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: Biddlecombe Sean (General Manager, Garmin Europe)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-12-10	Common Shares	A	1665	—	Acquired	8611	Direct
2010-12-11	Common Shares	F	129	$30.04	Disposed	8482	Direct
2010-12-12	Common Shares	F	307	$30.04	Disposed	8175	Direct

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 10, 2011.

F2: The number of shares reported in Row 1, Column 5 includes (a) 2,250 unvested shares acquired pursuant to an award of 3,750 restricted stock units in December 2008 (the award vests in five equal annual installments beginning in December 2009), (b) 1,264 unvested shares acquired pursuant to an award of 1,580 restricted stock units in December 2009 (the award vests in five equal annual installments beginning in December 2010), (c) the 1,665 unvested shares that were acquired pursuant to the grant of restricted stock units disclosed in Column 4, (d) 316 shares that were purchased for the reporting person's account in June 2010 as a participant in the Employee Stock Purchase Plan, (e) 316 shares that were paid to the reporting person on December 11, 2010 upon vesting of restricted stock units that were award to him in December 2009, and (f) 750 shares that were paid to the reporting person on December 12, 2010 upon vesting of restricted stock units that were granted to him in December 2010.

F3: On December 11, 2010, 316 shares that were acquired by the reporting person pursuant to an award of restricted stock units in December 2009 described in Footnote (2) vested and were paid to the reporting person. 129 of these 316 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) 2,250 unvested shares acquired pursuant to an award of 3,750 restricted stock units in December 2008 (the award vests in five equal annual installments beginning in December 2009), (b) 1,264 unvested shares acquired pursuant to an award of 1,580 restricted stock units in December 2009 (the award vests in five equal annual installments beginning in December 2010), (c) the 1,665 unvested shares that were acquired pursuant to the grant of restricted stock units disclosed in Column 4.

F5: On December 12, 2010, 750 shares that were acquired by the reporting person pursuant to an award of restricted stock units in December 2008 described in Footnote (2) vested and were paid to the reporting person. 307 of these 750 shares were withheld to pay the resulting tax liability.