Garmin (GRMN) 10-K risk factor changes: FY2023 vs FY2022

The market for our products is characterized by rapidly changing technology, evolving industry standards and [added: regulations and] changes in customer needs.

If we fail to introduce new products, or to modify or improve our existing products, in response to changes in technology, industry [removed: standards] [added: standards, regulatory requirements] or customer needs, our products could rapidly become less competitive or obsolete.

Any future challenges related to new products, whether due to product development delays, manufacturing delays, supply chain constraints, lack of market acceptance, delays in regulatory approval, or otherwise, could have a material adverse effect on our [added: business, financial condition and] results of operations.

These competitors [removed: may be] [added: have been] able to replicate certain features offered by [added: some of] our products and services or respond more rapidly to emerging technologies or changes in customer requirements.

However, we have [removed: recently] [added: also] experienced [added: periods of] declines in sales and profits in [removed: our fitness segment.][added: these segments.]

Some of the components that we procure from third party suppliers include [removed: semiconductors and electroluminescent panels,] [added: semiconductors,] liquid crystal displays, memory chips, batteries and microprocessors.

We have [added: experienced] and may [removed: continue to] [added: in the future] experience shortages of certain components as well as delays in procuring certain components.

Public health [removed: emergencies] [added: emergencies, including epidemics] or [removed: outbreaks of epidemics,] pandemics, [removed: or contagious diseases have had and will likely continue to] [added: could] have significant impacts on our business.

Additional [removed: risks and impacts] [added: risks,] including gross margin fluctuation, foreign currency fluctuations, product development challenges, impacts to our key personnel, and dependencies on third party suppliers, may be heightened as a result of [removed: COVID-19, or any future pandemic, epidemic or outbreak of any other highly infectious disease.][added: a widespread public health emergency.]

If we [removed: are] [added: were] unable to manage these risks [removed: and uncertainties,] [added: effectively,] our business, financial condition, and results of operations could be materially [removed: impacted.][added: adversely affected.]

The weakening of foreign currencies relative to the U.S. Dollar has had and may [removed: continue to] [added: in the future] have a significant adverse effect on our revenue, gross margin, and profitability, or may cause us to raise international pricing, which has reduced and may continue to reduce demand for certain of our [removed: products.][added: products in certain countries.]

However, because there is minimal cash impact caused by such exchange rate variations, management [removed: will] [added: expects to] continue to focus on our operating performance before the impact of foreign currency gains and losses.

Our principal manufacturing facilities [added: for consumer products] are located in Taiwan.

[removed: Deterioration of relations between Taiwan and the People’s Republic of China, also referred to as] [added: Deviations from] the [removed: PRC, and] [added: "one-China" policy or] other [removed: factors affecting the political] [added: conflicts] or [removed: economic conditions of Taiwan in the future,] [added: disputes] could [removed: cause disruption] [added: lead] to [added: adverse changes in China-U.S. and China-Taiwan relations and could materially adversely affect] our manufacturing operations and suppliers based in [removed: Taiwan] [added: Taiwan,] which could materially adversely affect our business, financial condition and results of operations and the market price and the liquidity of our shares.

The [removed: PRC] [added: People’s Republic of China, also referred to as the PRC,] asserts sovereignty over all of China, including Taiwan, certain other islands, and all of mainland China.

The overall shortage in qualified workforce personnel combined with the increased willingness of companies to hire such personnel in fully remote positions has [removed: increased,] [added: increased] and in the future may continue to increase our compensation costs in order for us to retain such personnel.

[removed: Rapid] [added: Additionally, rapid] increases in production levels to meet unanticipated demand could result in higher costs for manufacturing and supply of components, higher freight costs associated with urgent distribution of the products, and other expenses.

Global taxing standards [removed: continue to evolve] [added: have evolved] as a result of the Organization for Economic Co-Operation and Development (OECD) recommendations aimed at preventing perceived base erosion and profit shifting (BEPS) by multinational corporations.

Partially to respond to changes to global tax standards, we initiated an intercompany transaction in 2020 which migrates ownership of certain intellectual property from Switzerland to the United States, which is the [added: company's] primary location [removed: of] [added: for] research, development and executive management.

[removed: In 2021, the] [added: The] OECD [removed: continued work on the BEPS project by issuing] [added: issued] a statement regarding a two-pillar solution which includes within “Pillar Two” a global minimum tax.

Numerous countries have signed onto the OECD statement including Switzerland, the [removed: U.S.] [added: U.S.,] and the U.K. [removed: Recently,] [added: In 2023,] Switzerland’s Federal Council [removed: proposed] [added: passed] legislation [removed: which] [added: that] would implement a minimum tax [added: in Switzerland] of 15% in [removed: 2024.][added: 2024, and the Swiss canton of Schaffhausen has also passed legislation that would increase the cantonal corporate tax rate beginning in 2024, resulting in a combined federal and cantonal statutory tax rate of approximately 15% in Switzerland.]

[removed: Significant] [added: Additionally, significant] judgment is required in determining our global provision for income taxes.

Changes to trade regulations, including trade restrictions, sanctions, [removed: or] tariffs, [added: or duties,] could significantly harm our results of operations.

Trade and other international disputes can result in tariffs, [added: duties,] sanctions, and other measures that restrict international trade and can adversely affect our business.

The imposition of additional governmental controls or regulations that create new or enhanced restrictions on free trade, trade sanctions, [removed: or] tariffs, [removed: particularly those applicable to materials] or [removed: goods from the PRC,] [added: duties] could have a substantial adverse effect on our business, results of operations, and financial condition.

Such claims could have a material adverse effect on our [removed: business and] [added: business,] financial [removed: condition.][added: condition, and results of operations.]

From time to [removed: time] [added: time,] we receive [removed: letters] [added: communications] alleging infringement of patents, trademarks or other intellectual property rights and we have been, and currently are, a defendant in lawsuits alleging patent infringement.

A material adverse impact on our consolidated financial statements could occur for the period in which the effect of an unfavorable final outcome becomes probable and reasonably estimable [added: or in which we otherwise incur a loss in excess of our reserves] and could harm our [added: business, financial condition and] results of [removed: operations and financial condition.][added: operations.]

Our products may contain undetected security vulnerabilities, which could result in damage to our reputation, lost revenue, diverted development [removed: resources and] [added: resources,] increased warranty claims, and litigation.

[removed: If we are found] [added: Our failure] to [removed: have violated] [added: comply with such] laws and [removed: regulations, it] [added: regulations] could materially adversely affect our [removed: business,] reputation, [added: business, financial condition and] results of [removed: operations and financial condition.][added: operations.]

Therefore, such inabilities or delays could have a material adverse effect on our [removed: business and] [added: business,] financial [removed: results.][added: condition and results of operations.]

Any such decertification could have an adverse effect on our [removed: operating results.][added: business, financial condition and results of operations.]

A delay in receiving required certifications for new products, or enhancements to Garmin’s products, or losing certification for Garmin’s existing products could adversely affect our [removed: business.][added: business, financial condition and results of operations.]

For example, the 2017 Act added Section 951A [added: to the Internal Revenue Code,] which requires a 10% U.S. shareholder of a CFC to include in income its pro-rata share of the global intangible low-taxed income (GILTI) of the CFC.

From time to time, the Company may elect to employ antidilutive measures such as a [removed: stock] [added: share] buyback program.

Natural disasters and extreme weather events, such as tsunamis, typhoons, floods, wildfires, or earthquakes, could occur in a region where we have a manufacturing or warehousing facility which [removed: would] [added: could] cause disruptions in our business [removed: operations or] [added: operations,] loss of [removed: inventory.][added: inventory, or affect the sale of our products.]

Global climate change could also result in certain types of [added: these] natural disasters occurring more frequently or with more intense effects.

If our backup and recovery plans are not sufficient to minimize business disruption [removed: and] [added: or] if our insurance is not sufficient to recover the costs associated with these types of events, our financial results could be adversely affected.

Climate change can also pose a risk to our business due to related regulatory and legislative measures, requirements of our OEM customers or other strategic partners, and evolving societal pressures, including pressures to reduce the carbon footprint of [removed: aviation.][added: the aviation and marine industries, which could negatively impact the market for our products.]

If such operating results decline, the price of our [removed: stock] [added: shares] could decline.

Widespread public health emergencies, including epidemics or pandemics, such as the COVID-19 pandemic, have significantly affected, and may in the future significantly affect, our business due to their impact on the economy and the demand for our products and services, disruptions to our operations, supply chain and sales and distribution channels, and government-imposed restrictions.

Additionally, many other countries have proposed or enacted Pillar Two legislation in jurisdictions in which Garmin operates.

The ultimate outcome and effects of the final advanced pricing agreement are not yet known.

The implementation of certain tax legislation described above, the negotiations and final outcome of the advanced pricing agreement, or both, could have a material adverse impact on the Company’s future income tax provision, effective tax rate, and financial statements.

If demand increases beyond what we forecast, we may not be able to adequately increase production to meet demand.

Certain of our products are subject to tariffs and duties imposed by customs authorities of the countries in which they are imported.

Those duties and tariffs are based on the classifications of those products, which are routinely subject to review by the customs authorities.

We are unable to predict whether those authorities will change the determination of the classifications of our products.

Any such changes could result in additional duties, tariffs or other restrictions on the importation of our products.

Some products also use regional satellite systems like the Indian Regional Navigation Satellite System (IRNSS), operating as NavIC (Navigation with Indian Constellation) and Quasi-Zenith Satellite System (QZSS).

For example, our articles of association authorize the Board of Directors for a maximum period of one year to increase the stated share capital to a maximum of 120% and/or reduce it to a minimum of 90% of the existing stated share capital of the Company.

This authorization must be renewed at a shareholders’ meeting every year for it to continue to be available.

Widespread public health emergencies or outbreaks of epidemics, pandemics, or contagious diseases, such as the COVID-19 pandemic, have had, and could continue to have, significant impacts on our business.

The COVID-19 pandemic continues to evolve, creating disruption and uncertainty around the world, which has resulted in, and we expect will continue to result in, a change in overall demand for certain of our products and other operational impacts.

There are unknown factors, such as the duration and severity of the pandemic, evolving variants of the virus that causes COVID-19 and the efficacy of vaccines against those variants, the nature and length of actions taken by governments, businesses and individuals to contain or mitigate its impact, the severity and duration of the economic impact caused by the pandemic, the uncertainty surrounding the distribution and uptake of vaccines, the impact of employees who are unable to work due to quarantine requirements or who decline to adhere to government-mandated vaccination or testing requirements, along with the effectiveness of our response, that may materially impact our business operations, results of operations, and its ultimate impact on our financial condition.

Demand for certain of our products has been, and may continue to be, affected in several ways by COVID-19, or any future pandemic, epidemic or outbreak of any other highly infectious disease.

Some consumers and OEM customers have been and may continue to be less able or less likely to purchase certain of our products due to economic hardships, governmental restrictions affecting them and the retail outlets that sell our products, voluntary behavior changes associated with public health guidance, the prioritization of other goods and services by online retailers that sell our products, restrictions on the ability of online retailers to ship products to certain areas, the cancellation of trade shows and other events that are otherwise important in the marketing and sale of our products, and the potential failure and closure of retail outlets and online retailers that sell our products.

Certain of our sales and distribution offices have experienced and may again experience temporary closure due to governmental restrictions.

Additional or prolonged closures of certain sales and distribution offices could affect our ability to market and distribute products to meet customer demand.

The adverse impacts of the pandemic have created economic stress in the global marketplace, periods of high levels of unemployment, loss of income and/or wealth for some individuals, and general economic uncertainty.

These conditions have affected and are expected to continue to affect the willingness or ability of some customers to purchase certain of our products or those of original equipment manufacturers in which our products are installed.

While we experienced increased demand for certain of our products in prior periods during the COVID-19 pandemic, there has been and may continue to be a decline in demand for certain of our products as people return to pre-pandemic lifestyles.

Our supply chain has been and may continue to be adversely impacted by the COVID-19 pandemic.

We have experienced delays in procuring and may continue to be unable to procure certain components from our suppliers, and the cost of procuring certain components has increased and could continue to increase.

We have faced logistics constraints and higher freight costs, the scope and severity of which may intensify.

Reduced demand for certain of our products has resulted in, and may continue to result in, reduced utilization of certain of our manufacturing facilities and higher per-unit costs for certain products.

Certain of our manufacturing facilities have experienced and may in the future experience inopportune temporary closures or reduced hours, which could adversely affect the costs incurred to produce our products and our ability to meet demand.

The COVID-19 pandemic has had and will continue to have several other operational impacts on our business, which has and may continue to include employees working remotely, temporarily ceasing operations in some offices due to government restrictions, business travel restrictions, and the cancellation of events that are otherwise important in the development, marketing and sale of our products.

These changes in our business operations may result in reduced efficiency and lower productivity.

Similar operational and financial hardships on our business partners may result in aged or uncollectable receivables, and the reduced demand for certain of our products could result in obsolescence of certain inventory.

If the economy experiences a sustained downturn of significant proportion that impacts portions of our business, we may also need to incur the costs and organizational impacts of personnel restructuring.

There are further unknown risks and impacts due to the uncertainty and rapidly evolving nature of a pandemic including, but not limited to, uncertainty around the evolution of the pandemic, the unprecedented imposition of preventative measures by governments that impact the economy and normal operations of a business and the timing and manner of relaxation of those measures.

Potential future health emergencies may present risks and impacts similar to the ongoing COVID-19 pandemic.

Deviations from the "one-China" policy could lead to adverse changes in China-U.S. and China-Taiwan relations and could materially adversely affect our operations in Taiwan in the future.

If demand increases beyond what we forecast, we would have to rapidly increase production.

While these recommendations do not change tax law, the countries where we operate may implement legislation or take unilateral actions which may result in adverse effects to our income tax provision and financial statements.

However, we are unable to predict the outcome of the final advanced pricing agreement and related negotiations, which could have a material adverse impact on our income tax provision, net income and cash flows for periods during negotiation and upon finalization.

Neither the OECD statement nor proposed legislation changes actual tax law, but these actions may lead to legislation in those countries in which we operate.

The passage of a minimum tax may result in an increase in the tax paid by the Company which could have a material adverse impact on our income tax provision and financial statements.

In particular, our dealers and distributors maintain significant levels of our products in their inventories.

For example, Swiss law allows our shareholders acting at a shareholders’ meeting to authorize share capital that can be issued by the board of directors without approval of a shareholders’ meeting, but this authorization is limited to 50% of the existing registered share capital and must be renewed at a shareholders’ meeting at least every two years for it to continue to be available.

The following discussion and analysis of our financial condition and results of operations focuses on and is intended to clarify the results of our operations, certain changes in our financial position, liquidity, capital structure and business developments [removed: for] the [removed: periods covered by the consolidated financial statements included in this Form 10-K.][added: fiscal years ended December 30, 2023 and December 31, 2022 and a year-to-year comparison of these two fiscal years.]

Discussion regarding our results of operations for the fiscal year ended December [removed: 26, 2020] [added: 25, 2021] and a year-to-year comparison between the fiscal years ended December [removed: 25, 2021] [added: 31, 2022] and December [removed: 26, 2020] [added: 25, 2021] can be found in Item 7 of our Annual Report on Form 10-K for the fiscal year ended December [removed: 25, 2021.][added: 31, 2022.]

