Garmin (GRMN) CFO receives 6,780-share equity award with multi-year vesting

Rhea-AI Filing Summary

Garmin Ltd. executive Douglas G. Boessen, CFO and Treasurer, reported acquiring 6,780 registered shares of Garmin stock as a grant/award, with no purchase price per share. Following this award, his directly held stake increased to 35,268 shares.

The newly reported shares relate to a restricted stock unit award granted in February 2025 that originally had both performance-based and time-based vesting conditions. The performance conditions have been met, and the award is now subject only to time-based vesting, vesting in three equal annual installments starting on February 25, 2026. The total holdings figure includes 24,497 unvested shares from this and prior 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^*

Boessen Douglas G.

(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)
	CFO and Treasurer

3. Date of Earliest Transaction (Month/Day/Year)
02/18/2026

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	02/18/2026		A		6,780(1)	A	$0	35,268(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. Shares acquired pursuant to a restricted stock units award granted in February 2025 that had both performance-based and time-based vesting conditions. The performance-based vesting conditions have been satisfied, and now the award is subject only to time-based vesting conditions. The award vests in three equal annual installments beginning on February 25, 2026.

2. Includes 24,497 unvested shares acquired pursuant to the restricted stock units award described in Footnote 1 and other previously granted restricted stock unit awards.

	/s/ Paul E. Cassat, as attorney-in-fact for Douglas G. Boessen	02/20/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What did Garmin (GRMN) CFO Douglas G. Boessen report in this Form 4 filing?

Garmin CFO Douglas G. Boessen reported acquiring 6,780 registered shares as a stock award. The grant was made at no cash cost per share and reflects vesting of restricted stock units tied to previously granted equity compensation.

How many Garmin (GRMN) shares does Douglas G. Boessen hold after this transaction?

After this award, Douglas G. Boessen directly holds 35,268 Garmin shares. This total includes both vested and 24,497 unvested shares from the described restricted stock unit award and other prior RSU grants reported in the filing footnotes.

What type of equity award did the Garmin (GRMN) CFO receive in this Form 4?

The Garmin CFO received shares pursuant to a restricted stock unit award. The award initially had performance-based and time-based vesting conditions, and after achieving the performance goals, it now vests solely based on time over a defined multi-year schedule.

When will the reported Garmin (GRMN) restricted stock units for the CFO vest?

The restricted stock units vest in three equal annual installments beginning on February 25, 2026. This means the award will be delivered over three years, subject to continued satisfaction of the time-based vesting requirements described in the filing footnotes.

Did Garmin (GRMN) CFO Douglas G. Boessen buy these shares on the open market?

No, these shares were not open-market purchases. They were acquired as part of a restricted stock unit grant, reported with a price per share of $0.00, reflecting equity compensation rather than a cash purchase transaction in the market.

How many unvested Garmin (GRMN) shares are included in Boessen’s reported holdings?

The filing notes that Boessen’s total includes 24,497 unvested shares. These unvested shares arise from the February 2025 restricted stock unit award and other previously granted RSU awards that have not yet fully vested under their terms.