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: KELLEY GARY V (Vice President - Marketing)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-12-10	Common Shares	A	1665	—	Acquired	8781	Direct
2010-12-11	Common Shares	F	120	$30.04	Disposed	8661	Direct
2010-12-12	Common Shares	F	283	$30.04	Disposed	8378	Direct

Footnotes

F1: The 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 of Column 5 includes (a) 2,700 unvested shares acquired pursuant to an award of 4,500 restricted stock units in December 2008 (the award vests in five equal annual installments beginning in December 2009), (b) 1,536 unvested shares acquired pursuant to an award of 1,920 restricted stock units in December 2009 (the award vests in five euqal annual installments beginning in December 2010, (c) the 1,665 shares that were acquired pursuant to the grant of restricted stock units disclosed in Column 4 and further described in Footnote (1), (d) 900 shares that were paid to the reporting person on December 12, 2010 upon vesting of restricted stock units awarded to him in December 2008, and (e) 384 shares that were paid to the reporting person on December 11, 2010 upon vesting of restricted stock units awarded to him in December 2009.

F3: On December 11, 2010, 384 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. 120 of these 384 shares were withheld to pay the resulting tax liability.

F4: The numbers of shares eported in Rows 2 and 3 of Column 5 includes (a) 2,700 unvested shares acquired pursuant to an award of 4,500 restricted stock units in December 2008 (the award vests in five equal annual installments beginning in December 2009), (b) 1,536 unvested shares acquired pursuant to an award of 1,920 restricted stock units in December 2009 (the award vests in five euqal annual installments beginning in December 2010, (c) the 1,665 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, 900 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. 283 of these 900 shares were withheld to pay the resulting tax liability.