GARMIN LTD — Director's Dealing 2010

Dec 14, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GARMIN LTD (GRMN)
CIK: 0001121788
Period of Report: 2010-12-10

Reporting Person: PEMBLE CLIFTON A (President and COO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-12-10	Common Shares	A	10000	—	Acquired	49364	Direct
2010-12-11	Common Shares	F	629	$30.04	Disposed	48735	Direct
2010-12-12	Common Shares	F	1258	$30.04	Disposed	47477	Direct

Footnotes

F1: Shares were acquired pursuant to a grant of restricted stock units under the Garmin Ltd. Equity Incentive Plan. The award vests in five equal annual installments beginning December 10, 2011.

F2: The number of shares reported in Row 1, Column 5 includes (a) 12,000 unvested shares acquired pursuant to an award of 20,000 restricted stock units in December 2008 (the award vests in five equal annual installments beginning in December 2009), (b) 8,000 unvested shares acquired pursuant to an award of 10,000 restricted stock units in December 2009 (the award vests in five equal annual installments beginning in December 2010), (c) 10,000 unvested shares that were acquired pursuant to the grant of restricted stock units disclosed in Column 4, (d) 776 shares that were purchased for the reporting person in June 2010 as a participant in the Employee Stock Purchase Plan, (e) 4,000 shares that were paid to the reporting person on December 12, 2010 upon vesting of restricted stock units that were awarded to him in December 2008, and (f) 2,000 shares that were paid to the reporting person on December 11, 2010 upon vesting of restricted stock units that were awarded to him in December 2009.

F3: On December 11, 2010, 2,000 shares that were acquired by the reporting person pursuant to the award of restricted stock units in December 2009 reported in Footnote 2 vested and were paid to the reporting person. 629 of these 2,000 shares were withheld to pay the resulting tax liability.

F4: The numbers of shares reported in Rows 2 and 3 of Column 5 include (a) 12,000 unvested shares acquired pursuant to an award of 20,000 restricted stock units in December 2008 (the award vests in five equal annual installments beginning in December 2009), (b) 8,000 unvested shares acquired pursuant to an award of 10,000 restricted stock units in December 2009 (the award vests in five equal annual installments beginning in December 2010), and (c) the 10,000 unvested shares that were acquired pursuant to the grant of restricted stock units disclosed in Column 4 and further described in Footnote (1).

F5: On December 12, 2010, 4,000 shares that were acquired by the reporting person pursuant to the award of restricted stock units in December 2008 reported in Footnote 2 vested and were paid to the reporting person. 1,258 of these 4,000 shares were withheld to pay the resulting tax liability.