Brookfield OCM Holdings, LLC - Jun 6, 2023 Form 4 Insider Report for Garrett Motion Inc. (GTX)

Role
10%+ Owner
Signature
OAKTREE HOLDINGS LLC, By: /s/ Henry Orren, Name: Henry Orren, Title: Senior Vice President
Stock symbol
GTX
Transactions as of
Jun 6, 2023
Transactions value $
-$260,203,825
Form type
4
Date filed
6/9/2023, 07:17 AM
Previous filing
Jan 9, 2023
Next filing
Jun 14, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction GTX Common Stock Award $6.33M +774K +10.09% $8.18 8.45M Jun 6, 2023 See footnotes F1, F2, F3, F4
transaction GTX Common Stock Award $23.2M +2.83M +11.14% $8.18 28.3M Jun 6, 2023 See footnotes F1, F2, F3, F4
transaction GTX Common Stock Award $840K +103K +11.16% $8.18 1.02M Jun 6, 2023 See footnotes F1, F2, F3, F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction GTX Series A Cumulative Convertible Preferred Stock Disposed to Issuer -$60.7M -7.42M -51.61% $8.18 6.96M Jun 6, 2023 Common Stock 7.42M $5.25 See footnotes F1, F2, F3, F4, F5
transaction GTX Series A Cumulative Convertible Preferred Stock Disposed to Issuer -$222M -27.1M -51.62% $8.18 25.4M Jun 6, 2023 Common Stock 27.1M $5.25 See footnotes F1, F2, F3, F4, F5
transaction GTX Series A Cumulative Convertible Preferred Stock Disposed to Issuer -$8.05M -984K -51.67% $8.18 921K Jun 6, 2023 Common Stock 984K $5.25 See footnotes F1, F2, F3, F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On April 12, 2023, Garret Motion Inc. (the "Company") entered into a Transaction Agreement (the "Transaction Agreement") with Oaktree Value Opportunities Fund Holdings, L.P. ("VOF Holdings"), OCM Opps GTM Holdings LLC ("GTM Holdings"), Oaktree Phoenix Investment Fund LP ("Phoenix") and Oaktree Opportunities Fund Xb Holdings (Delaware), L.P. The transactions being reported on this Form 4 were consummated pursuant to the Transaction Agreement and are exempt transactions pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as may be amended.
F2 These shares of the Company's common stock, $0.001 par value per share ("Common Stock") and the Series A Cumulative Convertible Preferred Stock, par value $0.001 per share ("Series A Preferred Stock") are beneficially owned by Oaktree Capital Management, L.P. ("Management"), GTM Holdings and Phoenix as a result of being the investment managers of certain private investment funds that directly hold Common Stock and Series A Preferred Stock, including VOF Holdings, Oaktree Value Opportunities Fund GP, L.P. ("VOF GP"), as general partner of VOF Holdings, Oaktree Value Opportunities Fund GP Ltd. ("VOF GP Ltd."), as general partner of VOF GP, Oaktree Fund GP, LLC ("Fund GP"), as manager of GTM Holdings, Oaktree Fund GP I, L.P. ("GP I"), as managing member of Fund GP, Oaktree Capital I, L.P. ("Capital I"), as general partner of GP I, OCM Holdings I, LLC ("Holdings I"),
F3 (Continued from Footnote 2) as general partner of Capital I and holder of limited partnership interests in Capital I, Oaktree Holdings LLC ("Holdings"), as managing member of Holdings I, Oaktree Capital Management GP, LLC ("Management GP"), as general partner of Management, Atlas OCM Holdings LLC ("Atlas"), as managing member of Management GP, Oaktree Capital Group, LLC ("OCG"), as managing member of Holdings, Oaktree Capital Group Holdings GP, LLC ("OCGH GP"), as indirect owner of the class B units of each of OCG and Atlas, Brookfield Corporation ("BC"), as indirect owner of the class A units of OCG, and BAM Partners Trust (the "BAM Partnership"), as sole owner of the Class B Limited Voting Shares of BC. BAM Class B Partners Inc. ("BAM Partners") is the trustee of the BAM Partnership.
F4 (Continued from Footnote 3) Brookfield Asset Management ULC as indirect owner of Class A units of Atlas OCM Holdings, LLC, Oaktree Phoenix Investment Fund GP, L.P. and Oaktree Phoenix Investment Fund GP Ltd. as general partners of Phoenix. Such entities expressly disclaim beneficial ownership of the shares held of record by VOF Holdings, GTM Holdings and Phoenix, except to the extent of any proportionate pecuniary interest therein.
F5 Each share of Series A Preferred Stock is convertible into one share of Common Stock pursuant to the terms of that certain Amended and Restated Certificate of Designations of Series A Cumulative Convertible Preferred Stock of the Company, dated as of June 6, 2023.

Remarks:

This Form 4 is being filed jointly by the Reporting Persons. The filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any or all of the equity securities covered by this Form 4.