GRMN Form 4: Burrell Shifts 1.07M Shares, Retains Stake

Rhea-AI Filing Summary

Garmin Ltd. (GRMN) Form 4 – Director Jonathan Burrell

On 08/07/2025 Burrell reported a series of “G” transactions (bona-fide gifts/transfers) executed at $0:

• 250,000 and 816,902 shares acquired by grantor-retained annuity trusts (GRATs).
• Identical blocks disposed from a personal trust and his mother’s revocable trust.

No open-market buying or selling occurred. After the transfers he holds 9,351 directly owned shares, approximately 8.37 million indirect shares via GRATs, LLCs and trusts, and 8,493 unvested RSUs that vest 06-06-2026. The moves appear to restructure ownership for estate or tax planning and leave Burrell’s overall economic exposure to GRMN essentially unchanged, implying minimal near-term market impact.

Positive

• No open-market sale; director retains substantial exposure, indicating ongoing alignment with shareholder interests.

Negative

• Large share transfers could precede further estate distributions, potentially diffusing voting control over time.

Insights

Financial Analyst

TL;DR – Trust-to-GRAT transfers; no open-market trade; neutral impact.

The filing shows 1.07 M GRMN shares shifted between family trusts on 08/07/25 under code “G,” meaning a gift or intra-family transfer. Because transactions were executed at $0, there is no price signal and no change in aggregate beneficial ownership (≈8.38 M shares plus 9.4 K direct shares and 8.5 K RSUs). Such estate-planning adjustments do not affect float or insider sentiment and carry negligible valuation implications. I therefore view the disclosure as neutral, though it confirms that Burrell remains a significant shareholder whose interests stay aligned with public investors.

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

OMB APPROVAL

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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^*

BURRELL JONATHAN

(Last) (First) (Middle)

6300 WEST 143RD STREET

(Street)

OVERLAND PARK KS 66223

(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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/07/2025

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								9,351(1)	D
Registered Shares	08/07/2025		G		250,000	A	$0	783,800	I	By GRATs(2)
Registered Shares	08/07/2025		G		816,902	A	$0	5,222,052	I	By GRATs(3)
Registered Shares								394,478	I	By LLCs(4)
Registered Shares								1,382,199	I	By trust(5)
Registered Shares	08/07/2025		G		250,000	D	$0	1,979,643	I	By trust
Registered Shares	08/07/2025		G		816,902	D	$0	0	I	By trust(6)

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. Consists of (a) 8,493 Registered Shares and (b) unvested restricted stock units (RSUs) awarded to the reporting person under the Garmin Ltd. Non-Employee Directors' Equity Incentive Plan that can be settled only in Registered Shares, which RSUs vest as to 858 shares on June 6, 2026.

2. The reporting person is a co-trustee of multiple grantor retained annuity trusts (GRATs) established by him, and his children hold the remainder interests therein. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interests therein.

3. The reporting person is a co-trustee of several grantor retained annuity trusts (GRATs) established by his mother, and he holds a remainder interest therein. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.

4. The reporting person is the manager of several limited liability companies that are wholly-owned by a GRAT remainder trust established for the reporting person's benefit.

5. The reporting person is a co-trustee of a GRAT remainder trust established for his benefit.

6. The reporting person is a co-trustee of his mother's revocable trust and his mother's attorney-in-fact and also holds a remainder interest in the securities held in such trust. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.

	/s/Jonathan Burrell	08/07/2025
	** 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

How many GRMN shares did Jonathan Burrell transfer on 08/07/2025?

He moved a total of 1,066,902 registered shares (250,000 + 816,902) between trusts at $0.

Did the Garmin director sell any shares on the open market?

No. All transactions were coded “G” for gift/transfer and executed at $0, indicating no market sale.

What is Burrell’s total beneficial ownership after the filing?

The Form 4 lists 9,351 direct shares, about 8.37 million indirect shares, and 8,493 unvested RSUs.

What does transaction code "G" mean on a Form 4?

Code "G" denotes a bona-fide gift or intra-family transfer of securities with no consideration paid.

When will Burrell’s restricted stock units vest?

The RSUs disclosed will vest as to 858 shares on June 6, 2026.

Does this filing impact Garmin's float or earnings?

No. The shares remained within insider-related entities, so public float and earnings are unaffected.