Fiscal year [removed: 2022] [added: 2023] contained [removed: 53] [added: 52] weeks and fiscal years [removed: 2021] [added: 2022] and [removed: 2020] [added: 2021] contained [added: 53 weeks and] 52 [removed: weeks.][added: weeks, respectively.]

Unless the context otherwise requires, references in this document to "we", "us", [removed: "our"] [added: "our", "the Company"] and similar terms refer to Garmin Ltd. and its subsidiaries.

[removed: During 2022, 2021, and 2020,] Garmin [removed: was] [added: is] organized in the [removed: six] [added: five] operating segments of fitness, outdoor, aviation, marine, [removed: consumer auto,] and auto OEM.

A number of headwinds including high [removed: inflation, rising interest rates,] [added: inflation] and [removed: the strengthening of the U.S. Dollar relative to other major currencies] [added: interest rates] affected the economic environment and consumer behaviors [removed: in 2022.][added: during 2023.]

Additionally, while our global supply chain is routinely subject to component shortages, increased lead times, cost fluctuations, and logistics constraints, [added: certain of] these factors have [added: at times] been further amplified by the [removed: current environment, including Russia’s invasion of Ukraine and the lingering impacts of the COVID-19 pandemic.][added: recent business environment.]

Refer to Part I, Item 1A, “Risk Factors” of this Annual Report [added: on Form 10-K] for further discussion of the risks and uncertainties facing our Company.

On an on-going basis, we evaluate our estimates, including those related to customer sales programs and incentives, product returns, bad debts, inventories, investments, [added: goodwill,] intangible assets, income taxes, warranty obligations, and contingencies and litigation.

Typically, sales of our consumer products are highest in the fourth quarter due to increased demand during the holiday buying season, [removed: and] [added: and, to a lesser extent,] in the second quarter due to increased demand during the spring and summer season.

[removed: The amounts presented below for selling, general, and administrative expense, research and development expense, segment operating expense, and segment operating income] [added: Results] for the [added: 53-week and] 52-week periods ended December [removed: 25, 2021] [added: 31, 2022] and December [removed: 26, 2020] [added: 25, 2021, respectively,] have been recast to conform [removed: with the] [added: to] current period presentation.

| | | [removed: 53-Weeks] [added: 52-Weeks] Ended | | | | [removed: 52-Weeks] [added: 53-Weeks] Ended | | | | 52-Weeks Ended | | |

| | | December [removed: 31, 2022] [added: 30, 2023] | | | | December [removed: 25, 2021] [added: 31, 2022] | | | | December [removed: 26, 2020] [added: 25, 2021] | | |

| Cost of goods sold | | | [removed: 42] [added: 43] | % | | | 42 | % | | | [removed: 41] [added: 42] | % |

| Gross profit | | | [removed: 58] [added: 57] | % | | | 58 | % | | | [removed: 59] [added: 58] | % |

| Advertising | | | 3 | % | | | 3 | % | | | [removed: 4] [added: 3] | % |

| Selling, general and administrative | | | 16 | % | | | [removed: 14] [added: 16] | % | | | [removed: 15] [added: 14] | % |

| Research and development | | | 17 | % | | | [removed: 16] [added: 17] | % | | | 16 | % |

| Total operating expenses | | | 37 | % | | | [removed: 34] [added: 37] | % | | | 34 | % |

| Operating income | | | 21 | % | | | [removed: 24] [added: 21] | % | | | [removed: 25] [added: 24] | % |

| Other income (expense), net | | | [removed: 1] [added: 2] | % | | [removed: —%] | [added: 1] | [added: %] | | | [removed: 1] [added: 0] | % |

| Income before income taxes | | | [removed: 22] [added: 23] | % | | | [removed: 24] [added: 22] | % | | | [removed: 26] [added: 24] | % |

| Provision for income taxes | | | [removed: 2] [added: (2] | [removed: %] [added: )%] | | | [removed: 3] [added: 2] | % | | | [removed: 2] [added: 3] | % |

| Net income | | | [removed: 20] [added: 25] | % | | | [removed: 22] [added: 20] | % | | | [removed: 24] [added: 22] | % |

The table below sets forth our results of operations through operating income for each of our five [removed: reported segments and supplemental information for the consumer auto and auto OEM operating segments that management believes is useful.][added: reportable segments.]

The Company’s CODM [added: primarily] uses operating income as the measure of profit or [removed: loss, combined with other measures,] [added: loss] to assess segment performance and allocate resources.

For each line item in the table below, the total of the [removed: reported] [added: reportable] segments’ amounts equals the amount in the consolidated statements of income.

| 53-Weeks Ended December 31, 2022 | | Fitness | | | | Outdoor | | | | Aviation | | | | Marine | | | | [removed: Total Auto | | | | Consumer Auto | | | |] Auto OEM | | |

| Net sales | | $ | 1,109,419 | | | $ | [removed: 1,495,167] [added: 1,770,275] | | | $ | 792,799 | | | $ | 903,983 | | | $ | [removed: 558,918 | | | $ | 275,108 | | | $ |] 283,810 | |

| Cost of goods sold | | | 557,002 | | | | [removed: 525,357] [added: 670,867] | | | | 219,736 | | | | 412,526 | | | | [removed: 338,890 | | | | 145,510 | | | |] 193,380 | |

| Gross profit | | | 552,417 | | | | [removed: 969,810] [added: 1,099,408] | | | | 573,063 | | | | 491,457 | | | | [removed: 220,028 | | | | 129,598 | | | |] 90,430 | |

| Total operating expenses | | | 447,679 | | | | [removed: 413,362] [added: 526,127] | | | | 359,877 | | | | 276,153 | | | | [removed: 281,859 | | | | 112,765 | | | |] 169,094 | |

| Operating income (loss) | | $ | 104,738 | | | $ | [removed: 556,448] [added: 573,281] | | | $ | 213,186 | | | $ | 215,304 | | | $ | [removed: (61,831 | ) | | $ | 16,833 | | | $ |] (78,664 | ) |

| 52-Weeks Ended December 25, 2021 | | Fitness | | | | Outdoor | | | | Aviation | | | | Marine | | | | [removed: Total Auto | | | | Consumer Auto | | | |] Auto OEM | | |

| Net sales | | $ | 1,533,788 | | | $ | [removed: 1,281,933] [added: 1,606,664] | | | $ | 712,468 | | | $ | 875,151 | | | $ | [removed: 579,455 | | | $ | 324,731 | | | $ |] 254,724 | |

| Cost of goods sold | | | 720,463 | | | | [removed: 447,096] [added: 618,002] | | | | 192,647 | | | | 379,841 | | | | [removed: 352,289 | | | | 170,906 | | | |] 181,383 | |

| Gross profit | | | 813,325 | | | | [removed: 834,837] [added: 988,662] | | | | 519,821 | | | | 495,310 | | | | [removed: 227,166 | | | | 153,825 | | | |] 73,341 | |

| Total operating expenses | | | 454,124 | | | | [removed: 358,715] [added: 464,193] | | | | 326,633 | | | | 245,529 | | | | [removed: 286,838 | | | | 105,478 | | | |] 181,360 | |

| Operating income (loss) | | $ | 359,201 | | | $ | [removed: 476,122] [added: 524,469] | | | $ | 193,188 | | | $ | 249,781 | | | $ | [removed: (59,672 | ) | | $ | 48,347 | | | $ |] (108,019 | ) |

| 52-Weeks Ended December [removed: 26, 2020] [added: 30, 2023] | | Fitness | | | | Outdoor | | | | Aviation | | | | Marine | | | | [removed: Total Auto | | | | Consumer Auto | | | |] Auto OEM | | |

These operating segments represent our reportable segments.

The nature and degree of effects of the business environment over time remain uncertain.

Sales of our consumer products are also influenced by the timing of the release of new products.

The Company announced an organization realignment in January 2023, which combined the consumer auto operating segment with the outdoor operating segment.

As a result, the Company’s operating segments, which also represent its reportable segments, are fitness, outdoor, aviation, marine, and auto OEM.

This change had no effect on the Company’s consolidated results of operations.

| Net sales | | $ | 1,344,637 | | | $ | 1,697,151 | | | $ | 846,329 | | | $ | 916,911 | | | $ | 423,224 | |

| Cost of goods sold | | | 627,731 | | | | 624,290 | | | | 220,341 | | | | 425,650 | | | | 325,285 | |

| Gross profit | | | 716,906 | | | | 1,072,861 | | | | 625,988 | | | | 491,261 | | | | 97,939 | |

| Total operating expenses | | | 484,705 | | | | 557,607 | | | | 399,588 | | | | 311,832 | | | | 159,063 | |

| Operating income (loss) | | $ | 232,201 | | | $ | 515,254 | | | $ | 226,400 | | | $ | 179,429 | | | $ | (61,124 | ) |

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| Outdoor | | | 1,697,151 | | | | (4 | %) | | | 1,770,275 | | | | 10 | % | | | 1,606,664 | |

Net sales increased 8% in fiscal year 2023 when compared to the year-ago period.

Total unit sales increased approximately 8% to 16.2 million units in 2023 from 15.0 million units in 2022.

The increase in marine revenue was driven by contributions from newly acquired JL Audio, partially offset by declines in multiple product categories.

Auto OEM revenue increased primarily due to increased shipments of domain controllers.

Outdoor revenue decreased primarily due to declines in sales of adventure watches during the first quarter of 2023.

| | | | | | | | | | | | | | | | | | | | | |

| Outdoor | | | 1,072,861 | | | | (2 | %) | | | 1,099,408 | | | | 11 | % | | | 988,662 | |

The fitness and outdoor gross margin increases of 350 basis points and 110 basis points, respectively, were primarily attributable to favorable freight costs.

The aviation gross margin increase of 170 basis points was primarily attributable to lower warranty costs.

| | | | | | | | | | | | | | | | | | | | | |

Total operating expense increased 8% in absolute dollars and was relatively flat as a percent of revenue in fiscal year 2023 compared to fiscal year 2022.

The absolute dollar increase was primarily attributable to increased media spend.

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| Outdoor | | | 515,254 | | | | (10 | %) | | | 573,281 | | | | 9 | % | | | 524,469 | |

During this period, the U.S. Dollar weakened 12.3% against the Polish Zloty and 3.1% against the Euro, resulting in gains of $24.4 million and $8.8 million, respectively, partially offset by the U.S. Dollar weakening at times during the year against the Taiwan Dollar, resulting in a net loss of $5.1 million.

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| | | 52-Weeks Ended December 30, 2023 | | | | 53-Weeks Ended December 31, 2022 | | | | 52-Weeks Ended December 25, 2021 | | |

| Income before income taxes | | $ | 1,200,356 | | | $ | 1,064,974 | | | $ | 1,206,796 | |

| Income tax provision (benefit) | | | (89,280 | ) | | | 91,389 | | | | 124,596 | |

| Effective tax rate | | | (7 | %) | | | 9 | % | | | 10 | % |

This section provides discussion and a year-to-year comparison for the fiscal years ended December 31, 2022 and December 25, 2021.

The fitness, outdoor, aviation, and marine operating segments represented reportable segments during 2022, 2021, and 2020.

The consumer auto and auto OEM operating segments, which serve the auto market, did not meet the quantitative thresholds to separately qualify as reportable segments, and they are therefore reported together in an “all other” category captioned as auto.

Fitness, outdoor, aviation, marine, and auto are collectively referred to as our reported segments.

We expect certain of these challenges to persist into 2023.

While Russia’s invasion of Ukraine has not had a material direct impact on our business, and our related direct exposure is limited, the nature and degree of the effects of that conflict, as well as the other effects of the current business environment over time remain uncertain.

Goodwill

We allocate goodwill to reporting units in proportion to the expected benefit from each business combination.

Each of the Company’s operating segments represent a distinct reporting unit.

Goodwill is tested for impairment at the reporting unit level on an annual basis and between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying value.

These events or circumstances could include a significant change in the operating performance indicators, competition, or expectations about future market or economic conditions.

Application of the goodwill impairment test requires significant judgment, including the identification of reporting units, assignment of assets and liabilities to reporting units, assignment of goodwill to reporting units, and determination of the fair value of each reporting unit.

The fair value of each reporting unit is estimated through the use of a discounted cash flow methodology.

This analysis requires significant assumptions, including discount rate, projected future revenues, projected future operating margins, and terminal growth rates.

The estimates used to calculate the fair value of a reporting unit change from year to year based on operating results, market conditions, and other factors.

Changes in these estimates and assumptions could materially affect the determination of fair value and goodwill impairment for each reporting unit.

In the first quarter of fiscal 2022 the Company refined the methodology used in classifying certain indirect costs as research and development expense, which we believe provides a more meaningful representation of costs incurred to support research and development activities.

Additionally, in the first quarter of fiscal 2022 the methodology used to allocate certain selling, general, and administrative expenses to the segments was refined to allocate these expenses in a more direct manner to provide the Company’s CODM with a more meaningful representation of segment profit or loss.

The Company’s composition of operating segments and reportable segments did not change at that time.

These changes in classification and allocation had no effect on the Company’s consolidated operating or net income.

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | | | | | | | | | | | Auto | | | | | | | | | | |

| Net sales | | $ | 1,317,498 | | | $ | 1,128,081 | | | $ | 622,820 | | | $ | 657,848 | | | $ | 460,326 | | | $ | 275,493 | | | $ | 184,833 | |

| Cost of goods sold | | | 619,959 | | | | 388,304 | | | | 169,812 | | | | 273,398 | | | | 253,764 | | | | 135,629 | | | | 118,135 | |

| Gross profit | | | 697,539 | | | | 739,777 | | | | 453,008 | | | | 384,450 | | | | 206,562 | | | | 139,864 | | | | 66,698 | |

| Total operating expenses | | | 392,256 | | | | 301,580 | | | | 306,400 | | | | 207,266 | | | | 219,594 | | | | 94,831 | | | | 124,763 | |

| Operating income (loss) | | $ | 305,283 | | | $ | 438,197 | | | $ | 146,608 | | | $ | 177,184 | | | $ | (13,032 | ) | | $ | 45,033 | | | $ | (58,065 | ) |

| Outdoor | | | 1,495,167 | | | | 17 | % | | | 1,281,933 | | | | 14 | % | | | 1,128,081 | |

| Auto | | | 558,918 | | | | (4 | %) | | | 579,455 | | | | 26 | % | | | 460,326 | |

| Consumer Auto | | | 275,108 | | | | (15 | %) | | | 324,731 | | | | 18 | % | | | 275,493 | |

Net sales decreased 2% in fiscal year 2022 when compared to the year-ago period primarily due to the strengthening of the U.S. Dollar relative to other major currencies.

Total unit sales decreased approximately 9% to 15.0 million units in 2022 from 16.6 million units in 2021, which differs from the percent change in revenue primarily due to shifts in segment and product mix.

The increase in marine revenue was driven by sales growth in multiple categories, led by strong demand for our sonar products.

Fitness revenue decreased due to declines across all product categories.

Auto revenue decreased as a sales decline in our consumer auto products more than offset the growth from auto OEM program model launches.

| Outdoor | | | 969,810 | | | | 16 | % | | | 834,837 | | | | 13 | % | | | 739,777 | |

| Auto | | | 220,028 | | | | (3 | %) | | | 227,166 | | | | 10 | % | | | 206,562 | |

| Consumer Auto | | | 129,598 | | | | (16 | %) | | | 153,825 | | | | 10 | % | | | 139,864 | |

The fitness gross margin decrease of 320 basis points was primarily due to a stronger U.S. Dollar relative to other major currencies in fiscal 2022 when compared to fiscal 2021.

