Skip to main content

GARMIN LTD

For the period ended Mar 28, 2026. Filed Apr 29, 2026.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Mar 28, 2026 · Filed Apr 29, 2026

GRMN$291.80+2.2%Stored close · as of Nov 9, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

See the whole filing, with its images and exhibits

Item 5. Other Information

(a) Amended and Restated Organizational Regulations

On April 24, 2026, the Board of Directors (the “Board”) of Garmin Ltd. adopted amended and restated Organizational Regulations, effective immediately. The amended and restated Organizational Regulations replace the Company’s prior organizational regulations in their entirety. Among other things, the amended and restated Organizational Regulations include updates to align with recent amendments to Swiss corporate law and to streamline governance provisions with respect to the Board and Executive Management. The foregoing description is qualified in its entirety by reference to the amended and restated Organizational Regulations, a copy of which is attached hereto as Exhibit 3.2 and is incorporated herein by reference.

(c) Trading Plans

During the 13-week period ended March 28, 2026, no directors or officers (as defined in Rule 16a-1(f) of the Securities Exchange Act of 1934) of the Company adopted orterminated any “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K, except as follows:

On March 2, 2026, Douglas Boessen, Chief Financial Officer and Treasurer, adopted a new written trading plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act for the potential sale of up to (i)2,000 shares of our common shares, and (ii) 100% of the net shares (net of tax withholding) resulting from the maximum potential equity awards vesting of 9,624 gross shares of our common shares during the plan period, subject to certain conditions. The first trade date will not occur until June 5, 2026 at the earliest, and the plan's maximum duration is until March 1, 2027.

On March 3, 2026, Clifton Pemble, President and Chief Executive Officer, adopted a new written trading plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act for the potential sale of up to(i)4,029 shares of our common shares, and (ii) 100% of the net shares (net of tax withholding) resulting from the maximum potential equity awards vesting of 47,305 gross shares of our common shares during the plan period, subject to certain conditions. The first trade date will not occur until June 15, 2026 at the earliest, and the plan's maximum duration is until March 2, 2027.

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.