Garmin (GRMN) 10-K risk factor changes: FY2025 vs FY2024
The 2025-12-27 10-K against the 2024-12-28 one, compared heading by heading and sentence by sentence.
Item 1A99 rewritten24 added13 removed231 unchanged
All filing items780 rewritten261 added195 removed1,431 unchanged
Summary
counted, not written
- Item 1A lists 36 risk factor headings: 1 new, 8 reworded and 27 unchanged since FY2024. 1 heading from FY2024 no longer appears.
- Sentence by sentence, 261 added, 195 removed, 780 rewritten and 1,431 unchanged across 19 items that differ.
New Item 1A headings (1)
- Many of our products rely on satellite systems and networks. Disruption to our use of those satellite systems and networks could harm our business.
Removed Item 1A headings (1)
- Many of our products rely on the Global Positioning System and other satellite systems.
Reworded Item 1A headings (8)
- If we are not successful in the continued development, timely manufacture, and introduction of new products or product categories, overall demand for our products could decrease to the extent that
[removed: lost][added: total] sales and profits[removed: are not entirely offset.][added: decline.] - We have made and
[removed: expect to][added: may] continue making significant investments in the auto OEM segment, the associated cost of which may negatively impact total company[removed: profits if auto OEM segment revenue significantly declines.][added: profits.] - Our business
[removed: and reputation have][added: has] been and[removed: are][added: is] expected to continue to be impacted by information technology system failures and network disruptions. - Changes to trade regulations, including trade restrictions,
[removed: sanctions,][added: such as] tariffs,[removed: or]duties, [added: and sanctions] could significantly harm our results of operations. - Economic and
[removed: political][added: geopolitical] conditions and uncertainty could adversely affect our revenue and profits. - As a business that operates worldwide, we are subject to complex and changing global laws and regulations, which exposes
[removed: the Company][added: us] to potential liabilities, increased costs and other adverse effects on our business. - Our business is subject to a variety of United States and international laws, regulations and other legal obligations regarding data [added: privacy and] protection.
- Our
[removed: quarterly]operating results are subject to fluctuations and seasonality.
A heading is new when no FY2024 heading matches it after ignoring case and punctuation, and reworded when it shares at least 60 percent of its words with one that went away. All current risk factor headings.
Sentences by item
24 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2025; struck-through words were in FY2024. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. Risk Factors
99 rewritten, 24 added, 13 removed, 231 unchanged
If any of the following risks occur, our business, financial condition [removed: or operating] [added: and] results [added: of operations] could be materially adversely affected.*
If we are not successful in the continued development, timely manufacture, and introduction of new products or product categories, overall demand for our products could decrease to the extent that [removed: lost] [added: total] sales and profits [removed: are not entirely offset.][added: decline.]
If we are unable to successfully develop and introduce competitive new products, and enhance our existing products, our [removed: future] [added: business, financial condition and] results of operations [removed: would] [added: could] be materially adversely affected.
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 [removed: have a material adverse effect on] [added: materially adversely affect] our business, financial condition and results of operations.
[removed: These] [added: Additionally, existing and emerging] competitors have been able to replicate certain features offered by some of our products and services or respond more rapidly to emerging technologies or changes in customer requirements.
[removed: In addition, some] [added: Some] of our original equipment manufacturer (OEM) customers may develop in-house equipment and components that they currently purchase from us.
[removed: The] United [removed: States'] [added: States–Taiwan] relations [removed: with Taiwan] are governed by the 1979 Taiwan Relations Act, which signifies when the U.S. switched diplomatic recognition from Taiwan to the PRC, referred to as the "one-China" policy.
China's relations with Taiwan may also be influenced by changes in relations between the U.S. and [removed: China.][added: China or other geopolitical conditions.]
Deviations from the "one-China" policy or other conflicts or disputes could lead to adverse changes in China-U.S. and China-Taiwan relations and could materially adversely affect our manufacturing operations and suppliers based in Taiwan, which could materially adversely affect our business, financial condition and results of [removed: operations and the market price and the liquidity of our shares.][added: operations.]
We have made and [removed: expect to] [added: may] continue making significant investments in the auto OEM segment, the associated cost of which may negatively impact total company [removed: profits if auto OEM segment revenue significantly declines.][added: profits.]
To fulfill the associated program commitments, we have invested significantly in facilities, research and development, and other operating [removed: expenses and expect to continue doing so.][added: expenses.]
If we are not successful in winning additional contracts, substantially leveraging our past and future investments, and implementing and maintaining efficient manufacturing processes, the auto OEM segment’s contributions [added: may continue] to [added: negatively impact] total company [removed: profits may be negatively impacted.][added: profits.]
We may incur substantial restructuring costs if we are unable to generate profits from auto OEM [removed: contracts.][added: contracts, which could materially adversely affect our business, financial condition and results of operations.]
We have experienced and [removed: may] [added: expect to] in the future experience shortages of certain [removed: components] [added: components,] as well as delays in procuring certain components.
[removed: If] [added: Supply chain disruptions, including] suppliers [removed: are] [added: being] unable to meet our demand for components [removed: on a timely basis] or [removed: if we are unable] [added: the inability] to obtain components from [removed: an] alternative [removed: source,] [added: sources,] or [removed: if the price of alternative components is prohibitive,] [added: component cost increases could affect] our ability to maintain timely and cost-effective production of our [removed: products would be seriously harmed.][added: products, which could materially adversely affect our business, financial condition and results of operations.]
If we are unable to continue sourcing such technology and content from our licensors and are unable to obtain an alternative source, or if our relationships with our licensors change detrimentally, our ability to provide certain features in our products would be [removed: seriously harmed.][added: affected, which could materially adversely affect our business, financial condition and results of operations.]
Our business [removed: and reputation have] [added: has] been and [removed: are] [added: is] expected to continue to be impacted by information technology system failures and network disruptions.