The currencies that have historically created a majority of the Company’s exchange rate exposure are the Taiwan [removed: Dollar] [added: Dollar, Euro,] and [removed: Euro.][added: Polish Zloty.]

The Company translates all assets and liabilities at [removed: year‐end] [added: year-end] exchange rates and income and expense accounts at rates prevailing during the year.

[removed: The functional currency of our largest European subsidiary, Garmin (Europe) Ltd. is the U.S. Dollar, and as some transactions occur in British Pounds Sterling or Euros, foreign] [added: Foreign] currency gains or losses have been realized historically related to the movements of those currencies relative to the U.S. Dollar.

During fiscal year [removed: 2022,] [added: 2023,] the Company incurred a net foreign currency [removed: loss] [added: gain] of [removed: $11.3] [added: $26.4] million.

The U.S. Dollar [removed: strengthened] [added: weakened] against the [removed: Australian Dollar,] Polish [removed: Zloty, Chinese Yuan, Euro, Japanese Yen,] [added: Zloty] and [removed: British Pound Sterling,] [added: Euro,] partially offset by the U.S. Dollar strengthening against the Taiwan Dollar.

The remaining net currency loss of [removed: $7.9] [added: $1.7] million was related to the impacts of other currencies, each of which was individually immaterial.

These and other currency moves during fiscal year [removed: 2022] [added: 2023] also resulted in a currency translation adjustment of [removed: $149.4] [added: $14.5] million within accumulated other comprehensive income (loss).

Based on monetary assets and liabilities denominated in currencies other than respective functional currencies as of December [removed: 31, 2022] [added: 30, 2023] and December [removed: 25, 2021,] [added: 31, 2022,] hypothetical and reasonably possible adverse changes of 10% for the Taiwan Dollar, Euro, Polish Zloty, Japanese Yen, [removed: Swiss Franc,] and Australian Dollar would have resulted in an adverse impact on income before income taxes of approximately [removed: $81] [added: $102] million and [removed: $68] [added: $81] million, respectively.

We have no outstanding long-term debt as of December [removed: 31, 2022.][added: 30, 2023 and otherwise have no meaningful debt-related interest rate risk.]

As interest rates change, the unrealized gains and losses associated with [removed: those] [added: our available-for-sale debt] securities will fluctuate accordingly.

As of December [removed: 31, 2022] [added: 30, 2023] and December [removed: 25, 2021,] [added: 31, 2022,] the Company had not recognized an allowance for credit losses on any securities in an unrealized loss position.

Based on balance sheet positions as of December [removed: 31, 2022] [added: 30, 2023] and December [removed: 25, 2021,] [added: 31, 2022,] the hypothetical and reasonably possible 100 basis point increases in interest rates across all securities would have resulted in declines in portfolio fair market value of approximately [removed: $31] [added: $25] million and [removed: $40] [added: $31] million at December [removed: 31, 2022] [added: 30, 2023] and December [removed: 25, 2021,] [added: 31, 2022,] respectively.

The functional currency of our largest European subsidiary, Garmin (Europe) Ltd., is the U.S. Dollar, although some transactions occur in British Pound Sterling or Euros.

The functional currency of Garmin Wroclaw, a subsidiary headquartered in Poland that manufactures certain auto OEM products, is the Polish Zloty.

During fiscal 2023, the U.S. Dollar weakened 12.3% against the Polish Zloty, and 3.1% against the Euro, resulting in gains of $24.4 million and $8.8 million, respectively, partially offset by the U.S. Dollar strengthening at times during the year against the Taiwan Dollar, resulting in a net loss of $5.1 million.

During fiscal 2022, the U.S. Dollar strengthened 6.4% against the Australian Dollar, 7.1% against the Polish Zloty, 8.5% against the Chinese Yuan, 5.4% against the Euro, 12.7% against the Japanese Yen, and 9.6% against the British Pound Sterling, resulting in losses of $8.9 million, $6.0 million, $5.8 million, $5.1 million, $3.7 million, and $1.9 million, respectively, partially offset by the U.S. Dollar strengthening 9.7% against the Taiwan Dollar, resulting in a gain of $28.0 million.

We, therefore, have no meaningful debt-related interest rate risk.

For more than 30 years, Garmin Ltd. and [added: its] subsidiaries (collectively, [added: we, our, us,] the [removed: “Company”] [added: Company] or [removed: “Garmin”)] [added: Garmin)] have pioneered new [removed: wireless devices,] [added: products,] many of which feature location technology such as Global Positioning System (GPS), and applications that are designed for people who live an active lifestyle.

Garmin serves five primary markets: fitness, outdoor, aviation, marine, and [removed: auto.][added: auto OEM.]

We design, develop, manufacture, market, and distribute a diverse family of [removed: hand-held, wearable, portable, and fixed-mount] GPS-enabled products and other navigation, communications, sensor-based and information products for these [removed: markets.][added: markets, as well as products installed by original equipment manufacturers (OEMs) and for aftermarket applications.]

Since the inception of its business, Garmin has delivered over [removed: 266] [added: 282] million products, which included more than [removed: 15] [added: 16] million products delivered during fiscal [removed: 2022.][added: 2023.]

Garmin’s annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, proxy statement and Forms 3, 4 and 5 filed by Garmin’s directors and executive officers and all amendments to those reports will be made available free of charge through the Investor Relations section of Garmin’s website [removed: (http://www.garmin.com)] [added: (www.garmin.com)] as soon as reasonably practicable after such material is electronically filed with, or furnished to, the Securities and Exchange Commission (the [removed: “SEC”).][added: SEC).]

The SEC maintains a website [removed: (http://www.sec.gov)] [added: (www.sec.gov)] that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC.

Garmin offers a broad range of solutions across its [removed: reported] [added: reportable] segments as outlined below.

In general, Garmin believes that its products are known for their value, high performance, ease of use, innovation, and [removed: ergonomics.][added: appealing design.]

Many of the Company’s products utilize [removed: Global Positioning System (GPS)] [added: GPS] and other global navigation satellite systems (GNSS) receivers to support product features such as navigation, global positioning, and tracking.

GPS is a United States owned satellite network constellation that supports global positioning, [removed: communication,] [added: timing,] and navigation, providing precise geographic location and related data to both commercial and government GPS receivers.

[removed: In addition to GPS,] Garmin products [removed: utilize other global navigation satellite systems (GNSS) including the Russian Global Navigation Satellite System (GLONASS), the European Union Galileo system (Galileo), and the Chinese BeiDou Navigation Satellite System (BDS), and satellite based] [added: also use satellite-based] augmentation systems (SBAS) including the U.S. Wide Area Augmentation System (WAAS), the Japanese MTSAT-based Satellite Augmentation System [removed: (MSAS) and Quasi-Zenith Satellite System (QZSS),] [added: (MSAS),] and the European Geostationary Navigation Overlay Service (EGNOS) aviation Safety of Life (SoL) service.

Depending on the model, features include wrist-based heart rate monitoring, wrist-based pulse oximeter, [added: AMOLED displays,] music storage capabilities, mapping capabilities, LTE Connectivity, solar charging, and Garmin Pay™ contactless payment.

*Cycling Products:* Garmin cycling products include cycling computers (with solar charging on the latest models), power meters, bike radars, cameras, [removed: and] smart [removed: lights.][added: lights, and speed and cadence sensors.]

[removed: *Activity Tracking and Smartwatch] [added: *Smartwatch] Devices:* Garmin offers a wide range of [removed: activity tracking devices and] smartwatch devices.

The Garmin product offerings include [removed: activity tracking fitness bands,] GPS-enabled smartwatches, [removed: and] fashion-forward hybrid smartwatches with analog style [removed: displays.][added: displays, and activity tracking fitness bands.]

The activity [removed: tracking and smartwatch] devices offered by Garmin are the [removed: vívomove®] [added: Venu®] series, vívoactive® series, [removed: vívosmart® series, vívofit® series, Venu®] [added: vívomove®] series, Lily® series, [added: vívosmart® series,] and Bounce™ series.

Each series of [removed: activity tracking and] smartwatch devices offered has unique features, all to enhance and promote healthy and active lifestyles.

Features of the [removed: activity tracking and] smartwatch devices, depending on the series and model, include [added: wrist-based heart rate monitoring, AMOLED displays, ECG app,] Garmin Pay, music storage capabilities, [removed: LTE connectivity,] and 24/7 health monitoring.

[removed: *Fitness] [added: *Scales] and [removed: Cycling Accessories:*] [added: Monitors:*] Garmin offers a [removed: wide] range of fitness [removed: and cycling] accessories including chest strap heart rate monitors, [added: smart scales, and] blood pressure [removed: monitors, cycling speed and cadence sensors, and smart scales.][added: monitors.]

[removed: The fēnix and Epix series] [added: *Adventure Watches:* Garmin adventure watches] offer [removed: premium multisport smartwatches with features such as] [added: a wide range of features, including] wrist-based biometrics, [added: sports apps, solar charging,] music storage capabilities, preloaded full-color purpose-built adventure mapping of topography, ski resorts, and golf courses, [removed: as well as] [added: built-in LED flashlights, and] Garmin [removed: Pay™.][added: Pay™, depending on the model.]

The [removed: Enduro] [added: Enduro™] series [removed: offers] [added: is for extreme endurance athletes who want] additional battery and solar charging enhancements to extend battery life, along with advanced training features and competition [removed: modes for extreme endurance athletes.][added: modes.]

The [removed: Descent] [added: Descent™] series [removed: are watch style dive computers that offer divers GPS navigation, multiple dive modes,] [added: is for users wanting additional diving functionality, including integrated air pressure monitoring,] support for up to six gasses, [removed: integrated air pressure monitoring,] and [removed: solar charging, depending on model.][added: multiple dive modes.]

The [removed: MARQ] [added: MARQ®] series [removed: is a] collection of [added: watches is for users seeking a] luxury smart tool [removed: watches] [added: watch] with premium [removed: materials and features unique to each watch.][added: materials.]

*Outdoor [removed: Handhelds:*] [added: Handhelds and Satellite Communicators:*] Garmin offers [removed: outdoor handhelds] [added: devices] under the [removed: Rino®,] Montana®, eTrex®, GPSMAP®, [removed: Foretrex®,] and [removed: inReach®] [added: inReach] product lines.

[removed: Handhelds] [added: Devices] range from basic waypoints [removed: navigation capabilities] [added: navigators] to advanced color touchscreen devices offering barometric altimeter, 3-axis compass, camera, preloaded maps, wi-fi and smartphone connectivity, two-way satellite [removed: communication] [added: communication, using InReach technology, solar charging,] and other features.

[removed: Handhelds with inReach] [added: These devices] include [added: Iridium’s] global satellite [added: communication] technology which, when combined with an active service plan, offers 2-way text messaging, weather forecasts, and S.O.S. capabilities while anywhere in the world.

These S.O.S. capabilities are supported 24/7 by [removed: our] [added: Garmin’s] professionally trained associates at Garmin Response, our global emergency response coordination center.

*Golf [removed: Devices and Mobile App:*] [added: Devices:*] Garmin golf devices are offered under the Approach® product line.

The Approach series includes [removed: handhelds, wearables, club sensors,] [added: watches, laser range finders,] launch monitors, [removed: golf simulators,] [added: club sensors,] and [removed: laser ranging devices.][added: handhelds.]

[removed: Handheld] [added: Wearable] and [removed: wearable] [added: handheld] golf devices provide yardage distances to the front, back, and middle of the green.

*Dog [removed: Tracking and Training] Devices*: Garmin offers a variety of dog tracking and training devices, including those under the Alpha®, PRO, BarkLimiter™, and Delta® product lines.

Avionics are sold directly into aircraft [removed: original equipment manufacturer (OEM)] [added: OEM] applications as well as through Garmin’s worldwide dealer network for retrofit installations on existing aircraft.

Our solutions are available for all aircraft categories and classes; from small piston and electric-powered general aviation [removed: aircraft,] [added: aircraft] to large business jet aircraft, as well as a wide-ranging variety of [removed: helicopters] [added: helicopters, including those] serving critical public service [removed: as well as] [added: and] oil and gas [removed: missions, to name a few.][added: missions.]

Our Autopilots, and Autonomí™ safety-enhancing solutions cover a wide spectrum of aircraft, from large-cabin business jets and [removed: helicopters,] [added: helicopters] to light general aviation aircraft.

*Datalink and Connectivity:* Garmin datalink and connectivity solutions allow pilots to download global weather data, communication via text/voice, as well as select mobile apps to transfer flight plans, manage database subscriptions, [added: perform automatic database updates, monitor aircraft systems in real time 24/7,] and stream weather and traffic data from installed avionics solutions.

Business and commercial aviation customers also benefit from our [added: FltPlan®] safety management system, [added: and our AeroData solutions consisting of] runway analysis and performance data, weight and balance, obstacle clearance, load planning, and navigation database [removed: solutions.][added: products.]

The offerings range from 4-inch portable and fix-mounted products to [removed: 24-inch] [added: 27-inch] fully integrated Glass Helm offerings [added: with 4k resolution displays] and include wireless connectivity to the ActiveCaptain® mobile app.

[removed: Panoptix LiveScope™] [added: LiveScope] provides real-time, high-resolution images that can be seen in downward, perspective, and forward-looking views for locating the fish and seeing what is coming before you get there.

The [removed: Panoptix] [added: Panoptix™] line also offers detailed 3D underwater views of fish and structure under your boat.

The systems incorporate such features as [added: remote steering, speed control, and] Garmin’s patented Shadow Drive™ technology, which automatically disengages the autopilot if the helm is [removed: turned, remote steering and speed control.][added: turned.]

In addition to GPS, Garmin products utilize other global navigation satellite systems (GNSS) including the Russian Global Navigation Satellite System (GLONASS), the European Union Galileo system (Galileo), and the Chinese BeiDou Navigation Satellite System (BDS).

Garmin also uses localized satellite-based systems including the Quasi-Zenith Satellite System (QZSS) and the Indian Regional Navigation Satellite System (IRNSS), with an operational name of NavIC (Navigation with Indian Constellation).

Iridium’s satellite constellation offers global coverage to enable reliable satellite-based communication.

The fēnix® and Epix™ series is for active lifestyle users seeking a premium smartwatch experience.

The Instinct® series offers features for users seeking a rugged and reliable outdoor GPS smartwatch.

The tactix® series is for users looking for tactical-inspired features, such as night vision compatibility and stealth mode.

*InReach® and Garmin Response:* Garmin offers several product lines that feature Garmin’s InReach capabilities.

Garmin maintains a comprehensive collection of over 43,000 golf course maps to provide useful information during real or simulated rounds.

Both the Drive series of full-featured traditional PNDs and the Garmin Dash Cam™ series of GPS-enabled dash cams serve a wide range of consumers.

The dēzl™ ecosystem offers a broad range of products for professional truck drivers including headsets, electronic logging devices, and PNDs with over-the-road trucking features.

*SONAR:* Garmin offers the LiveScope™ sonar system producing high resolution, live sonar views showing the true action under water.

*Audio:* Garmin’s audio brands, Fusion® and JL Audio®, offer premium audio products and accessories, including head units, speakers, amplifiers, subwoofers, and other audio components.

The product line includes the Force Kraken with up to a 90” shaft length and a smaller mounting footprint.

