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GRMN Form 4: CFO Boessen nets $0.4 M from planned share sale

Filing Impact
(Moderate)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Garmin Ltd. (GRMN) – Form 4 insider transaction

Chief Financial Officer & Treasurer Douglas G. Boessen disclosed one open-market sale dated 3 July 2025. Acting under a Rule 10b5-1 trading plan adopted 3 March 2025, he disposed of 1,859 registered shares at $215 per share, generating roughly $0.4 million in gross proceeds.

After the sale, Boessen’s direct ownership stands at 29,146 shares. This total includes 17,947 unvested restricted stock units and 69 shares acquired through the June 2025 Employee Stock Purchase Plan. No derivative security activity was reported.

The transaction reduced his direct stake by about six percent but leaves him with a meaningful equity position. Because the sale occurred under a pre-arranged 10b5-1 plan, typical concern over insider selling is partially mitigated. The filing does not reveal any changes to corporate strategy, financial outlook, or executive roles.

Positive

  • Sale executed under a pre-arranged Rule 10b5-1 plan, reducing the likelihood of information-based trading.
  • Executive retains 29,146 shares, including 17,947 unvested RSUs, maintaining alignment with shareholder interests.

Negative

  • CFO disposed of 1,859 shares, which can carry a negative optics signal despite its small size.

Insights

TL;DR: Small 10b5-1 sale by CFO; neutral signal for investors.

The ~1.9k-share disposition represents an estimated six percent of Boessen’s pre-sale holdings and less than 0.002 % of Garmin’s outstanding shares, indicating limited market impact. Execution through a Rule 10b5-1 plan reduces informational asymmetry risk, suggesting the sale is likely for liquidity or diversification rather than a strategic statement. Retention of nearly 30 k shares, including substantial unvested RSUs, continues to align the executive’s interests with shareholders. Overall, the filing is routine and does not alter the investment thesis.

TL;DR: Governance-aligned trade; minor downside optics from insider sale.

From a governance lens, adherence to a pre-scheduled 10b5-1 plan and public disclosure within two business days demonstrate compliance with best practices. The modest volume limits concerns about potential information leakage. Nevertheless, any insider sale by a senior officer can be perceived negatively, especially when the broader market seeks cues on management sentiment. Investors should monitor future filings for patterns but view this single transaction as non-material.

Insider Boessen Douglas G.
Role CFO and Treasurer
Sold 1,859 shs ($400K)
Type Security Shares Price Value
Sale Registered Shares 1,859 $215.00 $400K
Holdings After Transaction: Registered Shares — 29,146 shares (Direct)
Footnotes (1)
  1. Pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 3, 2025. Includes (i) 17,947 unvested shares acquired pursuant to previously granted restricted stock unit awards and (ii) 69 shares acquired in June 2025 under the Garmin Ltd. Employee Stock Purchase Plan.
Form 4 Insider Transactions: What Each Field Means →
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
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
X
 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)
07/03/2025
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 07/03/2025 S(1) 1,859 D $215 29,146(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. Pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 3, 2025.
2. Includes (i) 17,947 unvested shares acquired pursuant to previously granted restricted stock unit awards and (ii) 69 shares acquired in June 2025 under the Garmin Ltd. Employee Stock Purchase Plan.
/s/ Paul E. Cassat, as attorney-in-fact for Douglas G. Boessen 07/07/2025
** 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.
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.

Source: View Original Filing on SEC EDGAR

FAQ

How many Garmin (GRMN) shares did the CFO sell on 3 July 2025?

Douglas G. Boessen sold 1,859 registered shares.

What was the sale price of the GRMN shares?

The shares were sold at $215 per share.

Was the transaction made under a Rule 10b5-1 trading plan?

Yes. The filing states it was executed under a Rule 10b5-1 plan adopted on 3 March 2025.

How many GRMN shares does the CFO still own after the sale?

He directly owns 29,146 shares following the reported transaction.

Were any derivative securities traded in this Form 4 filing?

No. No derivative security activity was reported.