[removed: The Company and its] [added: Our company, our] global supply [removed: chain] [added: chain, and our global distribution network] have experienced and are expected to continue to be exposed to information technology system failures and network disruptions including those caused by natural disasters, human error, accidents, power disruptions, telecommunications failures, acts of terrorism or war, computer viruses, physical or electronic break-ins, and ransomware or other cybersecurity incidents.
Therefore, [removed: the Company’s] [added: our] business continuity and disaster recovery planning, or those of others in our global supply chain, may not be able to sufficiently mitigate all [removed: threats.][added: threats and our business, financial condition and results of operations could be materially adversely affected.]
[removed: Such failures] [added: Failures] or disruptions [removed: can materially adversely affect our business, reputation, results] of [added: our internal] operations, [removed: and financial condition through,] [added: our systems, the systems of our supply chain partners, or the systems of our business partners, which can include,] among other things, [removed: a disruption of internal operations, including] order processing, invoicing, and manufacturing and distribution of products, and a loss of functionality of critical systems and online [removed: services.][added: services, could materially adversely affect our business, financial condition and results of operations.]
Although we maintain cyber insurance coverage that, subject to policy terms and conditions and significant self-insured retentions, is designed to address certain aspects of cyber risks, such insurance coverage may be insufficient to cover all losses or all types of claims that may [removed: arise.][added: arise, which could materially adversely affect our business, financial condition and results of operations.]
Recruiting and retaining the skilled personnel we require to maintain and grow our market position has been and is expected to continue to be [removed: difficult.][added: challenging.]
[removed: The overall shortage] [added: Shortages] in qualified workforce personnel [removed: has increased and in the future] may [removed: continue] [added: lead] to [removed: increase our] [added: increased] compensation costs in order for us to [added: recruit and] retain such personnel.
If we fail to hire and retain qualified employees, our business and growth prospects will be [removed: harmed.][added: harmed, which could materially adversely affect our business, financial condition and results of operations.]
The loss of the services of any of our senior level management, or other key employees, could [removed: harm] [added: materially adversely affect] our [removed: business.][added: business, financial condition and results of operations.]
Further, if production is increased rapidly, manufacturing quality could decline, which may also lower our [added: profit] margins and reduce customer satisfaction.
If [added: actual results are significantly lower than] forecasted [removed: demand does not develop,] [added: demand,] we could have excess inventories of finished products and components, which would use cash and could lead to write-offs of some or all of the excess inventories.
Lower than forecasted demand could also result in excess manufacturing capacity or reduced manufacturing efficiencies at our facilities, which could result in lower [added: profit] margins.
Our products and services may be affected by design and manufacturing defects that could materially adversely affect our business, financial [removed: condition,] [added: condition] and results of operations.
Failure to do so can result, and in the past has resulted in recalls, product replacements or modifications, and may cause reputational harm, and significant warranty and other expenses, which could [removed: have a material adverse impact on] [added: materially adversely affect] our business, financial condition and results of operations.
If we are unable to maintain sufficient insurance to cover product liability costs or if our insurance coverage does not cover the award, [removed: this could have a material adverse impact on] our business, financial condition and results of [removed: operations.][added: operations could be materially adversely affected.]
Actual or perceived security vulnerabilities in our products could harm our reputation and lead some customers to return products, to reduce or delay future purchases, or use competing [removed: products.][added: products, which could materially adversely affect our business, financial condition and results of operations.]
Global climate change could also result in certain types of these natural disasters occurring more frequently or with [removed: more intense effects.][added: greater intensity.]
These events could also have an impact on our suppliers and affect our supply [removed: chain] [added: chain,] or our customers and affect the demand for our products.
If our backup and recovery plans are not sufficient to minimize business disruption or if our insurance is not sufficient to recover the costs associated with these types of events, our [added: business,] financial [added: condition and] results [added: of operations] could be [added: materially] adversely affected.
Such measures could influence mobility and transportation trends, which could decrease the demand for certain of our [removed: products.][added: products, and our business, financial condition and results of operations could be materially adversely affected.]
If we fail to adjust our product and service offerings to respond to new opportunities driven by changes in regulation and/or consumer preferences, [removed: it could have an adverse effect on] our [added: business,] financial [removed: results.][added: condition and results of operations could be materially adversely affected.]
[removed: If] [added: Our sales could be negatively impacted if] dealers and distributors attempt to reduce their levels of inventory or if they do not maintain sufficient levels to meet customer [removed: demand, our sales could be negatively impacted.][added: demand.]
If we are unable to maintain successful relationships with dealers and distributors or to expand our distribution channels, our [removed: business will suffer.][added: business, financial condition and results of operations could be materially adversely affected.]
Additionally, the loss of any large customer could [added: materially] adversely affect our [removed: sales] [added: business, financial condition] and [removed: profits.][added: results of operations.]
*This section should be read in conjunction with Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and the consolidated financial statements and accompanying notes in Part II, Item 8, “Financial Statements and Supplementary Data” of this Annual Report on Form 10-K.*
There are many factors that can affect new product offerings, product features, and timeliness to market.
Operating performance of the auto OEM segment has negatively impacted our consolidated operating income, as the associated revenue and gross profit have not been sufficient to cover these costs.
Such events could materially adversely affect our business, financial condition and results of operations.
These events, or others related to inaccurately anticipating demand, could materially adversely affect our business, financial condition and results of operations.
Enactment of additional laws and regulations directed at climate change policy could materially adversely affect our business, financial condition and results of operations.
These distribution channel-related risks could materially adversely affect our business, financial condition and results of operations.
Disruption to our use of those satellite systems and networks could harm our business.
Many of our products utilize Global Positioning System (GPS) and other global navigation satellite systems (GNSS), which are critical to their functionality.
There are risks related to our reliance on GPS and GNSS that could materially adversely affect our business, financial condition and results of operations.