Garmin currently offers the following product categories to the global auto market:

*Domain Controllers:* Garmin is a tier-one supplier of domain controllers, offering remote computing modules that control various systems throughout a vehicle including infotainment, instrumentation, key advanced driver-assistance systems (ADAS) functionality, and rear seat entertainment.

*Infotainment Units:* Garmin is a tier-one supplier of infotainment solutions, with offerings including centralized control and integrated multi-display platforms for premium audio and multimedia, navigation, cameras, smartphone links, customized voice recognition and personal assistants, and rear-seat entertainment instrument clusters.

*Other:* Garmin offers a collection of software, map database, camera, wearable, and other automotive solutions.

Garmin utilizes renewable electricity where it is available to us under reasonable terms and conditions, including at our facilities in Olathe, Kansas.

Some of Garmin’s products utilize a combination of global navigation satellite systems to improve navigational fix, which results in improved accuracy.

Iridium’s use of this constellation gives it the ability to span the entire globe, offering 100 percent coverage worldwide to enable reliable satellite-based communication.

*Adventure Watches:* Garmin adventure watches include the fēnix® series, Epix™ series, Instinct® series, tactix® series, the Enduro™ series, the Descent™ series, and the MARQ® collection.

The fēnix series also offers solar charging depending on model, while the Epix series features a vivid, always-on AMOLED display.

The Instinct series offers a rugged and reliable outdoor GPS smartwatch with built-in sports apps, heart rate sensor, smart connectivity, wellness data, as well as analog movement and solar charging, depending on model.

The tactix series provides preloaded full-color topographical maps and tactical-inspired features, and solar charging, depending on model.

Each series of products is designed to serve unique niche markets.

Over 43,000 preloaded worldwide golf courses are available to be utilized on certain Garmin devices.

*Portable GPS Navigators and Wearables:* Garmin offers portable GPS navigators, smartwatches for pilots, satellite communicators, and portable traffic and weather solutions, providing pilots tools they can take with them from aircraft to aircraft.

*SONAR:* Garmin also offers the Panoptix™ all seeing sonar smart transducer line.

*Entertainment:* Garmin’s entertainment brand, Fusion®, consists of marine audio head units, speakers and amplifiers.

Garmin designs and develops products for use in the auto market that are offered to customers around the world.

*Consumer Auto*

*Auto:* The Drive series offers traditional PNDs for a wide range of consumers.

*Truck:* The dēzl™ series offers over-the-road trucking features.

*Camera:* The Garmin Dash Cam™ series offers GPS-enabled dash cams that provide high-quality video recording, automatic saving of video footage with G-sensor incident detection, and forward collision and lane departure warnings.

The Garmin Dash Cam Live product also offers LTE connectivity, enabling anytime access to live view and videos saved to Garmin Vault cloud storage through the Garmin Drive™ mobile app.

Dash cams are offered as compact, standalone cameras that can be mounted to a car windshield or are integrated into various navigators.

Garmin also offers wireless backup cameras that can be utilized with compatible PNDs to display camera footage behind the vehicle.

*Auto OEM*

These range from embedded domain controllers and infotainment units that provide a broad range of functionality, to integrated cameras, in cabin monitoring and gaming solutions.

These support not only the infotainment system in the vehicle, but also key advanced driver-assistance systems (ADAS) functionality as well.

Garmin believes that its principal competitors for consumer automotive products are Rand McNally and TomTom.

Garmin believes the industrial design of its products has played an important role in Garmin’s success.

Sales of our marine and consumer auto products are generally higher in the second quarter.

Garmin has several locations that utilize renewable electricity, including facilities in Olathe, Kansas.

The Company settled or resolved certain matters during the fiscal year ended December [removed: 31, 2022] [added: 30, 2023] that did not individually or in the aggregate have a material impact on the Company’s financial condition or results of operations.

For the fiscal year ended December [removed: 31, 2022][added: 30, 2023]

[removed: ][added: ]

| Registered Shares, [removed: CHF 0.10] [added: $0.10] Per Share Par Value | | GRMN | | New York Stock Exchange |

Aggregate market value of the common shares held by non-affiliates of the registrant as of [removed: June 25, 2022] [added: July 1, 2023] (based on the closing price of the registrant's common shares on the New York Stock Exchange for June [removed: 24, 2022)] [added: 30, 2023)] was approximately [removed: $15,461,000,000.][added: $15,973,000,000.]

Number of shares outstanding of the registrant’s common shares as of February [removed: 17, 2023:][added: 16, 2024:]

Registered Shares, [removed: CHF 0.10] [added: $0.10] par value – [removed: 191,359,482] [added: 191,777,417] (excluding treasury shares)

| Company's Definitive Proxy Statement for the [removed: 2022] [added: 2023] Annual Meeting of Shareholders which will be filed no later than 120 days after December [removed: 31, 2022.] [added: 30, 2023.] | Part III |

[removed: 2022] [added: 2023] Form 10-K Annual Report

| [Cautionary Statement With Respect To Forward-Looking [removed: Comments](#cautionary_statement_with_respect_to_for)] [added: Statements](#cautionary_statement_with_respect_to_for)] | | 3 |

| Item 1A. | [Risk Factors](#item_1a_risk_factors) | [removed: 14] [added: 13] |

| Item 1B. | [Unresolved Staff Comments](#item_1b_unresolved_staff_comments) | [removed: 27] [added: 25] |

| Item 7A. | [Quantitative and Qualitative Disclosures About Market Risk](#item_7a_quantitative_qualitative_disclos) | [removed: 42] [added: 41] |

| Item 8. | [Financial Statements and Supplementary Data](#item_8_financial_statements_supplementar) | [removed: 44] [added: 43] |

| Item 9. | [Changes in and Disagreements with Accountants on Accounting and Financial Disclosure](#item_9_changes_in_disagreements_with_acc) | [removed: 78] [added: 75] |

| Item 9A. | [Controls and Procedures](#item_9a_controls_procedures) | [removed: 78] [added: 75] |

| Item 9B. | [Other Information](#item_9b_or_information) | [removed: 79] [added: 77] |

| Item 9C. | [Disclosure Regarding Foreign Jurisdictions that Prevent Inspections](#item_9c_foreign_jurisdictions) | [removed: 79] [added: 77] |

| Item 10. | [Directors, Executive Officers and Corporate Governance](#item_10_directors_executive_ficers_corpo) | [removed: 80] [added: 78] |

| Item 11. | [Executive Compensation](#item_11_executive_compensation) | [removed: 80] [added: 78] |

| Item 12. | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](#item_12_security_ownership_certain_benef) | [removed: 81] [added: 79] |

| Item 13. | [Certain Relationships and Related Transactions, and Director Independence](#item_13_certain_relationships_related_tr) | [removed: 82] [added: 79] |

| Item 14. | [Principal Accountant Fees and Services](#item_14_principal_accounting_fees_servic) | [removed: 82] [added: 79] |

| Item 15. | [removed: [Exhibits,] [added: [Exhibits and] Financial Statement Schedules](#item_15_exhibits_financial_statement_sch) | [removed: 83] [added: 80] |

| Item 16. | [Form 10-K Summary](#item_16_form_10k_summary) | [removed: 85] [added: 81] |

| | [Signatures](#signatures) | [removed: 86] [added: 82] |

CAUTIONARY STATEMENT WITH RESPECT TO FORWARD-LOOKING [removed: COMMENTS][added: STATEMENTS]

Management’s Discussion and Analysis of Financial [removed: Conditions] [added: Condition] and Results of Operations.” Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of their date.

| Item 1C. | [Cybersecurity](#item_1c_cybersecurity) | 25 |

Risk Management and Strategy

Garmin has a cybersecurity risk management program, generally aligned with the tenets and methodologies of industry standards and best practices such as the National Institute of Standards and Technology (NIST) Cybersecurity Framework, designed to protect the confidentiality, integrity, and availability of the Company’s information systems through assessing, identifying, and managing material risks from cybersecurity threats.

The management of our information system platforms and the related cybersecurity is tightly integrated with Garmin's product development and technology management teams.

Cybersecurity risks are identified, reported, and managed by the Company’s in-house cybersecurity experts as well as third-party providers of penetration test reporting, cyber-threat intelligence, and incident forensics services.

*Material Risk Identification*

The Company identifies risks from cybersecurity threats through a variety of methods including, but not limited to, internal and external assessments, security incidents, evaluations of changes to the business environment, systems, or technology, and reporting by associates, vendors, customers, and security researchers.

These processes occur during the procurement, development, integration, modification, operation, and maintenance of the Company’s information systems and the integration with or introduction, purchase, acquisition, or renewal of any third-party information systems and services.

Notable changes to the Company’s operating environment are scrutinized to ensure the confidentiality, integrity, and availability of the Company's information systems.

*Material Risk Assessment*

The Company evaluates material risks from cybersecurity threats in terms of the potential impact on technology, information, data, and business operations, taking into account applicable laws and regulations, and with a focus on protecting the confidentiality, integrity, and availability of information, data and systems.

Associated risk assessments are performed by the Company’s risk analysts, subject matter experts, and information technology associates to identify, analyze, and quantify the risks and relevant objectives, and to determine the appropriate management action and priorities for managing the risks and implementing mitigating controls.

Additional assessments to evaluate residual risk are performed when there are changes to controls that have the potential to create a material risk.

Risk assessments also include appropriate considerations for regulatory and contractual requirements, and involve the Company’s legal, data privacy, finance, and risk assurance functions as applicable.

*Material Risk Management*

The Company continually analyzes and responds to material risks from cybersecurity threats in order to manage them to acceptable levels.

The results of related risk assessments are used to prioritize the risks based on their potential impact to the Company and to inform the necessary actions and the appropriate functions to be involved in responding to those risks.

Garmin’s cybersecurity risk management processes are integrated into the Company’s overall risk management processes.

Material risks from cybersecurity threats are communicated to the Company’s management and Board of Directors and are evaluated and considered alongside operational, legal, and other risks faced by the Company in determining mitigating actions and the allocation of resources.

*Risks Related to Third-party Service Providers*

Garmin operates a third-party risk management program, which is aligned to NIST principles, to oversee and identify material risks from cybersecurity threats, undertake appropriate remediation, and establish and maintain compensating controls when appropriate.

We conduct cybersecurity assessments of third-party service providers that will process personal, confidential, or proprietary information.

Before proceeding with any such third-party service provider, we require them to remediate or mitigate any material findings from our cybersecurity assessment and to agree contractually to maintain acceptable cybersecurity practices throughout the duration of their service to Garmin and after for so long as they retain any personal, confidential, or proprietary information, and to promptly notify Garmin of any cybersecurity incidents that impact Garmin.

*Risks from Cybersecurity Threats*

While the Company has technology and processes in place designed to detect and respond to cybersecurity threats, we are continually at risk from the evolving cybersecurity threat landscape.

Management does not believe our business strategy, results of operations, or financial condition have been materially affected by risks from cybersecurity threats, but we cannot provide assurance that they will not be materially affected in the future by such risks.

For additional information about risks from cybersecurity threats, see Part I, Item 1A, “Risk Factors” of this Annual Report on Form 10-K.

Governance

*Board of Directors Oversight*

Garmin’s entire Board of Directors performs the risk oversight role, including with respect to risks from cybersecurity threats.

Garmin’s Chief Executive Officer is a member of the Board, and Garmin’s Chief Financial Officer and its General Counsel regularly attend Board meetings, which helps facilitate discussions regarding risk between the Board and Garmin’s senior management.

In addition, on an annual basis Garmin’s head of cybersecurity provides a comprehensive update of the Company’s cybersecurity practices, risks and risk mitigation strategies to the Board of Directors.

Each member of the Board of Directors actively participates in those discussions and has an opportunity to ask questions or provide direction.

Garmin’s Chief Executive Officer and head of cybersecurity also have discussions with members of the Board of Directors on an ad hoc basis as appropriate if and when a specific cybersecurity risk arises.

*Management’s Role Managing Risk and Monitoring Incidents*

Garmin's head of cybersecurity, who has over 30 years of relevant cybersecurity experience, oversees the Company’s cybersecurity risk management program and is responsible for assessing and managing the Company’s material risks from cybersecurity threats.

Garmin’s head of cybersecurity regularly meets with the Company’s senior management, including the Chief Executive Officer, to discuss the Company’s cybersecurity practices, risks, risk mitigation strategies, and whether further investments in internal or external cybersecurity resources are warranted.

If the cybersecurity team detects a potentially significant cybersecurity incident it is escalated promptly to the Company’s head of cybersecurity, who then activates the Company’s incident response plan and convenes the incident response team, which includes leaders of the Company’s Legal, Finance, Operations, Communications, Risk Assurance, and other departments and executive leadership as appropriate.

The Chief Executive Officer will inform the Company’s Board of Directors of any material cybersecurity incidents.

Garmin Corporation owns and occupies a 247,000 square foot facility at No. 68, Zhangshu 2nd Road, Xizhi Dist., New Taipei City, Taiwan, a 185,000 square foot facility at [removed: No.97,] [added: No. 97,] Sec.

These facilities are used for the manufacturing and warehousing of most of Garmin’s fitness, outdoor, [removed: marine,] and [removed: consumer auto] [added: marine] products, as well as portable aviation [added: products and some Auto OEM] products.

Garmin International, Inc. leases facilities of approximately 341,000 square feet at 10369 N Commerce Pkwy, Miramar, Florida, U.S. These facilities are used for design and development, manufacturing, and warehousing of JL Audio branded audio products.

The Company believes its existing facilities and properties are in good operating condition and are suitable for the conduct of its business.

[removed: Kao, age 74, has served as Executive Chairman] [added: Dr. Kao is one] of [removed: Garmin Ltd. since January 2013] [added: Garmin’s co-founders] and [removed: was] previously [added: served as] Chairman [removed: of Garmin Ltd.] from August 2004 to December 2012 and Co-Chairman [removed: of Garmin Ltd.] from August 2000 to August 2004.

He served as Chief Executive Officer [removed: of Garmin Ltd.] from August 2002 to December 2012 and [removed: previously served] as Co-Chief Executive Officer from August 2000 to August 2002.

[removed: Pemble, age 57,] [added: He] has [added: also] served as a director of Garmin Ltd. since August 2004.

[removed: He] [added: Pemble] has served as President and Chief Executive Officer of Garmin Ltd. since January 2013.

Mr. Pemble [removed: has served] [added: also serves] as a director and officer of various Garmin [removed: subsidiaries since August 2003.][added: subsidiaries.]

[removed: Boessen, age 60,] [added: Boessen] has served as Chief Financial Officer and Treasurer of Garmin Ltd. since [added: joining Garmin in] July 2014.

Mr. Boessen [removed: has served] [added: also serves] as a director and officer of various Garmin [removed: subsidiaries since July 2014.][added: subsidiaries.]

[removed: Etkind, age 67,] [added: Etkind] has served as Vice President, General Counsel and Secretary of Garmin Ltd. since June 2009.

Mr. Etkind [removed: has served] [added: also serves] as a director and officer of various Garmin [removed: subsidiaries since December 2001.][added: subsidiaries.]

Not applicable.

