voting and dispositive power across multiple Centerbridge entities and an individual, Jeffrey H. Aronson. The filing is procedurally complete in disclosing transaction details and current beneficial ownership metrics, enabling stakeholders to assess changes in ownership concentration and control dynamics. The filing does not include any new agreements or governance actions beyond the sales disclosure.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 8)

Garrett Motion Inc.

(Name of Issuer)

Common Stock, $0.001 par value per share

(Title of Class of Securities)

366505105

(CUSIP Number)

Susanne V. Clark
c/o Centerbridge Partners, L.P., 375 Park Avenue, 11th Floor
New York, NY, 10152
2126725000

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

08/13/2025

(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

Centerbridge Credit Partners Master, 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

CAYMAN ISLANDS

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 4,740,569.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 4,740,569.00

11

Aggregate amount beneficially owned by each reporting person

4,740,569.00

12

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

13

Percent of class represented by amount in Row (11)

2.4 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

All calculations of percentage ownership herein are based on a total of 201,575,459 shares of Common Stock issued and outstanding.

SCHEDULE 13D

CUSIP No. 366505105

1

Name of reporting person

Centerbridge Credit Partners Offshore General Partner, 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 4,740,569.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 4,740,569.00

11

Aggregate amount beneficially owned by each reporting person

4,740,569.00

12

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

13

Percent of class represented by amount in Row (11)

2.4 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

CUSIP No. 366505105

1

Name of reporting person

Centerbridge Credit Cayman GP, Ltd.

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

CAYMAN ISLANDS

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 4,740,569.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 4,740,569.00

11

Aggregate amount beneficially owned by each reporting person

4,740,569.00

12

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

13

Percent of class represented by amount in Row (11)

2.4 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP No. 366505105

1

Name of reporting person

Centerbridge Credit GP Investors, L.L.C.

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 4,740,569.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 4,740,569.00

11

Aggregate amount beneficially owned by each reporting person

4,740,569.00

12

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

13

Percent of class represented by amount in Row (11)

2.4 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP No. 366505105

1

Name of reporting person

Centerbridge Special Credit Partners III-Flex, 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 11,306,240.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 11,306,240.00

11

Aggregate amount beneficially owned by each reporting person

11,306,240.00

12

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

13

Percent of class represented by amount in Row (11)

5.6 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

CUSIP No. 366505105

1

Name of reporting person

Centerbridge Special Credit Partners General Partner III, 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 11,306,240.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 11,306,240.00

11

Aggregate amount beneficially owned by each reporting person

11,306,240.00

12

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

13

Percent of class represented by amount in Row (11)

5.6 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

CUSIP No. 366505105

1

Name of reporting person

CSCP III Cayman GP Ltd.

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

CAYMAN ISLANDS

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 11,306,240.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 11,306,240.00

11

Aggregate amount beneficially owned by each reporting person

11,306,240.00

12

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

13

Percent of class represented by amount in Row (11)

5.6 %

14

Type of Reporting Person (See Instructions)

OO

SCHEDULE 13D

CUSIP No. 366505105

1

Name of reporting person

Jeffrey H. Aronson

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

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 16,046,809.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 16,046,809.00

11

Aggregate amount beneficially owned by each reporting person

16,046,809.00

12

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

13

Percent of class represented by amount in Row (11)

8 %

14

Type of Reporting Person (See Instructions)

IN

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: 375 Park Avenue, 11th Floor, New York, NEW YORK , 10152.
Item 1 Comment: This amendment (this "Amendment No. 8") amends the Schedule 13D filed by the Reporting Persons on May 13, 2021 (the "Original Schedule 13D", as amended by that certain Amendment No. 1 filed by the Reporting Persons on April 14, 2023, the "Schedule 13D Amendment No. 1", as further amended by that certain Amendment No. 2 filed by the Reporting Persons on June 7, 2023, the "Schedule 13D Amendment No. 2", as further amended by that certain Amendment No. 3 filed by the Reporting Persons on June 14, 2023, the "Schedule 13D Amendment No. 3, as further amended by that certain Amendment No. 4 filed by the Reporting Persons on December 14, 2023 (the "Schedule 13D Amendment No. 4"), as further amended by that certain Amendment No. 5 filed by the Reporting Persons on December 17, 2024 (the "Schedule 13D Amendment No. 5"), as further amended by that certain Amendment No. 6 filed by the Reporting Persons on May 30, 2025 (the "Schedule 13D Amendment No. 6"), as further amended by that certain Amendment No. 7 filed by the Reporting Persons on August 8, 2025 (the "Schedule 13D Amendment No. 7") as further amended by this Amendment No. 8 (the "Schedule 13D"). Capitalized terms used herein but not defined herein shall have the respective meanings defined in the Original Schedule 13D, as previously amended. The Schedule 13D is amended hereby only as specifically set forth herein, provided that with respect to any Item amended herein, if such Item is incorporated by reference into any other Item in the Schedule 13D as previously amended, such incorporation by reference is also amended hereby.
Item 5.	Interest in Securities of the Issuer
(a)	Item 5(a) is hereby amended and restated to read as follows: The information required by Items 5(a) is set forth in rows 7 through 13 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(b)	Item 5(b) is hereby amended and restated to read as follows: The information required by Items 5(b) is set forth in rows 7 through 13 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(c)	Item 5(c) is hereby amended by the addition of the following: On August 13, 2025, SC III-Flex sold 6,335,100 shares of Common Stock and Credit Partners Master sold 2,664,900 shares of CommonStock, in each case for $12.27 per share in cash on the open market.