The rapidly evolving international trade environment has created economic and operational uncertainties that could result in outcomes that could materially adversely affect our business, financial condition and results of operations.
We manufacture our products in, and source goods from, multiple jurisdictions, such as Taiwan and China among others.
New or increased tariffs, duties, or other trade restrictions imposed on products, goods, or components we import into the United States or other countries could materially adversely affect our business, financial condition and results of operations.
These and other adverse economic and political impacts could materially adversely affect our business, financial condition and results of operations.
Such events could materially adversely affect our business, financial condition and results of operations.
New and changing laws and regulations can adversely affect our business by increasing our costs, limiting our ability to offer certain products, services or features to customers, imposing changes to the design of our products and services and requiring changes to our supply chain.
Our business partners may also collect and store such information.
A failure by us or our business partners to comply with such laws and regulations, or a substantial increase in costs to comply with such laws and regulations, could materially adversely affect our business, financial condition and results of operations.
Additionally, costs of components, including memory chips, have fluctuated and may continue to in the future due to factors such as supply constraints or global shortages.
As the Company cannot control the ownership of the Company’s stock, changes in ownership percentages, including those that result from decreases in the Company’s outstanding shares, that create new or additional 10% U.S. Shareholders could increase the risk of Garmin being treated as a CFC.
Further, the Company cannot make the determination of CFC status or any related requirement of income inclusion for its shareholders, which may be dependent on specific facts and circumstances.
As a result of recent U.S. tax legislation, ownership attribution and income inclusion rules have changed over time as described below.
On July 4, 2025, the U.S. enacted new tax legislation which changed the CFC attribution rules.
For tax years beginning after December 31, 2025, the CFC determination is made daily based on whether the 10% U.S. Shareholders own cumulatively more than fifty percent of the voting power or value of the Company, and only U.S. persons that own ten percent or more of the voting power of the Company’s shares will qualify as 10% U.S. Shareholders.
Operating margins associated with these auto OEM programs will negatively impact consolidated operating margin as auto OEM revenue increases as a percentage of consolidated revenue.
Restrictions on international trade, such as sanctions, tariffs, duties and other governmental controls on imports or exports of goods, could adversely affect our business.
For example, tensions between the U.S. and the PRC have led to a series of tariffs being imposed by the U.S. on imports from the PRC.
Many other countries have considered or imposed similar measures.
The U.S. and other countries may announce new or changed restrictions with little advance notice, which can create uncertainty and result in other countries implementing retaliatory restrictions.
Our future quarterly operating results may fluctuate significantly.
If such operating results decline, the price of our shares could decline.
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.
The 2017 Act repealed Internal Revenue Code Section 958(b)(4), which, unless clarified in future regulations or other guidance, may result in classification of certain of the Company’s foreign subsidiaries as CFCs with respect to any single 10% U.S. shareholder.
From time to time, the Company may elect to employ antidilutive measures such as a share buyback program.
These measures could inadvertently create additional 10% U.S. shareholders and thus trigger adverse tax consequences for those shareholders as described above.
We urge shareholders to consult their individual tax advisers for advice regarding the 2017 Act revisions to the U.S. federal income tax law applicable to owners of CFCs given the current uncertainty regarding their scope of applicability.
An excerpt. Shown here: 40 of 99 rewritten, all 24 added and all 13 removed. The counts are complete. For every sentence, read Item 1A. Risk Factors in the FY2025 filing and the FY2024 filing.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
126 rewritten, 22 added, 22 removed, 127 unchanged
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 during the fiscal years ended December [removed: 28, 2024] [added: 27, 2025] and December [removed: 30, 2023] [added: 28, 2024] and a year-to-year comparison of these two fiscal years.
Discussion regarding our results of operations for the fiscal year ended December [removed: 31, 2022] [added: 30, 2023] and a year-to-year comparison between the fiscal years ended December [removed: 30, 2023] [added: 28, 2024] and December [removed: 31, 2022] [added: 30, 2023] can be found in Item 7 of our Annual Report on Form 10-K for the fiscal year ended December [removed: 30, 2023.][added: 28, 2024.]
Fiscal years [removed: 2024] [added: 2025, 2024,] and 2023 each contained 52 [removed: weeks, and fiscal year 2022 contained 53] weeks.
The Company is a leading worldwide [removed: provider] [added: producer] of [removed: wireless devices,] [added: innovative products,] many of which feature Global Positioning System (GPS) navigation, [added: services] and applications that are designed for people who live an active lifestyle.
Garmin is organized in the five operating segments of fitness, outdoor, aviation, marine, and auto [removed: OEM.][added: OEM, which represent the primary markets served by the Company.]
These operating segments [added: also] represent our reportable segments.
Refer to Note 1 [added: – Summary of Significant Accounting Policies] in the Notes to the Consolidated Financial Statements for our significant accounting policies related to our critical accounting estimates.
[removed: We recognize] [added: The Company recognizes] liabilities associated with uncertain income tax positions, including those related to [added: the application of] transfer [removed: pricing,] [added: pricing rules to certain intercompany transactions,] based on our estimate of whether, and the extent to which, additional taxes will be due.
[removed: We recognize] [added: The Company recognizes] the tax benefits from an uncertain tax position only if payment of [removed: these] [added: those] amounts ultimately proves to be not required or it is more likely than not that the tax position will be sustained upon examination by the taxing authorities, based on the technical merits of the position.
Our net sales are primarily generated through [removed: sales to our] retail partners, [added: a] dealer and distributor network, installation and repair shops, original equipment manufacturers (OEMs), our online webshop (garmin.com), subscriptions for connected services, and our own retail stores.
Refer to the Revenue Recognition discussion in Note 1 [added: – Summary] of [added: Significant Accounting Policies of] the Notes to Consolidated Financial [removed: Statements.][added: Statements for additional information regarding our revenue recognition policies.]
Raw [removed: material costs] [added: materials] are our most significant component of cost of goods sold.
