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: Pokorny Brian James (Vice President - Operations)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-12-10	Common Shares	A	3335	—	Acquired	19368	Direct
2010-12-11	Common Shares	F	209	$30.04	Disposed	19159	Direct
2010-12-12	Common Shares	F	566	$30.04	Disposed	18593	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares	3167	Indirect

Footnotes

F1: Shares were acquired pursuant to a grant of restricted stock units under the Garmin Ltd. 2005 Equity Incentive Plan. The award vests in five equal annual installments beginning December 2011.

F2: The number of shares reported in Row 1 of Column 5 includes (a) 5,400 unvested shares that were acquired pursuant to an award of 9,000 restricted stock units in December 2008 (the award vests in five equal annual installments beginning in December 2009), (b) 2,664 unvested shares that were acquired pursuant to an award of 3,330 restricted stock units in December 2009 (the award vests in five equal annual installments beginning in December 2010), (c) the 3,335 unvested shares that were acquired pursuant to the grant of restricted stock units disclosed in Column 4 and further described in Footnote (1), (d) 666 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, and (e) 1,800 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 2010.

F3: On December 11, 2010, 666 shares that were acquired by the reporting person pursuant to the award of restricted stock units in December 2009 that is reported in Footnote 2 vested and were paid to the reporting person. 209 of these 666 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) 5,400 unvested shares that were acquired pursuant to an award of 9,000 restricted stock units in December 2008 (the award vests in five equal annual installments beginning in December 2009), (b) 2,664 unvested shares that were acquired pursuant to an award of 3,330 restricted stock units in December 2009 (the award vests in five equal annual installments beginning in December 2010), (c) the 3,335 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, 1,800 shares that were acquired by the reporting person pursuant to the award of restricted stock units in December 2008 that is reported in Footnote 2 vested and were paid to the reporting person. 566 of these 1,800 shares were withheld to pay the resulting tax liability.