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.

Centerbridge Credit Partners Master, L.P.

Signature:	/s/ Susanne V. Clark
Name/Title:	CENTERBRIDGE CREDIT PARTNERS MASTERS, L.P.; By: Susanne V. Clark, Authorized Signatory
Date:	08/15/2025

Centerbridge Credit Partners Offshore General Partner, L.P.

Signature:	/s/ Susanne V. Clark
Name/Title:	CENTERBRIDGE CREDIT PARTNERS OFFSHORE GENERAL PARTNER, L.P.; By: Susanne V. Clark, Authorized Signatory
Date:	08/15/2025

Centerbridge Credit Cayman GP, Ltd.

Signature:	/s/ Susanne V. Clark
Name/Title:	CENTERBRIDGE CREDIT CAYMAN GP, LTD.; By: Susanne V. Clark, Authorized Signatory
Date:	08/15/2025

Centerbridge Credit GP Investors, L.L.C.

Signature:	/s/ Susanne V. Clark
Name/Title:	CENTERBRIDGE CREDIT GP INVESTORS, L.L.C.; By: Susanne V. Clark, Authorized Signatory
Date:	08/15/2025

Centerbridge Special Credit Partners III-Flex, L.P.

Signature:	/s/ Susanne V. Clark
Name/Title:	CENTERBRIDGE SPECIAL CREDIT PARTNERS III-FLEX, L.P.; By: Susanne V. Clark, Authorized Signatory
Date:	08/15/2025

Centerbridge Special Credit Partners General Partner III, L.P.

Signature:	/s/ Susanne V. Clark
Name/Title:	CENTERBRIDGE SPECIAL CREDIT PARTNERS GENERAL PARTNER III, L.P.; By: Susanne V. Clark, Authorized Signatory
Date:	08/15/2025

CSCP III Cayman GP Ltd.

Signature:	/s/ Susanne V. Clark
Name/Title:	CSCP III CAYMAN GP LTD.; By: Susanne V. Clark, Authorized Signatory
Date:	08/15/2025

Jeffrey H. Aronson

Signature:	/s/ Jeffrey H. Aronson
Name/Title:	Jeffrey H. Aronson
Date:	08/15/2025

FAQ

How many Garrett Motion (GTX) shares did Centerbridge sell on August 13, 2025?

The filing states Centerbridge Special Credit Partners III-Flex, L.P. sold 6,335,100 shares and Centerbridge Credit Partners Master, L.P. sold 2,664,900 shares on that date.

At what price were the GTX shares sold according to the Schedule 13D/A?

The shares were sold in cash on the open market at $12.27 per share.

What beneficial ownership does Jeffrey H. Aronson hold in Garrett Motion as reported?

The filing reports that Jeffrey H. Aronson beneficially owns 16,046,809 shares, representing 8.0% of the class based on the filings share count.

What total shares outstanding does the filing use to calculate percentages?

Percentages are calculated using a total of 201,575,459 shares of Common Stock outstanding as stated in the filing.

Which Centerbridge entities reported holdings and what were the reported amounts?

The filing lists a Centerbridge group with 4,740,569 shares (2.4%) for certain entities and 11,306,240 shares (5.6%) for Centerbridge Special Credit Partners III-Flex, L.P.

Does the amendment explain why the shares were sold?

No. The amendment discloses the sales and price but does not provide any explanation or rationale for the transactions.