Our existing practice of performing the design and manufacture of [added: the majority of] our products in-house has enabled us to source components from different suppliers and, where possible, to redesign our products to leverage lower-cost or more readily available components.
Our manufacturing labor costs historically have been lower in Taiwan than in [added: most] other locations.
Such costs fluctuate due to a number of factors, including [added: freight] market pricing and the mix of modes of transportation we utilize.
[removed: In] [added: As previously announced, beginning in] the first quarter of fiscal 2024, the Company changed the presentation of operating expense to include advertising expense within selling, general and administrative expenses on the [removed: Company's] [added: Company’s] consolidated statements of income, which management believes to be a more meaningful presentation.
Results for the 52-week [removed: and 53-week periods] [added: period] ended December 30, 2023 [removed: and December 31, 2022, respectively, have been] [added: were] recast to conform to [removed: current period] [added: this] presentation.
| | | 52-Weeks Ended | | | | 52-Weeks Ended | | | | [removed: 53-Weeks] [added: 52-Weeks] Ended | | |
| | | December [removed: 28, 2024] [added: 27, 2025] | | | | December [removed: 30, 2023] [added: 28, 2024] | | | | December [removed: 31, 2022] [added: 30, 2023] | | |
| Cost of goods sold | | | 41 | % | | | [removed: 43] [added: 41] | % | | | [removed: 42] [added: 43] | % |
| Gross profit | | | 59 | % | | | [removed: 57] [added: 59] | % | | | [removed: 58] [added: 57] | % |
| Research and development | | | 16 | % | | | [removed: 17] [added: 16] | % | | | 17 | % |
| Selling, general and administrative | | | [removed: 18] [added: 17] | % | | | [removed: 19] [added: 18] | % | | | 19 | % |
| Total operating expenses | | | 33 | % | | | [removed: 37] [added: 33] | % | | | 37 | % |
| Operating income | | | [removed: 25] [added: 26] | % | | | [removed: 21] [added: 25] | % | | | 21 | % |
| Other income (expense), net | | | 2 | % | | | 2 | % | | | [removed: 1] [added: 2] | % |
| Income before income taxes | | | [removed: 27] [added: 28] | % | | | [removed: 23] [added: 27] | % | | | [removed: 22] [added: 23] | % |
| Income tax provision (benefit) | | | 5 | % | | | [removed: (2] [added: 5] | [removed: )%] [added: %] | | | [removed: 2] [added: (2] | [removed: %] [added: )%] |
| Net income | | | [removed: 22] [added: 23] | % | | | [removed: 25] [added: 22] | % | | | [removed: 20] [added: 25] | % |
The table below sets forth [removed: our] [added: the] results of operations through operating income [added: (loss)] for each of our five reportable segments.
Operating income [added: (loss)] represents net sales less costs of goods sold and operating expenses.
For each line item in the table below, the total of the reportable segments’ amounts equals the amount in the [added: accompanying] consolidated statements of income.
| [removed: 53-Weeks] [added: 52-Weeks] Ended December [removed: 31, 2022] [added: 27, 2025] | | Fitness | | | | Outdoor | | | | Aviation | | | | Marine | | | | Auto OEM | | |
| Net Sales | | 52-Weeks Ended December [removed: 28, 2024] [added: 27, 2025] | | | | Year-over-Year Change | | | | 52-Weeks Ended December [removed: 30, 2023] [added: 28, 2024] | | | | Year-over-Year Change | | | | [removed: 53-Weeks] [added: 52-Weeks] Ended December [removed: 31, 2022] [added: 30, 2023] | | |
| Fitness | | $ | [removed: 1,774,487] [added: 2,357,000] | | | | [removed: 32] [added: 33] | % | | $ | [removed: 1,344,637] [added: 1,774,487] | | | | [removed: 21] [added: 32] | % | | $ | [removed: 1,109,419] [added: 1,344,637] | |
| *Percentage of Total Net Sales* | | | [removed: 28] [added: 33] | % | | | | | | | [removed: 26] [added: 28] | % | | | | | | | [removed: 23] [added: 26] | % |
| Outdoor | | | [removed: 1,961,990] [added: 2,054,061] | | | | [removed: 16] [added: 5] | % | | | [removed: 1,697,151] [added: 1,961,990] | | | | [removed: (4] [added: 16] | [removed: %)] [added: %] | | | [removed: 1,770,275] [added: 1,697,151] | |
| *Percentage of Total Net Sales* | | | [removed: 31] [added: 28] | % | | | | | | | [removed: 32] [added: 31] | % | | | | | | | [removed: 36] [added: 32] | % |
| Aviation | | | [removed: 876,614] [added: 987,161] | | | | [removed: 4] [added: 13] | % | | | [removed: 846,329] [added: 876,614] | | | | [removed: 7] [added: 4] | % | | | [removed: 792,799] [added: 846,329] | |
| *Percentage of Total Net Sales* | | | 14 | % | | | | | | | [removed: 16] [added: 14] | % | | | | | | | 16 | % |
Uncertain Tax Positions
Orders from dealer and distributor customers for Garmin’s consumer products are typically subject to certain fulfillment requirements and placed with short lead times.
information technology costs;
The Company continued this presentation of operating expense in the current period.
| Net sales | | $ | 2,357,000 | | | $ | 2,054,061 | | | $ | 987,161 | | | $ | 1,182,615 | | | $ | 664,682 | |
| Cost of goods sold | | | 954,415 | | | | 702,831 | | | | 245,654 | | | | 532,708 | | | | 553,608 | |
| Gross profit | | | 1,402,585 | | | | 1,351,230 | | | | 741,507 | | | | 649,907 | | | | 111,074 | |
| Total operating expenses | | | 676,704 | | | | 660,878 | | | | 484,280 | | | | 398,657 | | | | 159,708 | |
| Operating income (loss) | | $ | 725,881 | | | $ | 690,352 | | | $ | 257,227 | | | $ | 251,250 | | | $ | (48,634 | ) |
The increase in net sales differs from the increase in total unit sales primarily due to shifts in segment and product mix.