Garmin’s executive officers as of February 21, 2024 were as follows:

| | | |

| --- | --- | --- |

| Name | Office | Age |

| Dr. Min Kao | Executive Chairman | 75 |

| Clifton Pemble | President and Chief Executive Officer | 58 |

| Douglas Boessen | Chief Financial Officer and Treasurer | 61 |

| Andrew Etkind | Vice President, General Counsel and Secretary | 68 |

| Patrick Desbois | Executive Vice President, Operations | 55 |

| Philip Straub | Executive Vice President, Managing Director – Aviation | 53 |

| Danny Bartel | Vice President, Worldwide Sales | 74 |

| Sean Biddlecombe | Managing Director, EMEA | 59 |

| Susan Lyman | Vice President, Global Consumer Marketing | 58 |

| Laurie Minard | Vice President, Human Resources | 57 |

| Matthew Munn | Vice President, Managing Director – Auto OEM | 62 |

| Wang Cheng-Wei | General Manager of Garmin Corporation | 59 |

Kao has served as Executive Chairman of Garmin Ltd. since January 2013.

Since joining Garmin in October 1989 as a Software Engineer, he has held various other positions, including President and Chief Operating Officer, Vice President - Engineering and Director of Engineering.

He joined Garmin as General Counsel of Garmin International, Inc. in February 1998.

Patrick Desbois has served as Executive Vice President, Operations of Garmin International, Inc., a principal subsidiary of Garmin Ltd., since February 2017.

He joined Garmin in November 2011 as Vice President, Executive Office.

Philip Straub has served as Executive Vice President, Managing Director - Aviation of Garmin International, Inc. since February 2017.

Since joining Garmin in July 1993 as a Software Engineer, he has held various other positions, including Director of Engineering and Software Engineering Manager.

Mr. Straub also serves as a director and officer of various other Garmin subsidiaries.

Danny Bartel has served as Vice President, Worldwide Sales of Garmin International, Inc. since October 2006.

Since joining Garmin as a Sales Manager in November 1992, he has held various other positions, including Senior Director Worldwide Sales, Director Consumer Sales and Director International Marketing.

Mr. Bartel also serves as a director and officer of various other Garmin subsidiaries.

Sean Biddlecombe has served as Managing Director, EMEA for Garmin (Europe) Ltd., a principal subsidiary of Garmin Ltd., since February 2011.

He joined Garmin in February 1994 as General Manager of Garmin (Europe) Ltd. Mr. Biddlecombe also serves as a director and officer of various other Garmin subsidiaries.

Susan Lyman has served as Vice President, Global Consumer Marketing of Garmin International, Inc. since June 2016.

Since rejoining Garmin in 2010, she has held the positions of Product Manager, Team Leader Marketing and Director Marketing.

Ms. Lyman previously worked for Garmin as a Marketing Manager from 1996 to 1999.

Laurie Minard has served as Vice President, Human Resources of Garmin International, Inc. since July 2007.

Since joining Garmin in March 1996, she has held the positions of Human Resources Specialist and Director, Human Resources.

Matthew Munn has served as Vice President, Managing Director – Auto OEM of Garmin International, Inc. since joining Garmin in May 2011.

Wang Cheng-Wei has served as General Manager of Garmin Corporation, a principal subsidiary of Garmin Ltd., since April 2019.

Since joining Garmin in July 1992, he has served in various other positions, including as a Supervisor, Manager, Director and Assistant General Manager of Garmin Corporation.

Mr. Wang also serves as a director and officer of various other Garmin subsidiaries.

All executive officers are elected annually and hold office until their successors are chosen and qualify or until their removal or resignation.

None.

Pursuant to General Instruction G(3) of Form 10-K and instruction 3 to paragraph (b) of Item 401 of Regulation S-K, the following list is included as an unnumbered Item in Part I of this Annual Report on Form 10-K in lieu of being included in the Company’s Definitive Proxy Statement in connection with its annual meeting of shareholders scheduled for June 9, 2023.

Dr. Kao served as a director and officer of various subsidiaries of the Company from August 1990 until January 2013.

Dr. Kao holds Ph.D. and MS degrees in Electrical Engineering from the University of Tennessee and a BS degree in Electrical Engineering from National Taiwan University.

Previously, he served as President and Chief Operating Officer of Garmin Ltd. from October 2007 to December 2012.

Previously, he was Vice President, Engineering of Garmin International, Inc. from 2005 to October 2007, Director of Engineering of Garmin International, Inc. from 2003 to 2005, Software Engineering Manager of Garmin International, Inc. from 1995 to 2002, and a Software Engineer with Garmin International, Inc. from 1989 to 1995.

Mr. Pemble holds BA degrees in Mathematics and Computer Science from MidAmerica Nazarene University.

He previously served as Chief Financial Officer of EiKO Global, LLC from September 2013 to May 2014, as well as Collective Brands, Inc. from November 1997 to November 2012.

Mr. Boessen is a certified public accountant and holds a BS degree in Business from the University of Central Missouri and is a graduate of the executive development program at Northwestern University’s Kellogg Graduate School of Management.

He was previously General Counsel and Secretary of Garmin Ltd. from August 2000 to June 2009.

He has been Vice President and General Counsel of Garmin International, Inc. since July 2007, General Counsel since February 1998, and Secretary since October 1998.

Mr. Etkind holds BA, MA and LLM degrees from Cambridge University, England and a JD degree from the University of Michigan Law School.

All executive officers are elected by and serve at the discretion of the Company’s Board of Directors.

None of the executive officers have an employment agreement with the Company.

Prior to December 7, 2021, Garmin's [removed: share] [added: shares] were traded on The Nasdaq Stock Market, LLC under the symbol “GRMN” since its initial public offering on December 8, 2000 (the “IPO”).

As of January 31, [removed: 2023,] [added: 2024,] there were [removed: 288] [added: 290] shareholders of record.

Share repurchase activity during the [removed: 14-week] [added: 13-week] period ended December [removed: 31, 2022,] [added: 30, 2023,] summarized on a trade-date basis, was as follows (in thousands, except per share amounts):

| Period | | Total Number of Shares Purchased (1) | | | | Average Price Paid Per Share (2) | | | | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs | | | | Approximate Dollar Value of Shares That May Yet Be Purchased Under the [removed: Program] [added: Plans or Programs] | | |

(1) The Board of Directors approved a share repurchase program on April 22, 2022 (the [removed: "Program"),] [added: "2022 Program") that was announced on April 27, 2022,] authorizing the Company to purchase up to $300 million of its common [removed: shares as determined by management at its discretion.][added: shares, exclusive of the cost of any associated excise tax.]

Share repurchases may [removed: be] [added: have been] made in the open market or in privately negotiated transactions, including under plans complying with the provisions of Rule 10b5-1 and Rule 10b-18 of the Securities Exchange Act of 1934, as amended.

The timing and volume of share repurchases [removed: are] [added: were] subject to market conditions, business conditions and applicable laws, and [removed: are] [added: were] at management’s discretion.

The [added: 2022] Program [removed: does] [added: did] not require the purchase of any minimum number of shares and may [removed: be] [added: have been] suspended or discontinued at any time.

The share repurchase authorization [removed: expires] [added: expired] on December 29, 2023.

See Note 8 [added: of the Notes to Consolidated Financial Statements included] in Part II, Item 8 of this Annual Report [added: on Form 10-K] for additional information related to share repurchases.

(2) Average price paid per share includes costs associated with the [removed: repurchases.][added: repurchases, except for the cost of any associated excise tax.]

The graph below matches Garmin Ltd.'s cumulative 5-Year total shareholder return on common [removed: stock] [added: shares] with the cumulative total returns of the NASDAQ Composite [removed: Index] [added: Index, the S&P 500 Index,] and the S&P 500 [added: Consumer Discretionary] Index.

The graph tracks the performance of a $100 investment in our common [removed: stock] [added: shares] and in each index (with the reinvestment of all dividends) from December [removed: 30, 2017 (“12/30/17”)] [added: 29, 2018 (“12/29/18”)] to December [removed: 31, 2022 (“12/31/22”).][added: 30, 2023 (“12/30/23”).]

[removed: ][added: ]

*The [removed: stock] [added: share] price performance included in this graph is not necessarily indicative of future [removed: stock] [added: share] price performance.*

| October 1, 2023 - October 28, 2023 | | | 57 | | | $ | 103.17 | | | | 57 | | | $ | 12,230 | |

| October 29, 2023 - November 25, 2023 | | | 30 | | | $ | 116.10 | | | | 30 | | | $ | 8,782 | |

| November 26, 2023 - December 30, 2023 | | | 71 | | | $ | 123.75 | | | | 71 | | | $ | 0 | |

| Total | | | 158 | | | | | | | | 158 | | | | | |

Dividends

Future dividends on our common shares, if any, must be approved by our shareholders.

In exercising their discretion to recommend to the shareholders that such dividends be approved, our Board of Directors will consider our financial condition, results of operations, cash requirements and surplus, statutory requirements of applicable law, contractual restrictions, and other factors that they may deem relevant.

For additional information, see the risk factor in Part I, Item 1A, of this Annual Report on Form 10-K entitled "We have limited capital reserves from which to make distributions without subjecting our shareholders to Switzerland withholding tax."

Beginning in fiscal year 2024, the graph will include only the S&P 500 Index and the S&P 500 Consumer Discretionary Index.

Garmin Ltd. believes the S&P 500 Consumer Discretionary Index is more relevant than the NASAQ Composite Index as the published industry index following the transfer of Garmin Ltd.’s stock listing from the Nasdaq Stock Market to the New York Stock Exchange.

| | | 12/29/18 | | | | 12/28/19 | | | | 12/26/20 | | | | 12/25/21 | | | | 12/31/22 | | | | 12/30/23 | | |

| Garmin Ltd. | | | 100.00 | | | | 160.96 | | | | 201.42 | | | | 229.51 | | | | 162.26 | | | | 232.18 | |

| NASDAQ Composite | | | 100.00 | | | | 136.69 | | | | 198.10 | | | | 242.03 | | | | 163.28 | | | | 236.17 | |

| S&P 500 | | | 100.00 | | | | 131.49 | | | | 155.68 | | | | 200.37 | | | | 164.08 | | | | 207.21 | |

| S&P 500 Consumer Discretionary | | | 100.00 | | | | 127.94 | | | | 170.54 | | | | 212.21 | | | | 133.63 | | | | 190.29 | |

| September 25, 2022 - October 22, 2022 | | | 516 | | | $ | 81.61 | | | | 516 | | | $ | 144,161 | |

| October 23, 2022 - November 19, 2022 | | | 161 | | | $ | 88.18 | | | | 161 | | | $ | 129,992 | |

| November 20, 2022 - December 31, 2022 | | | 395 | | | $ | 92.30 | | | | 395 | | | $ | 93,477 | |

| Total | | | 1,072 | | | | | | | | 1,072 | | | | | |

| | | 12/30/17 | | | | 12/29/18 | | | | 12/28/19 | | | | 12/26/20 | | | | 12/25/21 | | | | 12/31/22 | | |

| Garmin Ltd. | | | 100.00 | | | | 108.96 | | | | 175.38 | | | | 219.47 | | | | 250.08 | | | | 176.81 | |

| NASDAQ Composite | | | 100.00 | | | | 97.16 | | | | 132.81 | | | | 192.47 | | | | 235.15 | | | | 158.65 | |

| S&P 500 | | | 100.00 | | | | 95.62 | | | | 125.72 | | | | 148.85 | | | | 191.58 | | | | 156.89 | |

Years Ended December [added: 30, 2023, December] 31, 2022, [removed: December 25, 2021,] and December [removed: 26, 2020][added: 25, 2021]

| [Report of Ernst & Young LLP, Independent Registered Public Accounting Firm](#report_independent_registered_public_acc) (PCAOB ID: 42) | [removed: 45] [added: 44] |

| [Consolidated Statements of Income for the Years Ended December [added: 30, 2023, December] 31, 2022, [removed: December 25, 2021,] and December [removed: 26, 2020](#consolidated_statements_income)] [added: 25, 2021](#consolidated_statements_income)] | [removed: 48] [added: 46] |

| [Consolidated Statements of Comprehensive Income for the Years Ended December [added: 30, 2023, December] 31, 2022, [removed: December 25, 2021,] and December [removed: 26, 2020](#consolidated_statements_comprehensive_in)] [added: 25, 2021](#consolidated_statements_comprehensive_in)] | [removed: 49] [added: 47] |

| [Consolidated Balance Sheets at December [removed: 31, 2022] [added: 30, 2023] and December [removed: 25, 2021](#consolidated_statements_balance_sheet)] [added: 31, 2022](#consolidated_statements_balance_sheet)] | [removed: 50] [added: 48] |

| [Consolidated Statements of Cash Flows for the Years Ended December [added: 30, 2023, December] 31, 2022, [removed: December 25, 2021,] and December [removed: 26, 2020](#consolidated_statements_cash_flows)] [added: 25, 2021](#consolidated_statements_cash_flows)] | [removed: 51] [added: 49] |

| [Consolidated Statements of Stockholders’ Equity for the Years Ended December [added: 30, 2023, December] 31, 2022, [removed: December 25, 2021,] and December [removed: 26, 2020](#consolidated_statements_stockholders_equ)] [added: 25, 2021](#consolidated_statements_stockholders_equ)] | [removed: 53] [added: 51] |

| [Notes to Consolidated Financial Statements](#notes_to_cons_fs) | [removed: 54] [added: 52] |

To the [removed: Stockholders] [added: Shareholders] and the Board of Directors of Garmin Ltd. and Subsidiaries

We have audited the accompanying consolidated balance sheets of Garmin Ltd. and Subsidiaries (the Company) as of December [removed: 31, 2022] [added: 30, 2023] and December [removed: 25, 2021,] [added: 31, 2022,] the related consolidated statements of income, comprehensive income, stockholders’ equity and cash flows for each of the three years in the period ended December [removed: 31, 2022,] [added: 30, 2023,] and the related notes (collectively referred to as the “consolidated financial statements”).

In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December [removed: 31, 2022] [added: 30, 2023] and December [removed: 25, 2021,] [added: 31, 2022,] and the results of its operations and its cash flows for each of the three years in the period ended December [removed: 31, 2022,] [added: 30, 2023,] in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December [removed: 31, 2022,] [added: 30, 2023,] based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) and our report dated February [removed: 22, 2023,] [added: 21, 2024,] expressed an unqualified opinion thereon.

Critical Audit [removed: Matters][added: Matter]

The critical audit [removed: matters] [added: matter] communicated below [removed: are matters] [added: is a matter] arising from the current period audit of the financial statements that [removed: were] [added: was] communicated or required to be communicated to the audit committee and that: (1) [removed: relate] [added: relates] to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments.

