FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      
1. Name and Address of Reporting Person * TRATON SE 2. Issuer Name and Ticker or Trading Symbol NAVISTAR INTERNATIONAL CORP [ NAV ] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)_____ Director                    __X__ 10% Owner
_____ Officer (give title below)    _____ Other (specify below)
(Last)         (First)         (Middle)
DACHAUER STR. 641, 
3. Date of Earliest Transaction (MM/DD/YYYY)
7/1/2021
(Street)
MUNICH, 2M 80995
(City)       (State)       (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)
 
6. Individual or Joint/Group Filing (Check Applicable Line) ___ Form filed by One Reporting Person
_ X _ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock  7/1/2021    J(1)    16629667 (1)(3) D  (1)(3)(4) 2 (1)(2) I  See footnotes (1)(3)(4)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Explanation of Responses:
(1)  Pursuant to that certain Agreement and Plan of Merger, dated as of November 7, 2020 (the "Merger Agreement"), by and among Navistar International Corporation, a Delaware Corporation (the "Issuer"), TRATON SE, a Societas Europaea ("TRATON") and Dusk Inc., a Delaware Corporation and a wholly owned indirect subsidiary of TRATON ("Merger Sub"), Merger Sub was merged with and into the Issuer (the "Merger") with the Issuer continuing as the surviving corporation and an indirect subsidiary of TRATON (the "Surviving Corporation"). As a result of the Merger, among other things, TRATON US Inc. ("TRATON US") directly holds two shares of common stock, par value $0.10 per share, of the Surviving Corporation (the "Surviving Corporation Shares"), and each Reporting Person may be deemed to beneficially own such Surviving Corporation Shares.
(2)  Consists of the Surviving Corporation Shares described in Footnote 1.
(3)  Prior to the consummation of the Merger, TRATON US was the direct owner of reported 16,629,667 shares of Common Stock of the Issuer (the "NAV Shares"). Each Reporting Person may be deemed to have been the beneficial owners of such NAV Shares.
(4)  As a result of the Merger, among other things, the NAV Shares were automatically converted into one issued and outstanding Surviving Corporation Share and all of the issued and outstanding shares of the common stock of Merger Sub owned immediately prior to the Effective Time (as defined in the Merger Agreement) were converted into one issued and outstanding Surviving Corporation Share.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
TRATON SE
DACHAUER STR. 641
MUNICH, 2M 80995

X

VOLKSWAGEN AG
BERLINER RING 2
WOLFSBURG, 2M 38440

X

TRATON US Inc.
C/O TRATON SE
DACHAUER STR. 641
MUNICH, 2M 80995

X


Signatures
TRATON SE By: /s/ Matthias Grundler, Chief Executive Officer By: /s/ Christian Schulz, Chief Financial Officer 7/1/2021
**Signature of Reporting Person Date
VOLKSWAGEN AG By: /s/ Matthias Grundler, Chief Executive Officer By: /s/ Christian Schulz, Chief Financial Officer 7/1/2021
**Signature of Reporting Person Date
TRATON US INC. By: /s/ Franz Haslinger, Secretary and Treasurer By: /s/ Do Young Kim, Chairman 7/1/2021
**Signature of Reporting Person Date
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