The increase in aviation revenue was driven by sales growth in OEM and aftermarket product categories.
The increase in marine revenue was driven by sales growth across multiple product categories, led by chartplotters.
Consolidated gross margin was flat when compared to the year-ago period.
Operating expense, as a percent of segment net sales, decreased in the fitness and aviation segments by 220 basis points and 170 basis points, respectively, when compared to the year-ago period due to increased sales and greater leverage of expenses.
Operating expense, as a percent of segment net sales, increased in the outdoor segment by 140 basis points over the year-ago period, as the year-over-year increase of operating expense was greater than that of net sales.
Operating expense, as a percent of segment net sales, was relatively flat in the marine and auto OEM segments when compared to the year-ago period.
The average interest rate return on cash and investments during the 52-weeks ended December 27, 2025 was 3.3%, and remained relatively flat compared to 3.3% during the 52-weeks ended December 28, 2024.
The Company recorded income tax expense of $350.6 million, an effective tax rate of 17.4%, for the fiscal year ended December 27, 2025.
The increase in effective tax rate when compared to the year-ago period was primarily driven by the U.S. tax legislation enacted in 2025, which, among other things, changed capitalization requirements of certain research and development costs, resulting in a decrease of certain U.S. tax deductions and credits.
Certain provisions of the U.S. tax legislation enacted in 2025 become effective in 2026, which the Company anticipates will increase certain U.S. tax deductions and result in a lower effective tax rate in 2026 as compared to 2025.
The increase was primarily due to an increase in cash used for acquisitions and an increase in purchases of property and equipment in fiscal 2025 compared to fiscal 2024.
Net cash outlays for income taxes were less than income tax expense in 2025, partially due to the provisions included in the U.S. tax legislation enacted in 2025 which, among other things, changed capitalization requirements of certain research and development costs.
Unrecognized Income Tax Benefits
We aim to achieve a quick turnaround on orders we receive from our retail, dealer, and distributor customers.
information systems and infrastructure costs;
The Company’s CODM primarily uses operating income as the measure of profit or loss to assess segment performance and allocate resources.
| Net sales | | $ | 1,109,419 | | | $ | 1,770,275 | | | $ | 792,799 | | | $ | 903,983 | | | $ | 283,810 | |
| Cost of goods sold | | | 557,002 | | | | 670,867 | | | | 219,736 | | | | 412,526 | | | | 193,380 | |
| Gross profit | | | 552,417 | | | | 1,099,408 | | | | 573,063 | | | | 491,457 | | | | 90,430 | |
| Total operating expenses | | | 447,679 | | | | 526,127 | | | | 359,877 | | | | 276,153 | | | | 169,094 | |
| Operating income (loss) | | $ | 104,738 | | | $ | 573,281 | | | $ | 213,186 | | | $ | 215,304 | | | $ | (78,664 | ) |
The increase in marine revenue was primarily driven by contributions from the Company's acquisition of JL Audio.
Auto OEM revenue increased primarily due to increased shipments of domain controllers.
Consolidated gross margin increased 120 basis points when compared to the year-ago period due to higher margins within certain segments, partially offset by unfavorable segment mix.
The fitness, outdoor, and marine gross margin increases of 480 basis points, 340 basis points, and 180 basis points, respectively, were primarily attributable to lower costs of goods and favorable product mix.
The increase in operating income as a percent of revenue was due to increased sales, increased gross margin as a percent of revenue, and lower operating expenses as a percent of revenue, as described above.
Auto OEM experienced an operating loss in fiscal year 2024, and we expect auto OEM to experience an operating loss in 2025.
The Company recorded income tax benefit of $89.3 million for the fiscal year ended December 30, 2023, which included income tax benefit of $181.4 million recognized by the Company in the fourth quarter of 2023 related to the revaluation of Switzerland deferred tax assets and income tax benefit of $12.1 million recognized in the fourth quarter of 2023 related to auto OEM manufacturing tax incentives in Poland.
The increase in our effective tax rate in 2024 as compared to 2023 and 2022 is primarily due to the increase in the combined Switzerland statutory tax rate, while our effective tax rate in 2023 also benefited from the discrete impacts noted above.
Garmin’s average interest rate returns on cash and investments during fiscal 2024 and 2023 were 3.3% and 2.7%, respectively.
The increase was primarily due to an increase in net purchases of marketable securities in fiscal 2024 compared to net redemptions of marketable securities in fiscal 2023.
This was partially offset by a decrease in cash used for acquisitions in fiscal 2024 compared to fiscal 2023.
This was partially offset by an increase in dividends paid and an increase in purchases of treasury stock related to equity awards in fiscal 2024 compared to fiscal 2023.
Cash paid for taxes is also expected to increase in 2025 as compared to 2024, primarily due to the payment of taxes in arrears related to the intercompany transaction to migrate ownership of certain intellectual property from Switzerland to the United States.
An excerpt. Shown here: 40 of 126 rewritten, all 22 added and all 22 removed. The counts are complete. For every sentence, read Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations in the FY2025 filing and the FY2024 filing.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
12 rewritten, 1 added, 1 removed, 24 unchanged
[removed: Market Sensitivity][added: # Market Sensitivity]
[removed: Foreign] [added: # Foreign] Currency Exchange Rate [removed: Risk][added: Risk]
During fiscal year [removed: 2024,] [added: 2025,] the Company incurred a net foreign currency [removed: loss] [added: gain] of [removed: $20.6] [added: $7.8] million.
The U.S. Dollar [removed: strengthened] [added: weakened] against the [removed: Euro, Polish Zloty] [added: Euro] and [removed: Australian Dollar,] [added: Polish Zloty,] partially offset by the U.S. Dollar [removed: strengthening] [added: weakening] against the [added: Swiss Franc and] Taiwan Dollar.
