Garmin (GRMN) aviation EVP has shares withheld to cover RSU tax bill

Rhea-AI Filing Summary

Garmin Ltd executive reports tax-related share withholding

Garmin Ltd executive Philip Straub, EVP and Managing Director – Aviation, reported a tax-withholding disposition of 4,234 registered shares on February 25, 2026 at $251.99 per share. This disposition was used to pay taxes on recently vested restricted stock units rather than an open-market sale.

A footnote explains that 9,612 shares from previously granted restricted stock unit awards vested and were delivered, with 4,234 of those shares withheld to cover the resulting tax liability. After this transaction, Straub directly held 101,558.5 shares, including 17,751 unvested shares from earlier restricted stock unit awards.

SEC Form 4

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).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Straub Philip

(Last) (First) (Middle)

1200 E. 151ST ST.

(Street)

OLATHE KS 66062

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
GARMIN LTD [ GRMN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Man. Director - Aviation

3. Date of Earliest Transaction (Month/Day/Year)
02/25/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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
Registered Shares	02/25/2026		F		4,234(1)	D	$251.99	101,558.5(2)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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. 9,612 shares that were acquired by the reporting person pursuant to previously granted restricted stock unit awards vested and were paid to the reporting person. Of these shares, 4,234 shares were withheld to pay a resulting tax liability.

2. Includes 17,751 unvested shares acquired pursuant to previously granted restricted stock unit awards.

	/s/ Paul E. Cassat, as attorney-in-fact for Philip Straub	02/27/2026
	** 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.
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FAQ

What insider transaction did Garmin (GRMN) executive Philip Straub report?

Philip Straub reported a tax-withholding disposition of 4,234 Garmin registered shares. These shares were withheld to pay taxes due on vested restricted stock units, rather than sold as a discretionary open-market transaction.

How many Garmin (GRMN) shares were involved in Philip Straub’s RSU vesting?

A total of 9,612 Garmin shares from previously granted restricted stock unit awards vested and were delivered to Philip Straub. Of those vested shares, 4,234 were withheld to satisfy the resulting tax liability, with the remainder retained.

At what price were Philip Straub’s Garmin (GRMN) shares valued for tax withholding?

The 4,234 Garmin shares withheld for taxes were valued at $251.99 per share. This price is used in the Form 4 to calculate the value of the tax-withholding disposition related to the restricted stock unit vesting.

How many Garmin (GRMN) shares does Philip Straub hold after this transaction?

After the tax-withholding disposition, Philip Straub directly holds 101,558.5 Garmin shares. This total includes 17,751 unvested shares that were acquired through previously granted restricted stock unit awards and remain subject to vesting conditions.

Did Philip Straub sell Garmin (GRMN) shares on the open market?

The filing describes a tax-withholding disposition, not an open-market sale. Shares were withheld by the issuer to cover Straub’s tax liability when restricted stock units vested, a common administrative mechanism for equity compensation.

What does transaction code F mean in the Garmin (GRMN) Form 4?

Transaction code F indicates payment of an exercise price or tax liability by delivering securities. In this case, 4,234 Garmin shares were withheld from vested restricted stock units to cover Philip Straub’s tax obligation on the equity award.