The communication of [added: the] critical audit [removed: matters] [added: matter] does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit [removed: matters] [added: matter] below, providing [added: a] separate [removed: opinions] [added: opinion] on the critical audit [removed: matters] [added: matter] or on the accounts or disclosures to which [removed: they relate.][added: it relates.]

| *Description of the Matter* | The Company accounts for uncertainty in income taxes in accordance with the [added: FASB] ASC [removed: Topic 740,] [added: 740 topic,] *Income Taxes*. The Company operates in a multinational tax environment and is subject to tax laws, regulations and guidelines for intercompany transactions that have transfer pricing subjectivity. The Company uses significant judgment to evaluate uncertain tax positions and determine whether the threshold for recognition has been met and to measure the largest amount of benefit that is more likely than not to be realized upon ultimate settlement. As discussed in Note 5 to the consolidated financial statements, the Company’s balance of gross unrecognized income tax benefits was [removed: $31] [added: $14] million at December [removed: 31, 2022,] [added: 30, 2023,] primarily related to transfer pricing positions. Auditing management’s assessment and measurement of material tax positions is complex and involved especially subjective and complex [removed: judgements.] [added: judgments.] The assessment process involves both significant judgment to evaluate each position against the recognition threshold and estimation because the pricing of the intercompany transactions is based on pricing analyses that may produce a number of different outcomes or ranges of outcomes (e.g., the price that would be charged in an arm’s-length transaction). Each transfer pricing tax position carries unique facts and circumstances that must be evaluated, and ultimate resolution will be dependent on uncontrollable factors, such as the interpretation of laws and regulations; new case law; the willingness of the income tax authority to settle the issue, including the timing thereof; and other factors. |

| *How We Addressed the Matter in Our Audit* | We obtained an understanding, evaluated the design and tested the operating effectiveness of controls that address the risks of material misstatement relating to the identification, assessment, measurement and valuation of uncertain tax positions related to transfer pricing from intercompany transactions. For example, we tested controls over management’s review of intercompany transfer pricing positions against the measurement criteria, review of inputs and calculations of these uncertain tax positions, which included management’s evaluation of the ranges of outcomes and pricing conclusions reached within the transfer pricing studies. Our audit procedures included, among others, involving our tax professionals to test the Company’s assessment and measurement of tax positions related to transfer pricing used in intercompany transactions to assess the appropriateness of the ranges of outcomes [removed: utilized and] [added: utilized,] the [added: determination of the likelihood of the outcomes, and any related] pricing [added: or valuation] conclusions reached within the transfer pricing [removed: studies] [added: analyses] conducted by the Company. For example, we compared the transfer pricing methodology utilized by management to alternative methodologies and industry benchmarks. We also verified our understanding of the relevant facts by reading the Company’s correspondence with the relevant tax authorities and any third-party advice obtained by the Company. In addition, we used our knowledge of international and local income tax laws, as well as historical settlement activity from income tax authorities, to evaluate the appropriateness of the Company’s measurement of uncertain tax positions related to transfer pricing used in these intercompany transactions. |

| | | December [removed: 31, 2022] [added: 30, 2023] | | | | December [removed: 25, 2021] [added: 31, 2022] | | | | December [removed: 26, 2020] [added: 25, 2021] | | |

| Net sales | | $ | [removed: 4,860,286] [added: 5,228,252] | | | $ | [removed: 4,982,795] [added: 4,860,286] | | | $ | [removed: 4,186,573] [added: 4,982,795] | |

| Cost of goods sold | | | [removed: 2,053,511] [added: 2,223,297] | | | | [removed: 2,092,336] [added: 2,053,511] | | | | [removed: 1,705,237] [added: 2,092,336] | |

| Gross profit | | | [removed: 2,806,775] [added: 3,004,955] | | | | [removed: 2,890,459] [added: 2,806,775] | | | | [removed: 2,481,336] [added: 2,890,459] | |

| Advertising expense | | | [removed: 168,040] [added: 173,109] | | | | [removed: 171,829] [added: 168,040] | | | | [removed: 151,166] [added: 171,829] | |

| Selling, general and administrative expenses | | | [removed: 775,963] [added: 834,990] | | | | [removed: 721,260] [added: 775,963] | | | | [removed: 623,588] [added: 721,260] | |

| Research and development expense | | | [removed: 834,927] [added: 904,696] | | | | [removed: 778,750] [added: 834,927] | | | | [removed: 652,342] [added: 778,750] | |

| Total operating expense | | | [removed: 1,778,930] [added: 1,912,795] | | | | [removed: 1,671,839] [added: 1,778,930] | | | | [removed: 1,427,096] [added: 1,671,839] | |

| Operating income | | | [removed: 1,027,845] [added: 1,092,160] | | | | [removed: 1,218,620] [added: 1,027,845] | | | | [removed: 1,054,240] [added: 1,218,620] | |

| Interest income | | | [removed: 40,826] [added: 77,302] | | | | [removed: 28,573] [added: 40,826] | | | | [removed: 37,002] [added: 28,573] | |

| Foreign currency [removed: (losses)] gains [added: (losses)] | | | [removed: (11,274] [added: 26,434] | [removed: )] | | | [removed: (45,263] [added: (11,274] | ) | | | [removed: 2,825] [added: (45,263] | [added: )] |

| Other income | | | [removed: 7,577] [added: 4,460] | | | | [removed: 4,866] [added: 7,577] | | | | [removed: 9,343] [added: 4,866] | |

| Total other income (expense) | | | [removed: 37,129] [added: 108,196] | | | | [removed: (11,824] [added: 37,129] | [removed: )] | | | [removed: 49,170] [added: (11,824] | [added: )] |

| Income before income taxes | | | [removed: 1,064,974] [added: 1,200,356] | | | | [removed: 1,206,796] [added: 1,064,974] | | | | [removed: 1,103,410] [added: 1,206,796] | |

| Current | | | [removed: 233,844] [added: 250,446] | | | | [removed: 130,040] [added: 233,844] | | | | [removed: 104,471] [added: 130,040] | |

| Deferred | | | [removed: (142,455] [added: (339,726] | ) | | | [removed: (5,444] [added: (142,455] | ) | | | [removed: 6,615] [added: (5,444] | [added: )] |

| Total income tax provision [added: (benefit)] | | | [removed: 91,389] [added: (89,280] | [added: )] | | | [removed: 124,596] [added: 91,389] | | | | [removed: 111,086] [added: 124,596] | |

| Net income | | $ | [removed: 973,585] [added: 1,289,636] | | | $ | [removed: 1,082,200] [added: 973,585] | | | $ | [removed: 992,324] [added: 1,082,200] | |

| Basic net income per share | | $ | [removed: 5.06] [added: 6.74] | | | $ | [removed: 5.63] [added: 5.06] | | | $ | [removed: 5.19] [added: 5.63] | |

| Diluted net income per share | | $ | [removed: 5.04] [added: 6.71] | | | $ | [removed: 5.61] [added: 5.04] | | | $ | [removed: 5.17] [added: 5.61] | |

| Foreign currency translation adjustment | | | [removed: (149,396] [added: 14,473] | [removed: )] | | | [removed: (39,538] [added: (149,396] | ) | | | [removed: 107,664] [added: (39,538] | [added: )] |

| Change in fair value of available-for-sale marketable securities, net of deferred taxes | | | [removed: (82,972] [added: 34,446] | [removed: )] | | | [removed: (26,054] [added: (82,972] | ) | | | [removed: 19,889] [added: (26,054] | [added: )] |

| Comprehensive income | | $ | [removed: 741,217] [added: 1,338,555] | | | $ | [removed: 1,016,608] [added: 741,217] | | | $ | [removed: 1,119,877] [added: 1,016,608] | |

February 21, 2024

| Net income | | $ | 1,289,636 | | | $ | 973,585 | | | $ | 1,082,200 | |

| *(In thousands)* | | | | | | | | |

| | | December 30, 2023 | | | | December 31, 2022 | | |

| Common shares (195,880 and 198,077 shares authorized and issued;191,777 and 191,623 shares outstanding) | | | 19,588 | | | | 17,979 | |

| Net income | | $ | 1,289,636 | | | $ | 973,585 | | | $ | 1,082,200 | |

| *(In thousands)* | | | | | | | | | | | | | | | | | | | | | | | | |

| Net income | | | — | | | | — | | | | — | | | | 1,289,636 | | | | — | | | | 1,289,636 | |

| Comprehensive income | | | | | | | | | | | | | | | | | | | | | | | 1,338,555 | |

| Dividends | | | — | | | | — | | | | — | | | | (559,036 | ) | | | — | | | | (559,036 | ) |

| Issuance of treasury shares related to equity awards | | | — | | | | (16,580 | ) | | | 60,643 | | | | — | | | | — | | | | 44,063 | |

| Purchase of treasury shares under share repurchase plan, including any associated excise tax | | | — | | | | — | | | | (94,469 | ) | | | — | | | | — | | | | (94,469 | ) |

| Cancellation of treasury shares | | | (238 | ) | | | — | | | | 200,827 | | | | (200,589 | ) | | | — | | | | — | |

| Share capital currency change | | | 1,847 | | | | (1,847 | ) | | | — | | | | — | | | | — | | | | — | |

| Balance at December 30, 2023 | | $ | 19,588 | | | $ | 2,125,467 | | | $ | (330,909 | ) | | $ | 5,263,528 | | | $ | (65,614 | ) | | $ | 7,012,060 | |

December 30, 2023 and December 31, 2022

This change had no effect on the Company’s consolidated results of operations.

| | | December 30, 2023 | | | | | | | | December 31, 2022 | | | | | | |

| | | December 30, 2023 | | | | December 31, 2022 | | |

The Company allocates goodwill to reporting units in proportion to the expected benefit from each business combination.

| Acquisitions | | | — | | | | — | | | | — | | | | 32,014 | | | | — | | | | 32,014 | |

| Goodwill balance as of December 30, 2023 | | $ | 250,380 | | | $ | 179,744 | | | $ | 60,347 | | | $ | 118,003 | | | $ | — | | | $ | 608,474 | |

Application of the goodwill impairment test requires judgment, including the identification of reporting units, assignment of assets and liabilities to reporting units, and assignment of goodwill to reporting units.

If a quantitative impairment test is performed, the fair value of each reporting unit is estimated through the use of a discounted cash flow methodology, which also requires judgment and assumptions, including discount rate, projected future revenues, projected future operating margins, and terminal growth rates.

The estimates used to calculate the fair value of a reporting unit change from year to year based on operating results, market conditions, and other factors.

In the next five years, the amortization expense is estimated to be $30,839, $27,629, $24,425, $20,578, and $15,496, respectively.

*Income Taxes*

In December 2023, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023-09”) to enhance the transparency and decision usefulness of income tax disclosures, primarily related to the rate reconciliation and income taxes paid.

ASU 2023-09 is effective for annual periods beginning after December 15, 2024.

Early adoption is permitted.

The Company is currently evaluating the impact that the updated standard will have on its financial statement disclosures.

*Segment Reporting*

In November 2023, the FASB issued Accounting Standards Update No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (“ASU 2023-07”) to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses.

ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024.

Early adoption is permitted.

The Company is currently evaluating the impact that the updated standard will have on its financial statement disclosures.

| | | December 30, 2023 | | | | December 31, 2022 | | | | December 25, 2021 | | |

| Net sales | | $ | 5,228,252 | | | $ | 4,860,286 | | | $ | 4,982,795 | |

| | | December 30, 2023 | | | | | | | | December 31, 2022 | | | | | | |

| | | December 30, 2023 | | | | December 31, 2022 | | | | December 25, 2021 | | |

| | |

| --- | --- |

Valuation of Goodwill

| *Description of the Matter* | The Company assigns goodwill acquired in business combinations to its reporting units as of each acquisition date. At December 31, 2022, the Company’s goodwill balance related to the consumer auto reporting unit was approximately $77 million. As discussed in Note 1 of the consolidated financial statements, goodwill is tested for impairment at least annually at the reporting unit level. Revenue and profits of the consumer auto reporting unit declined for a number of years through fiscal 2020 as competing technologies emerged and market saturation occurred for certain key products. Revenue and profit of the consumer auto reporting unit has since experienced periods of increases and decreases. Considering uncertainty in qualitative factors, management performed a step one quantitative impairment test of the consumer auto reporting unit in the fourth quarter of 2022. |

| | Auditing management’s annual goodwill impairment test for the consumer auto reporting unit was complex and highly judgmental due to the significant estimation required in determining the fair value of the reporting unit. In particular, the fair value estimate was sensitive to significant assumptions such as the discount rate, projected future revenues, projected future operating margins, and terminal growth rates which are affected by expectations about future market or economic conditions. |

| *How We Addressed the Matter in Our Audit* | We obtained an understanding, evaluated the design and tested the operating effectiveness of controls over the Company’s consumer auto goodwill impairment review process. For example, we tested controls over management's review of the significant assumptions (e.g., discount rate, projected revenue growth rates, projected operating margins, terminal growth rates) used to develop the prospective financial information (PFI) for the quantitative analysis. We also tested management's controls to validate that the data used in the valuation was complete and accurate. To test the estimated fair value of the Company’s consumer auto reporting unit, we performed audit procedures that included, among others, assessing the methodology and testing the significant assumptions discussed above and the underlying data used by the Company in its analysis. We included valuation specialists on our team to review the Company’s model, method, and the more sensitive assumptions such as the discount rate and terminal growth assumptions. We compared the significant assumptions used by management to current industry and economic trends, changes to the Company’s business model, forecasts used in the Company’s annual operating plans and other relevant factors. We assessed the historical accuracy of management’s forecast estimates and performed sensitivity analyses of significant assumptions to evaluate the changes in the fair value of the consumer auto reporting unit that would result from changes in the assumptions. We reconciled the fair value of the reporting unit to its carrying value, testing the Company’s determination of the assets and liabilities used within the reporting unit that are the basis for the carrying value. In addition, we tested management’s reconciliation of the fair value of the reporting units to the market capitalization of the Company. |

February 22, 2023

| *(In thousands, except per share information)* | | | | | | | | |

| Shares, CHF 0.10 par value, 198,077 shares authorized and issued, 191,623shares outstanding at December 31, 2022; and 192,608 shares outstanding at December 25, 2021*:* | | | 17,979 | | | | 17,979 | |

| *(In thousands, except per share information)* | | | | | | | | | | | | | | | | | | | | | | | | |

| Balance at December 28, 2019 | | $ | 17,979 | | | $ | 1,835,622 | | | $ | (345,040 | ) | | $ | 3,229,061 | | | $ | 55,874 | | | $ | 4,793,496 | |

| Net income | | | — | | | | — | | | | — | | | | 992,324 | | | | — | | | | 992,324 | |

| Comprehensive income | | | | | | | | | | | | | | | | | | | | | | | 1,119,877 | |

| Dividends | | | — | | | | — | | | | — | | | | (467,013 | ) | | | — | | | | (467,013 | ) |

| Issuance of treasury stock related to equity awards | | | — | | | | (36,153 | ) | | | 51,354 | | | | — | | | | — | | | | 15,201 | |

In the first quarter of fiscal 2022, the Company refined the methodology used in classifying certain indirect costs in accordance with the way the Company's management is now using the information in decision making, which management believes provides a more meaningful representation of costs incurred to support research and development activities.

As a result, the Company’s consolidated statements of income have been recast for the 52-week periods ended December 25, 2021 and December 26, 2020 to reflect a reclassification of $61,274 and $53,343, respectively, from research and development expense to selling, general, and administrative expense.

Additionally, in the first quarter of fiscal 2022, the methodology used to allocate certain selling, general, and administrative expenses to the segments was refined to allocate these expenses in a more direct manner to provide the Company's Chief Operating Decision Maker (CODM) with a more meaningful representation of segment profit or loss.

The Company’s composition of operating segments and reportable segments did not change at that time.

These changes in classification and allocation had no effect on the Company’s consolidated operating or net income.

Most of these extended terms can be classified as either relating to seasonal sales variations or to the timing of new product releases by the Company.

In the next five years, the amortization expense is estimated to be $29,786, $26,644, $23,682, $20,552, and $16,527, respectively.

| Goodwill balance as of December 26, 2020 | | $ | 272,449 | | | $ | 88,658 | | | $ | 60,347 | | | $ | 82,602 | | | $ | 80,154 | | | $ | 584,210 | |

| Acquisitions | | | — | | | | 14,152 | | | | — | | | | — | | | | — | | | | 14,152 | |

Revenue and profits of the consumer auto reporting unit declined for a number of years through fiscal 2020, as competing technologies emerged and market saturation occurred for certain key products.