The remaining net currency [removed: loss] [added: gain] of [removed: $9.9] [added: $4.2] million was related to the impacts of other currencies, each of which was individually immaterial.
These and other currency moves during fiscal year [removed: 2024] [added: 2025] also resulted in a currency translation adjustment of [removed: $105.4] [added: $136.0] 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: 28, 2024] [added: 27, 2025] and December [removed: 30, 2023,] [added: 28, 2024,] hypothetical and reasonably possible adverse changes of 10% for the Taiwan Dollar, Euro, Polish Zloty, [removed: Japanese Yen,] and Australian Dollar would have resulted in an adverse impact on income before income taxes of approximately [removed: $100] [added: $135] million and [removed: $102] [added: $100] million, respectively.
[removed: Interest] [added: # Interest] Rate [removed: Risk][added: Risk]
We have no outstanding long-term debt as of December [removed: 28, 2024] [added: 27, 2025] and otherwise have no meaningful debt-related interest rate risk.
The Company does not intend to sell securities in an unrealized loss position and it is not more likely than not that the Company will be required to sell such investments before recovery of their amortized costs bases, which may be [added: at] maturity.
As of December [removed: 28, 2024] [added: 27, 2025] and December [removed: 30, 2023,] [added: 28, 2024,] 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: 28, 2024] [added: 27, 2025] and December [removed: 30, 2023,] [added: 28, 2024,] 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: $30] [added: $41] million and [removed: $25] [added: $30] million at December [removed: 28, 2024] [added: 27, 2025] and December [removed: 30, 2023,] [added: 28, 2024,] respectively.
During fiscal 2025, the U.S. Dollar weakened 12.9% against the Euro and 14.3% against the Polish Zloty, resulting in gains of $49.2 million and $8.1 million, respectively, partially offset by the U.S. Dollar weakening 14.1% against the Swiss Franc and 4.6% against the Taiwan Dollar, resulting in losses of $36.9 million and $16.8 million, respectively.
During fiscal 2024, the U.S. Dollar strengthened 5.5% against the Euro, and 4.1% against the Polish Zloty, and 8.9% against the Australian Dollar, resulting in losses of $27.1 million, $11.3 million and $8.7 million, respectively, partially offset by the U.S. Dollar strengthening 6.5% against the Taiwan Dollar, resulting in a gain of $36.4 million.
Item 1. Business
94 rewritten, 28 added, 20 removed, 123 unchanged
For more than 35 years, Garmin Ltd. and its subsidiaries (collectively, we, our, us, the Company or Garmin) have pioneered new products, many of which feature location technology such as Global Positioning System (GPS), [added: services] and applications that are designed for people who live an active lifestyle.
[removed: We design, develop, manufacture, market,] [added: Garmin designs, develops, manufactures, markets,] and [removed: distribute] [added: distributes] a diverse family of GPS-enabled products and other navigation, communications, sensor-based and information products [added: and services] for these 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 300 million products, which included more than [removed: 18] [added: 20] million products delivered during fiscal [removed: 2024.][added: 2025.]
The reference to Garmin’s website address does not constitute incorporation by reference of the information contained on this website, and such information should not be considered part of this report on Form 10-K or in any other report or document [removed: we file] [added: the Company files] with the SEC, and any references to [removed: our] [added: the Company’s] website are intended to be inactive textual references only.
Garmin offers a broad range of [removed: solutions] [added: products and services] across its reportable segments as outlined below.
Garmin offers a broad range of products [added: and services] designed for use in health, wellness, and fitness activities.
Garmin currently offers the following product categories [added: and related services] within the Fitness segment to consumers around the world:
[removed: *Running and Multi-sport Watches:*] [added: *Running:*] Garmin running [removed: and multi-sport] watches are offered under the Forerunner® product series.
Depending on the model, features include wrist-based [removed: heart rate monitoring, wrist-based pulse oximeter,] [added: biometrics, sports apps, triathlon and multisport profiles,] AMOLED displays, music storage capabilities, mapping capabilities, LTE Connectivity, solar charging, [added: built-in LED flashlights, speakers, microphones,] and Garmin Pay™ contactless payment.
*Scales and Monitors:* Garmin offers a range of [added: health and] fitness accessories including chest strap heart rate monitors, smart scales, [removed: and] blood pressure [added: monitors, and sleep] monitors.
[removed: *Garmin Connect and] Garmin [removed: Connect Mobile:* Garmin] Connect™ and Garmin Connect™ Mobile are web and mobile platforms where users can track and analyze their fitness, activities and workouts, and wellness data.
[removed: *Connect IQ:*] The Connect IQ™ application development platform enables third parties to create a variety of applications that run on a wide assortment of Garmin devices.
These third-party applications are available for download by Garmin users via their mobile phone or computer and run on their compatible Garmin wearable, bike computer, [removed: golf,] or [removed: outdoor] handheld [removed: devices.][added: devices for the golf, outdoor and marine markets.]
Garmin offers a broad range of products [added: and services] designed for use in outdoor activities.
Garmin currently offers the following product categories [added: and related services] within the Outdoor segment to consumers around the world:
*Adventure Watches:* Garmin adventure watches offer a wide range of features, including wrist-based biometrics, sports apps, [added: triathlon and multisport profiles,] solar charging, music storage capabilities, preloaded full-color purpose-built adventure mapping of topography, ski resorts, and golf courses, [added: LTE and satellite network connectivity,] built-in LED flashlights, speakers, microphones, and Garmin [removed: Pay™,] [added: Pay™ contactless payment,] depending on the model.
These devices include [removed: Iridium’s] global satellite communication technology which, when combined with an active service plan, offers two-way text messaging, photo and voice messaging, weather forecasts, and S.O.S. capabilities [removed: while] anywhere in the world, depending on the model.
