| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
GARMIN LTD [ GRMN ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 12/10/2010 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction 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 Shares | 12/10/2010 | A | 6,665(1) | A | $0 | 29,756(2) | D | |||
| Common Shares | 12/11/2010 | F | 419(3) | D | $30.04 | 29,337(4) | D | |||
| Common Shares | 12/12/2010 | F | 943(5) | D | $30.04 | 28,394(4) | D | |||
| Common Shares | 300 | I | By children | |||||||
| Common Shares | 5,100 | I | By spouse | |||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction 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 (Month/Day/Year) | 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: 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. 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. |
| 2. The number of shares in Row 1 of Column 5 includes (a) 9,000 unvested shares that were acquired in December 2008 pursuant to a grant of 15,000 restricted stock units (the award vests in five equal annual installments beginning December 2009), (b) 5,336 unvested shares that were acquired in December 2009 pursuant to a grant of 6,670 restricted stock units (the award vests in five equal annual installments beginning December 2010), and (c) the 6,665 unvested shares that were acquired pursuant to the grant of restricted stock units reported in Column 4, (d) 3,000 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 (e) 1,334 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. |
| 3. On December 11, 2010, 1,334 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. 419 of these 1,334 shares were withheld to pay the resulting tax liability. |
| 4. The numbers of shares in Rows 2 and 3 of Column 5 include (a) 9,000 unvested shares that were acquired in December 2008 pursuant to a grant of 15,000 restricted stock units (the award vests in five equal annual installments beginning December 2009), (b) 5,336 unvested shares that were acquired in December 2009 pursuant to a grant of 6,670 restricted stock units (the award vests in five equal annual installments beginning December 2010), and (c) the 6,665 unvested shares that were acquired pursuant to the grant of restricted stock units reported in Column 4. |
| 5. On December 12, 2010, 3,000 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. 943 of these 3,000 shares were withheld to pay the resulting tax liability. |
| Remarks: |
| Joshua H. Maxfield, Attorney-in-Fact | 12/14/2010 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||