Revenue and profit of the consumer auto reporting unit has since experienced periods of increases and decreases and, considering uncertainty in qualitative factors, management performed a quantitative impairment test of the consumer auto reporting unit in the fourth quarter of 2022.

Consistent with the results of the quantitative assessment performed in 2021, the quantitative assessment indicated again in 2022 that the fair value of the reporting unit was substantially in excess of its carrying amount.

The Company’s historical experience is that these types of warranty obligations are generally fulfilled within 5 months from time of sale.

*Financial Instruments – Credit Losses*

In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”).

ASU 2016-13 changed how entities assess and measure credit losses of certain financial instruments, including available-for-sale securities and accounts receivable.

The Company adopted the new standard as of the beginning of the 2020 fiscal year.

The adoption of the standard did not have a material impact on the Company’s consolidated financial statements.

*Receivables – Nonrefundable Fees and Other Costs*

In March 2017, the FASB issued Accounting Standards Update No. 2017-08, Receivables – Nonrefundable Fees and Other Costs (Topic 310-20): Premium Amortization on Purchased Callable Debt Securities (“ASU 2017-08”), which shortened the amortization period for certain callable debt securities held at a premium, requiring the premium to be amortized to the earliest call date.

| Agency securities | | Level 2 | | $ | 7,000 | | | $ | — | | | $ | (110 | ) | | $ | 6,890 | |

| Mortgage-backed securities | | Level 2 | | | 149,692 | | | | 257 | | | | (880 | ) | | | 149,069 | |

| Corporate debt securities | | Level 2 | | | 1,079,390 | | | | 9,830 | | | | (11,827 | ) | | | 1,077,393 | |

| Municipal securities | | Level 2 | | | 356,037 | | | | 1,870 | | | | (4,864 | ) | | | 353,043 | |

| Other | | Level 2 | | | 31,134 | | | | 22 | | | | (873 | ) | | | 30,283 | |

Based on the evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that these disclosure controls and procedures [removed: are effective.][added: were effective as of such date.]

Management of the Company assessed the effectiveness of the Company’s internal control over financial reporting as of December [removed: 31, 2022.][added: 30, 2023.]

Based on such assessment and those criteria, management believes that the Company maintained effective internal control over financial reporting as of December [removed: 31, 2022.][added: 30, 2023.]

Ernst & Young LLP, the independent registered public accounting firm that audited the Company’s consolidated financial statements, issued an attestation report on management’s effectiveness of the Company’s internal control over financial reporting as of December [removed: 31, 2022,] [added: 30, 2023,] as stated in their report which is included herein.

To the [removed: Stockholders] [added: Shareholders] and the Board of Directors of Garmin Ltd. and Subsidiaries

We have audited Garmin Ltd. and Subsidiaries’ internal control over financial reporting as of December [removed: 31, 2022,] [added: 30, 2023,] based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), (the COSO criteria).

In our opinion, Garmin Ltd. and Subsidiaries [removed: (the Company)] maintained, in all material respects, effective internal control over financial reporting as of December [removed: 31, 2022,] [added: 30, 2023,] based on the COSO criteria.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of [removed: the Company] [added: Garmin Ltd and Subsidiaries] as of December [removed: 31, 2022] [added: 30, 2023] and December [removed: 25, 2021,] [added: 31, 2022,] the related consolidated statements of income, comprehensive income, stockholders’ equity and cash flows for each of the three years in the period ended December [removed: 31, 2022,] [added: 30, 2023,] and the related notes and our report dated February [removed: 22, 2023] [added: 21, 2024] expressed an unqualified opinion thereon.

There were no changes in our internal control over financial reporting during the quarter ended December [removed: 31, 2022] [added: 30, 2023] that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

We acquired JL Audio on September 19, 2023, and are in the process of integrating the acquired business into our overall internal control over financial reporting process.

As permitted under applicable regulations, we have excluded it from our assessment of the effectiveness of internal control over financial reporting as of December 30, 2023.

Net sales and total assets (excluding the operating lease right-of-use assets, net identifiable intangible assets, and goodwill) of JL Audio represent 0.8% and 1.1%, respectively, of the related consolidated financial statement amounts for the year ended and as of December 30, 2023.

As indicated in the accompanying Management’s Report on Internal Control over Financial Reporting, management’s assessment of and conclusion on the effectiveness of internal control over financial reporting did not include the internal controls of JL Audio, which was acquired on September 19, 2023 and is included in the 2023 consolidated financial statements of the Company and constituted 1.1% of total assets (excluding the operating lease right-of-use assets, net identifiable intangible assets, and goodwill), as of December 30, 2023 and 0.8% of net sales, for the year then ended.

Our audit of internal control over financial reporting of the Company also did not include an evaluation of the internal control over financial reporting of JL Audio.

February 21, 2024

February 22, 2023

Trading Plans

During the 13-week period ended December 30, 2023, no directors or officers (as defined in Rule 16a-1(f) of the Exchange Act) of the Company adopted or terminated 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 November 7, 2023, 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 7,617 shares of our common shares, subject to certain conditions.

The first trade date will not occur until February 27, 2024 at the earliest, and the plan's maximum duration is until February 20, 2025.

On December 1, 2023, a trust, of which Jonathan Burrell, a Director of the Company, is a co-trustee, 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 150,000 shares of our common shares, subject to certain conditions.

The first trade date will not occur until February 29, 2024 at the earliest, and the plan's maximum duration is until December 31, 2024.

Not applicable.

Garmin’s definitive proxy statement in connection with its annual meeting of shareholders scheduled for June [removed: 9, 2023] [added: 7, 2024] (the “Proxy Statement”) will be filed with the Securities and Exchange Commission no later than 120 days after December [removed: 31, 2022.][added: 30, 2023.]

The information set forth in response to Item 401 of Regulation S-K under the headings “Proposal 5 – Re-election of [removed: six directors”] [added: five directors and election of one new director”] in the Proxy Statement is hereby incorporated herein by reference in partial response to this Item 10.

The information set forth in response to Item 405 of Regulation S-K under the heading “Delinquent Section 16(a) Reports” in the Proxy [removed: Statement] [added: Statement, if applicable,] is hereby incorporated herein by reference in partial response to this Item 10.

The Code is applicable to all Garmin [removed: employees] [added: directors, employees, and officers,] including the [removed: President] [added: principal executive officer,] and [removed: Chief Executive Officer,] the [removed: Chief Financial Officer, the Controller] [added: principal financial] and [removed: other officers.][added: accounting officer.]

A copy of the Code is available on Garmin’s website at: [removed: https://www8.garmin.com/aboutGarmin/invRelations/documents/Code_of_Conduct.pdf.][added: www.garmin.com/codeofconduct.]

If any amendments to the Code are made, or any waivers with respect to the Code are granted to [removed: the President and Chief Executive Officer, the Chief Financial Officer or Controller, or] any [removed: person performing a similar function,] [added: Garmin directors or executive officers,] such [removed: amendment] [added: amendments] or [removed: waiver] [added: waivers] will be disclosed on Garmin’s website at: [removed: https://www8.garmin.com/aboutGarmin/invRelations/documents/Code_of_Conduct.pdf.][added: www.garmin.com/investors/governance.]

The information set forth in response to Item 402 of Regulation S-K under the headings “Executive Compensation Matters” and [removed: “Proposal 5 - Re-election of six directors – Non-Management] [added: “Non-Management] Director Compensation” in the Proxy Statement is hereby incorporated herein by reference in partial response to this Item 11.

The information set forth in response to Item 407(e)(4) of Regulation S-K under the heading [removed: “Proposal 5 -Re-election of six directors – Compensation] [added: “Compensation] Committee Interlocks and Insider Participation; Certain Relationships” in the Proxy Statement is hereby incorporated herein by reference in partial response to this Item 11.

The information set forth in response to Item 407(e)(5) of Regulation S-K under the heading “Executive Compensation [removed: Matters – Compensation Committee Report”] [added: Matters”] in the Proxy Statement is hereby incorporated herein by reference in partial response to this Item 11.

The following table gives information as of December [removed: 31, 2022] [added: 30, 2023] about the Garmin common shares that may be issued under all of the Company’s existing equity compensation plans, as adjusted for stock splits.

| Plan Category | | Number of securities to be issued upon [removed: outstanding options,] exercise of [removed: warrants] [added: outstanding options, warrants,] and rights | | | | [removed: Weighted- average] [added: Weighted-average] exercise price of outstanding options, [removed: warrants] [added: warrants,] and rights | | Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column A) | | |

Table consists of the Garmin Ltd. [removed: 2000 Equity Incentive Plan, as amended and restated on June 27, 2010 (the “2000 Plan”), the Garmin Ltd.] 2005 Equity Incentive Plan, as amended and restated on June [removed: 7, 2019,] [added: 9, 2023,] the Garmin Ltd. Employee Stock Purchase Plan, as amended and restated on June [removed: 7, 2019,] [added: 9, 2023,] and the Garmin Ltd. 2011 Non-Employee Directors’ Equity Incentive Plan, as amended and restated on [removed: February 15, 2019.][added: June 9, 2023.]

| Equity compensation plans approved by shareholders | | | 1,685,597 | | | N/A | | | 3,468,137 | |

| Total | | | 1,685,597 | | | N/A | | | 3,468,137 | |

| Equity compensation plans approved by shareholders | | | 1,836,575 | | | N/A | | | 3,097,074 | |

| Total | | | 1,836,575 | | | N/A | | | 3,097,074 | |

In February 2023, the Board of Directors approved the termination of the 2000 Plan, which was effective immediately and resulted in 532,017 of remaining common shares previously authorized for issuance under the plan to be no longer available for issuance.

The information set forth in response to Item 404 of Regulation S-K under the [removed: heading] [added: headings] “Proposal 5 – Re-election of [removed: six] [added: five] directors [removed: - Compensation] [added: and election of one new director” and “Compensation] Committee Interlocks and Insider Participation; Certain Relationships” in the Proxy Statement is incorporated herein by reference in partial response to this Item 13.

The information set forth in response to Item 407(a) of Regulation S-K under the [removed: headings] [added: heading] “Proposal 5 – Re-election of [removed: six directors”] [added: five directors and election of one new director”] in the Proxy Statement is hereby incorporated herein by reference in partial response to this Item 13.

The consolidated financial statements and related notes, together with the reports of Ernst & Young LLP, appear in Part II, Item 8 “Financial Statements and Supplementary Data” of this [added: Annual Report on] Form 10-K.

| [removed: [3.1](https://www.sec.gov/Archives/edgar/data/1121788/000095017022011549/grmn-ex10_2.htm)] [added: 3.1] | | [Articles of Association of Garmin Ltd., as amended and restated on June [removed: 10, 2022] [added: 9, 2023] (incorporated by reference to Exhibit [removed: 10.2] [added: 10.3] of the Registrant’s Current Report on Form 8-K filed on June [removed: 13, 2022).](https://www.sec.gov/Archives/edgar/data/1121788/000095017022011549/grmn-ex10_2.htm)] [added: 12, 2023).](https://www.sec.gov/Archives/edgar/data/1121788/000095017023027520/grmn-ex10_3.htm)] |

| [removed: [3.2](https://www.sec.gov/Archives/edgar/data/1121788/000121390019024259/f8k103019a1ex3-2_garmin.htm)] [added: 3.2] | | [Organizational Regulations of Garmin Ltd., as amended on October 25, 2019 (incorporated by reference to Exhibit 3.2 of the Registrant’s Amendment No.1 to Current Report on Form 8-K/A filed on November 21, 2019).](https://www.sec.gov/Archives/edgar/data/1121788/000121390019024259/f8k103019a1ex3-2_garmin.htm) |

| [removed: [4.1](https://www.sec.gov/Archives/edgar/data/1121788/000095017023003566/grmn-ex4_1.htm)] [added: 4.1‡] | | [Description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of [removed: 1934.](https://www.sec.gov/Archives/edgar/data/1121788/000095017023003566/grmn-ex4_1.htm)] [added: 1934.](https://www.sec.gov/Archives/edgar/data/1121788/000095017024017559/grmn-ex4_1.htm)] |

| [removed: [10.1](https://www.sec.gov/Archives/edgar/data/1121788/000114420410035282/v188974_ex10-2.htm)] [added: 10.3*] | | [Garmin Ltd. [removed: 2000] [added: 2011 Non-Employee Directors’] Equity Incentive Plan, as amended and restated on [removed: June 27, 2010] [added: February 15, 2019] (incorporated by reference to Exhibit 10.2 of the Registrant’s Current Report on Form 8-K filed on June [removed: 28, 2010).](https://www.sec.gov/Archives/edgar/data/1121788/000114420410035282/v188974_ex10-2.htm)*] [added: 12, 2023).](https://www.sec.gov/Archives/edgar/data/1121788/000095017023027520/grmn-ex10_2.htm)] |

| [removed: [10.2](https://www.sec.gov/Archives/edgar/data/1121788/000095017023003566/grmn-ex10_2.htm)] [added: 10.1*] | | [Garmin Ltd. Employee Stock Purchase Plan, as amended and restated on [removed: February 17, 2023.*](https://www.sec.gov/Archives/edgar/data/1121788/000095017023003566/grmn-ex10_2.htm)] [added: June 9, 2023 (incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K filed on June 12, 2023).](https://www.sec.gov/Archives/edgar/data/1121788/000095017023027520/grmn-ex10_1.htm)] |

| [removed: [10.3](https://www.sec.gov/Archives/edgar/data/1121788/000121390019010354/f8k060719ex10-1_garmin.htm)] [added: 10.2*] | | [Garmin Ltd. 2005 Equity Incentive Plan, as amended and restated on June 7, 2019 (incorporated by reference to Exhibit 10.1 of the Registrant’s [removed: Current] [added: Quarterly] Report on Form [removed: 8-K] [added: 10-Q] filed on [removed: June 10, 2019).](https://www.sec.gov/Archives/edgar/data/1121788/000121390019010354/f8k060719ex10-1_garmin.htm)*] [added: August 2, 2023).](https://www.sec.gov/Archives/edgar/data/1121788/000121390019010354/f8k060719ex10-1_garmin.htm)] |

| [removed: [10.4](https://www.sec.gov/Archives/edgar/data/1121788/000161577419002739/s116041_ex10-63.htm)] [added: 10.6*] | | [removed: [Garmin] [added: [Form of Restricted Stock Unit Award Agreement pursuant to the Garmin] Ltd. 2011 Non-Employee Directors’ Equity Incentive Plan, as amended and restated on February 15, 2019 (incorporated by reference to Exhibit [removed: 10.63] [added: 10.64] of the Registrant’s Annual Report on Form 10-K filed on February 20, [removed: 2019).](https://www.sec.gov/Archives/edgar/data/1121788/000161577419002739/s116041_ex10-63.htm)*] [added: 2019)](https://www.sec.gov/Archives/edgar/data/1121788/000161577419002739/s116041_ex10-64.htm).] |

| [removed: [10.5](https://www.sec.gov/Archives/edgar/data/1121788/000161577418001344/s109029_ex10-62.htm)] [added: 10.13*] | | [Form of Restricted Stock Unit Award Agreement pursuant to the Garmin Ltd. 2005 Equity Incentive Plan, for awards of performance-based and time-based vesting restricted stock unit awards to non-Swiss and non-Canadian grantees who are not executive officers (incorporated by reference to Exhibit [removed: 10.62] [added: 10.5] of the Registrant’s [removed: Annual] [added: Current] Report on Form [removed: 10-K] [added: 8-K] filed on February [removed: 21, 2018).](https://www.sec.gov/Archives/edgar/data/1121788/000161577418001344/s109029_ex10-62.htm)*] [added: 26, 2020).](https://www.sec.gov/Archives/edgar/data/1121788/000121390020004768/f8k022420ex10-5_garmin.htm)] |