These S.O.S. capabilities are supported 24/7 by Garmin’s professionally trained associates at Garmin Response, [removed: our] [added: the Company’s] global emergency response coordination center.
[removed: Devices] [added: Device offerings] range from basic waypoints navigators to advanced color touchscreen devices offering barometric altimeter, [added: with features such as] 3-axis compass, [removed: camera,] [added: cameras,] preloaded maps, wi-fi and smartphone connectivity, two-way satellite communication using [removed: InReach] [added: inReach] technology, [added: and] solar charging, [removed: and other features.][added: depending on model.]
The Approach series includes [removed: watches,] [added: wearable devices,] laser [removed: range finders,] [added: rangefinders,] launch [removed: monitors,] [added: monitors and] simulators, club sensors, and handhelds.
Wearable and handheld golf [removed: devices] [added: devices, and laser rangefinders] provide [added: on-course] yardage distances to the front, back, and middle of the green.
The Garmin Golf™ mobile app also offers scoring, shot tracking, and performance tracking [removed: features, in addition to the Home Tee Hero virtual round simulator for subscribers.][added: features.]
Garmin [removed: also] offers a variety of dog tracking and training devices, including those under the Alpha®, PRO, BarkLimiter™, [added: Delta®,] and [removed: Delta®] [added: DriveTrack™] product lines.
[removed: Our] [added: Garmin] solutions are available for all aircraft categories and classes; from small piston and electric-powered general aviation aircraft to large business jet aircraft, as well as a wide-ranging variety of helicopters, including those serving critical public service and oil/gas missions.
By offering products such as Commercial Off-The-Shelf (COTS) and mission-optimized solutions to military and defense contractors/customers, and products tested and optimized for high duty cycle commercial aviation operations, Garmin [removed: is emerging as a strong competitor in] [added: continues to expand its leadership and presence within] these [removed: business arenas.][added: high-growth markets.]
*Integrated Flight Decks:* Known for defining the integrated flight deck (IFD) space in general aviation and light business aviation applications, Garmin [removed: recently introduced] [added: is delivering] its third-generation IFD offering to OEMs and retrofit IFD applications.
These solutions can be scaled for any size aircraft and rotorcraft, featuring communication and navigation, [added: automatic flight control systems,] weather information, terrain and traffic awareness and avoidance, aircraft performance, and automated safety solutions.
[removed: Our] [added: Garmin] Autopilots, and Autonomí™ safety-enhancing solutions cover a wide spectrum of aircraft, from super mid-size cabin business jets and helicopters to light general aviation aircraft.
[removed: We] [added: Garmin] also [removed: offer] [added: offers] an innovative Smart Rudder Bias system that can help the pilot maintain control of a twin-engine aircraft in the event of an engine failure.
*Engine Indication Systems:* Garmin offers a variety of stand-alone and integrated advanced engine indication systems for piston and turbine-powered aircraft with comprehensive data-logging capabilities as well as wireless data offloading, cloud storage and analysis capability through [removed: our] [added: the] flyGarmin.com online services portal.
[removed: Our] [added: Garmin] ADS-B solutions also enable safety technologies like Runway Occupancy Awareness and CDTI-Assisted Visual Separation.
[removed: Business] [added: Additionally, business] and commercial aviation customers [removed: also benefit from our FltPlan® safety management system, and our] [added: utilize] AeroData solutions [removed: consisting of runway analysis and] [added: for aircraft] performance [removed: data,] [added: data (runway analysis),] weight and balance, obstacle [removed: clearance, load planning,] [added: clearance] and [removed: navigation database products.][added: load planning.]
Garmin continues to provide industry-leading product support, and offers a wide selection of [removed: databases,] training products, extended warranties, and subscription services for all aviation [removed: segments.][added: markets.]
Garmin currently offers the following product categories [added: and related services] within the Marine segment to [removed: consumers around] the [removed: world:][added: global marine market:]
The offerings range from 4-inch portable and fix-mounted products to 27-inch fully integrated Glass Helm offerings with 4k resolution [removed: displays] [added: displays, ultra-wide formats] and include wireless connectivity to the ActiveCaptain® mobile app.
*Cartography*: Garmin [removed: is a leading supplier of] [added: supplies] cartography for the recreational marine market.
Garmin Navionics Vision+™ and [added: Garmin] Navionics Platinum+™ charts are compatible with most major chartplotters and MFDs on the market.
*VHF Communication Radios:* Garmin offers a full line-up of marine VHF radios and Automatic Identification System (AIS) transceivers with the latest feature sets including integrated GPS receivers [added: for the communication needs of all types of mariners.]
Some handhelds contain built-in inReach® satellite [removed: communication and support Connect IQ™ applications.][added: communication.]
*Sailing:* Garmin has integrated many basic and advanced sailing features into [removed: our] [added: the Company’s] MFD and instrument systems.
The following description of Garmin’s business should be read in conjunction with Part II, Item 7, “Management's Discussion and Analysis of Financial Condition and Results of Operations” and the consolidated financial statements and accompanying notes in Part II, Item 8, “Financial Statements and Supplementary Data” of this Annual Report on Form 10-K.
Products and Services
Certain Garmin products offer access to private satellite networks from third-party providers on a subscription basis.
Subscriptions to these services and networks enable certain features such as communication, weather, and mapping content.
Network coverage and ability to connect to these third-party satellite networks to enable these features vary by location and jurisdiction.
Garmin has several applications to enhance and support the function of products sold by the Company.
Garmin Connect+ offers premium features, including personalized insights and performance dashboards, to users on a subscription basis.
*Sports Timing and Performance Analysis:* Garmin, under the MYLAPS brand, offers sports timing and performance analysis solutions for professional timers, event organizers, clubs, racetracks, federations, and individual athletes.
Garmin also offers Outdoor Maps+, a subscription-based premium plan that offers subscribers access to premium mapping content across the globe.
