Garrett Motion (GTX) Proxy Filing summary

Executive summary

• Achieved strong 2024 financial results: $3.5B net sales, $282M net income, 8.1% net income margin, $598M Adjusted EBITDA, and $408M net cash from operations.

• Maintained over 50% win rate in turbocharging, expanded electrification, and secured new contracts in key markets.

• Repurchased $296M in shares (13% of share count) and announced $50M in planned 2025 dividends and up to $250M in 2025 share repurchases.

• Recognized for innovation and sustainability, including industry awards and Ecovadis Silver rating.

Voting matters and shareholder proposals

• Election of nine directors for one-year terms ending at the 2026 annual meeting.

• Ratification of Deloitte SA as independent auditor for fiscal year ending December 31, 2025.

• Advisory vote on executive compensation (Say-on-Pay).

• Advisory vote on frequency of future Say-on-Pay votes, with Board recommending annual votes.

Board of directors and corporate governance

• Board consists of nine directors, eight of whom are independent; two new directors added in 2024.

• Average director tenure is 3.4 years; average age is 56.

• Board committees (Audit, Talent Management and Compensation, Nominating and Governance, Finance) are fully independent.

• Annual board and committee self-evaluations, director education policy, and regular executive sessions.

• Proxy access, majority voting, no poison pill, and one class of voting stock.