| [removed: [10.6](https://www.sec.gov/Archives/edgar/data/1121788/000161577416007773/s104335_ex10-5.htm)] [added: 10.4*] | | [Form of Restricted Stock Unit Award Agreement pursuant to the Garmin Ltd. 2005 Equity Incentive Plan, for Swiss grantees (incorporated by reference to Exhibit 10.5 of the Registrant’s Quarterly Report on Form 10-Q filed on October 26, [removed: 2016).](https://www.sec.gov/Archives/edgar/data/1121788/000161577416007773/s104335_ex10-5.htm)*] [added: 2016).](https://www.sec.gov/Archives/edgar/data/1121788/000161577416007773/s104335_ex10-5.htm)] |

| [removed: [10.7](https://www.sec.gov/Archives/edgar/data/1121788/000161577418001344/s109029_ex10-60.htm)] [added: 10.5*] | | [Form of Restricted Stock Unit Award Agreement pursuant to the Garmin Ltd. 2005 Equity Incentive Plan, for non-Swiss and non-Canadian grantees (incorporated by reference to Exhibit 10.60 of the Registrant’s Annual Report on Form 10-K filed on February 21, [removed: 2018).](https://www.sec.gov/Archives/edgar/data/1121788/000161577418001344/s109029_ex10-60.htm)*] [added: 2018).](https://www.sec.gov/Archives/edgar/data/1121788/000161577418001344/s109029_ex10-60.htm)] |

| [removed: [10.8](https://www.sec.gov/Archives/edgar/data/1121788/000161577419002739/s116041_ex10-64.htm)] [added: 10.7*] | | [Form of Restricted Stock Unit Award Agreement pursuant to the Garmin Ltd. [removed: 2011 Non-Employee Directors’] [added: 2005] Equity Incentive Plan, [removed: as amended and restated on February 15, 2019] [added: for Canadian grantees] (incorporated by reference to Exhibit [removed: 10.64] [added: 10.6] of the Registrant’s [removed: Annual] [added: Quarterly] Report on Form [removed: 10-K] [added: 10-Q] filed on [removed: February 20, 2019).](https://www.sec.gov/Archives/edgar/data/1121788/000161577419002739/s116041_ex10-64.htm)*] [added: October 26, 2016).](https://www.sec.gov/Archives/edgar/data/1121788/000161577416007773/s104335_ex10-6.htm)] |

| [removed: [10.9](https://www.sec.gov/Archives/edgar/data/1121788/000161577416007773/s104335_ex10-6.htm)] [added: 10.9*] | | [Form of Restricted Stock Unit Award Agreement pursuant to the Garmin Ltd. 2005 Equity Incentive Plan, for [removed: Canadian] [added: awards of performance-based and time-based vesting restricted stock unit awards to Swiss] grantees [added: who are executive officers] (incorporated by reference to Exhibit [removed: 10.6] [added: 10.1] of the Registrant’s [removed: Quarterly] [added: Current] Report on Form [removed: 10-Q] [added: 8-K] filed on [removed: October] [added: February] 26, [removed: 2016).](https://www.sec.gov/Archives/edgar/data/1121788/000161577416007773/s104335_ex10-6.htm)*] [added: 2020).](https://www.sec.gov/Archives/edgar/data/1121788/000121390020004768/f8k022420ex10-1_garmin.htm)] |

| [removed: [10.10](https://www.sec.gov/Archives/edgar/data/1121788/000114420414047956/v385950_ex10-1.htm)] [added: 10.8*] | | [Form of Director and Officer Indemnification Agreement entered into between Garmin Ltd. and each of its Directors and Executive Officers (incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K filed on August 8, [removed: 2014).](https://www.sec.gov/Archives/edgar/data/1121788/000114420414047956/v385950_ex10-1.htm)*] [added: 2014).](https://www.sec.gov/Archives/edgar/data/1121788/000114420414047956/v385950_ex10-1.htm)] |

| [removed: [10.11](https://www.sec.gov/Archives/edgar/data/1121788/000121390020004768/f8k022420ex10-1_garmin.htm)] [added: 10.11*] | | [Form of Restricted Stock Unit Award Agreement pursuant to the Garmin Ltd. 2005 Equity Incentive Plan, for awards of performance-based and time-based vesting restricted stock unit awards to Swiss grantees who are [added: not] executive officers (incorporated by reference to Exhibit [removed: 10.1] [added: 10.3] of the Registrant’s Current Report on Form 8-K filed on February 26, [removed: 2020).*](https://www.sec.gov/Archives/edgar/data/1121788/000121390020004768/f8k022420ex10-1_garmin.htm)] [added: 2020).](https://www.sec.gov/Archives/edgar/data/1121788/000121390020004768/f8k022420ex10-3_garmin.htm)] |

| [removed: [10.12](https://www.sec.gov/Archives/edgar/data/1121788/000121390020004768/f8k022420ex10-2_garmin.htm)] [added: 10.10*] | | [Form of Restricted Stock Unit Award Agreement pursuant to the Garmin Ltd. 2005 Equity Incentive Plan, for awards of performance-based and time-based vesting restricted stock unit awards to non-Swiss grantees who are executive officers (incorporated by reference to Exhibit 10.2 of the Registrant’s Current Report on Form 8-K filed on February 26, [removed: 2020).*](https://www.sec.gov/Archives/edgar/data/1121788/000121390020004768/f8k022420ex10-2_garmin.htm)] [added: 2020).](https://www.sec.gov/Archives/edgar/data/1121788/000121390020004768/f8k022420ex10-2_garmin.htm)] |

| [removed: [10.13](https://www.sec.gov/Archives/edgar/data/1121788/000121390020004768/f8k022420ex10-3_garmin.htm)] [added: 10.12*] | | [Form of Restricted Stock Unit Award Agreement pursuant to the Garmin Ltd. 2005 Equity Incentive Plan, for awards of performance-based and time-based vesting restricted stock unit awards to [removed: Swiss] [added: Canadian] grantees who are not executive officers (incorporated by reference to Exhibit [removed: 10.3] [added: 10.4] of the Registrant’s Current Report on Form 8-K filed on February 26, [removed: 2020).*](https://www.sec.gov/Archives/edgar/data/1121788/000121390020004768/f8k022420ex10-3_garmin.htm)] [added: 2020).](https://www.sec.gov/Archives/edgar/data/1121788/000121390020004768/f8k022420ex10-4_garmin.htm)] |

| [removed: [10.14](https://www.sec.gov/Archives/edgar/data/1121788/000121390020004768/f8k022420ex10-4_garmin.htm)] [added: 10.14*‡] | | [Form of Restricted Stock Unit Award Agreement pursuant to the Garmin Ltd. 2005 Equity Incentive Plan, for awards of performance-based and time-based vesting restricted stock unit awards to [removed: Canadian] [added: non-Swiss and non-Canadian] grantees who are not executive [removed: officers (incorporated by reference to Exhibit 10.4 of the Registrant’s Current Report on Form 8-K filed on February 26, 2020).*](https://www.sec.gov/Archives/edgar/data/1121788/000121390020004768/f8k022420ex10-4_garmin.htm)] [added: officers.](https://www.sec.gov/Archives/edgar/data/1121788/000095017024017559/grmn-ex10_14.htm)] |

| [removed: [10.15](https://www.sec.gov/Archives/edgar/data/1121788/000121390020004768/f8k022420ex10-5_garmin.htm)] [added: 10.15*‡] | | [Form of Restricted Stock Unit Award Agreement pursuant to the Garmin Ltd. 2005 Equity Incentive Plan, for awards of performance-based and time-based vesting restricted stock unit awards to non-Swiss [removed: and non-Canadian] grantees who are [removed: not] executive [removed: officers (incorporated by reference to Exhibit 10.5 of the Registrant’s Current Report on Form 8-K filed on February 26, 2020).*](https://www.sec.gov/Archives/edgar/data/1121788/000121390020004768/f8k022420ex10-5_garmin.htm)] [added: officers.](https://www.sec.gov/Archives/edgar/data/1121788/000095017024017559/grmn-ex10_15.htm)] |

| [removed: [21.1](https://www.sec.gov/Archives/edgar/data/1121788/000095017023003566/grmn-ex21_1.htm)] [added: 21.1‡] | | [List of [removed: subsidiaries](https://www.sec.gov/Archives/edgar/data/1121788/000095017023003566/grmn-ex21_1.htm)] [added: subsidiaries](https://www.sec.gov/Archives/edgar/data/1121788/000095017024017559/grmn-ex21_1.htm)] |

| [removed: [23.1](https://www.sec.gov/Archives/edgar/data/1121788/000095017023003566/grmn-ex23_1.htm)] [added: 23.1‡] | | [Consent of Ernst & Young [removed: LLP](https://www.sec.gov/Archives/edgar/data/1121788/000095017023003566/grmn-ex23_1.htm)] [added: LLP](https://www.sec.gov/Archives/edgar/data/1121788/000095017024017559/grmn-ex23_1.htm)] |

| [removed: [24.1](#power_attorney)] [added: 24.1‡] | | [Power of Attorney (included in signature page)](#power_attorney) |

| [removed: [31.1](https://www.sec.gov/Archives/edgar/data/1121788/000095017023003566/grmn-ex31_1.htm)] [added: 31.1‡] | | [Chief Executive Officer’s Certification pursuant to Section 302 of the Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/1121788/000095017023003566/grmn-ex31_1.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/1121788/000095017024017559/grmn-ex31_1.htm)] |

| [removed: [31.2](https://www.sec.gov/Archives/edgar/data/1121788/000095017023003566/grmn-ex31_2.htm)] [added: 31.2‡] | | [Chief Financial Officer’s Certification pursuant to Section 302 of the Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/1121788/000095017023003566/grmn-ex31_2.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/1121788/000095017024017559/grmn-ex31_2.htm)] |

| [removed: [32.1](https://www.sec.gov/Archives/edgar/data/1121788/000095017023003566/grmn-ex32_1.htm)] [added: 32.1†] | | [Chief Executive Officer’s Certification pursuant to Section 906 of the Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/1121788/000095017023003566/grmn-ex32_1.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/1121788/000095017024017559/grmn-ex32_1.htm)] |

| [removed: [32.2](https://www.sec.gov/Archives/edgar/data/1121788/000095017023003566/grmn-ex32_2.htm)] [added: 32.2†] | | [Chief Financial Officer’s Certification pursuant to Section 906 of the Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/1121788/000095017023003566/grmn-ex32_2.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/1121788/000095017024017559/grmn-ex32_2.htm)] |

| Exhibit [removed: 101.INS] [added: 101.INS‡] | | Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document |

| Exhibit [removed: 101.SCH] [added: 101.SCH‡] | | Inline XBRL Taxonomy Extension Schema [added: With Embedded Linkbase Documents] |

| Exhibit [removed: 104] [added: 104‡] | | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) |

| 10.16*‡ | | [Form of Restricted Stock Unit Award Agreement pursuant to the Garmin Ltd. 2005 Equity Incentive Plan, for non-Swiss and non-Canadian grantees.](https://www.sec.gov/Archives/edgar/data/1121788/000095017024017559/grmn-ex10_16.htm) |

| 97.1‡ | | [Garmin Ltd. Incentive Compensation Recovery Policy](https://www.sec.gov/Archives/edgar/data/1121788/000095017024017559/grmn-ex97_1.htm) |

‡ Filed herewith.

† Furnished herewith.

| | | |

| Exhibit 101.CAL | | Inline XBRL Taxonomy Extension Calculation Linkbase |

| Exhibit 101.LAB | | Inline XBRL Taxonomy Extension Label Linkbase |

| Exhibit 101.PRE | | Inline XBRL Taxonomy Extension Presentation Linkbase |

| Exhibit 101.DEF | | Inline XBRL Taxonomy Extension Definition Linkbase |

Dated: February [removed: 22, 2023][added: 21, 2024]

Pursuant to the requirements of the Securities Exchange Act of 1934, this report on Form 10-K has been signed below by the following persons on behalf of the registrant and in the capacities indicated on February [removed: 22, 2023.][added: 21, 2024.]

| | | |

| --- | --- | --- |

Garmin Ltd.

2022 Form 10-K Annual Report

Exhibit Index

The following exhibits are attached hereto.

See Part IV of this Annual Report on Form 10-K for a complete list of exhibits.

| Exhibit Number | | Document |

| [4.1](https://www.sec.gov/Archives/edgar/data/1121788/000095017023003566/grmn-ex4_1.htm) | | [Description of the Registrant's Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934](https://www.sec.gov/Archives/edgar/data/1121788/000095017023003566/grmn-ex4_1.htm) |

| [10.2](https://www.sec.gov/Archives/edgar/data/1121788/000095017023003566/grmn-ex10_2.htm) | | [Garmin Ltd. Employee Stock Purchase Plan, as amended and restated on February 17, 2023.](https://www.sec.gov/Archives/edgar/data/1121788/000095017023003566/grmn-ex10_2.htm) |

| [21.1](https://www.sec.gov/Archives/edgar/data/1121788/000095017023003566/grmn-ex21_1.htm) | | [List of subsidiaries](https://www.sec.gov/Archives/edgar/data/1121788/000095017023003566/grmn-ex21_1.htm) |

| [23.1](https://www.sec.gov/Archives/edgar/data/1121788/000095017023003566/grmn-ex23_1.htm) | | [Consent of Ernst & Young LLP](https://www.sec.gov/Archives/edgar/data/1121788/000095017023003566/grmn-ex23_1.htm) |

| [31.1](https://www.sec.gov/Archives/edgar/data/1121788/000095017023003566/grmn-ex31_1.htm) | | [Chief Executive Officer’s Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002](https://www.sec.gov/Archives/edgar/data/1121788/000095017023003566/grmn-ex31_1.htm) |

| [31.2](https://www.sec.gov/Archives/edgar/data/1121788/000095017023003566/grmn-ex31_2.htm) | | [Chief Financial Officer’s Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002](https://www.sec.gov/Archives/edgar/data/1121788/000095017023003566/grmn-ex31_2.htm) |

| [32.1](https://www.sec.gov/Archives/edgar/data/1121788/000095017023003566/grmn-ex32_1.htm) | | [Chief Executive Officer’s Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002](https://www.sec.gov/Archives/edgar/data/1121788/000095017023003566/grmn-ex32_1.htm) |

| [32.2](https://www.sec.gov/Archives/edgar/data/1121788/000095017023003566/grmn-ex32_2.htm) | | [Chief Financial Officer’s Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002](https://www.sec.gov/Archives/edgar/data/1121788/000095017023003566/grmn-ex32_2.htm) |

| Exhibit 101.INS | | XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. |

| Exhibit 101.SCH | | Inline XBRL Taxonomy Extension Schema |

| Exhibit 101.CAL | | Inline XBRL Taxonomy Extension Calculation Linkbase |

| Exhibit 101.LAB | | Inline XBRL Taxonomy Extension Label Linkbase |

| Exhibit 101.PRE | | Inline XBRL Taxonomy Extension Presentation Linkbase |

| Exhibit 101.DEF | | Inline XBRL Taxonomy Extension Definition Linkbase |

| Exhibit 104 | | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) |