Launch monitors and simulators track swing metrics and provide users the ability to play virtual rounds of golf.
Premium features, such as Green contours, CourseView maps, and Home Tee Hero virtual rounds, are available with a Garmin Golf membership plan.
*Consumer Automotive:* Garmin offers products for the consumer automotive markets and purpose-built products to support the ecosystems of the motorcycle, RV, trucking, and powersports markets.
Products and solutions include personal navigation devices (PNDs), integrated and stand-alone dash cams, backup cameras, driving performance optimizers, rearview motorcycle radars, and premium trucking headsets.
*Field*: Garmin offers sportsman devices under the Xero® product line, including optics and sight products and a chronograph.
Garmin offers equine wellness systems under the Blaze™ product line.
*Dive Devices*: Garmin offers the Descent™ product line of dive devices, including large-format and vibrant-display dive computers, watch-style dive computers, tank pressure monitors, and diver monitoring and communication buoys.
The Descent dive computers are designed for users wanting diving functionality, including integrated air pressure monitoring, multiple dive modes for single and multiple gas dives (including nitrox and trimix), gauge, apnea, apnea hunt and closed-circuit rebreather.
*Services:* Garmin aviation services include the Garmin Pilot™ electronic flight bag tool, which is a multi-platform solution that helps pilots plan, file, fly, and log flights on both the web and mobile devices.
Aircraft operators can also manage their aircraft via the Garmin PlaneSync connected aircraft management system, which gives live updates on select aircraft systems straight to the Garmin Pilot application and more.
Pilots and aircraft operators can also select from a wide range of Garmin aviation databases and charting solutions, such as SmartCharts - the world’s first aviation charting solution specifically designed for digital replacement of traditional terminal charts.
Garmin offers a broad range of products and services designed for use in marine recreation applications.
(Brunswick), and Raymarine (Teledyne).
Garmin has also implemented energy management systems and achieved certification to the ISO 50001 standard for Energy Management at its manufacturing facilities in Taiwan.
Garmin actively manages its environmental impact by continually assessing and reviewing its environmental sustainability efforts.
Certain Garmin facilities, including its facilities in Olathe, Kansas (U.S.), utilize renewable electricity through power purchase agreements with utility providers or from on-site generation.
Strategies to further reduce greenhouse gas emissions include increasing renewable electricity utilization where it
is available to us under reasonable terms and conditions.
Certain other laws or regulations that are developed in part due to environmental considerations may be applicable to Garmin or Garmin products and could impact the design and development of products, financial position, or results of operations of the Company.
This discussion of Garmin should be read in conjunction with, and is qualified by reference to, “Management's Discussion and Analysis of Financial Condition and Results of Operations” under Item 7 herein and the information set forth in response to Item 101 of Regulation S-K in such Item 7 is incorporated herein by reference in partial response to this Item 1.
Products
On a subscription basis, certain Garmin products offer access to private satellite networks such as the Iridium satellite network, a synchronized constellation of 66 low Earth orbit (LEO) satellites offering global data communication coverage.
Iridium’s satellite constellation offers global coverage to enable reliable satellite-based communication.
In addition to course maps, the Approach R50 portable launch monitor and simulator provides swing metrics utilizing three different cameras, which can track more than 15 ball and club metrics, including measured spin rate and spin axis, providing precision analytics for every club, as well as the ability to play a simulated round on the built-in 10-inch touchscreen.
*Consumer Automotive:* Garmin is a leading manufacturer of personal navigation devices (PNDs), integrated and standalone dash cams, and auto accessories that include specialized features dedicated to a wide variety of vehicle and driver needs.
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.
*Sportsman and Dog Devices*: Garmin offers sportsman devices under the Xero® product line, including the Xero® C1 Pro Chronograph, which can measure projectile speeds from 100 to 5,000 feet per second.
*Dive Devices*: Garmin offers the Descent™ dive computer watch series for users wanting diving functionality, including integrated air pressure monitoring, support for up to six gasses, and multiple dive modes.
The Descent X50i large-format wearable dive computer provides additional functionality through a vibrant 3-inch touchscreen display.
*Services:* Garmin offers a variety of services products to the aviation market.
Web and mobile app-based products offered via FltPlan.com and our Garmin Pilot™ electronic flight bag application, help pilots plan, file, fly, and log flights and offer a wealth of information across all phases of flight.
Garmin is a leading manufacturer of recreational marine electronics and offers a broad range of products.
for the communication needs of all types of mariners.
Garmin strives to reduce our environmental impact by increasing our environmental sustainability efforts.
Garmin utilizes renewable electricity where it is available to us under reasonable terms and conditions, including at our facilities in Olathe, Kansas.
Substantial noncompliance with applicable environmental laws could have a material adverse effect on our business.
Garmin respects the right of all employees to form and join an association to represent their interests as employees, to organize, and to bargain collectively or individually.
We also respect any employee’s choice to refrain from joining a union.
Except for some of Garmin’s employees in Sweden, none of Garmin’s employees are represented by a labor union and none of Garmin's North American or Taiwan employees are covered by a collective bargaining agreement.
An excerpt. Shown here: 40 of 94 rewritten, all 28 added and all 20 removed. The counts are complete. For every sentence, read Item 1. Business in the FY2025 filing and the FY2024 filing.
Item 3. Legal Proceedings
1 rewritten, 0 added, 0 removed, 3 unchanged
The Company settled or resolved certain matters during the fiscal year ended December [removed: 28, 2024] [added: 27, 2025] that did not individually or in the aggregate have a material impact on the Company’s financial condition or results of operations.
Cover and table of contents
26 rewritten, 0 added, 0 removed, 88 unchanged
For the fiscal year ended December [removed: 28, 2024][added: 27, 2025]
[removed: ][added: ]
| Mühlentalstrasse [removed: 2] [added: 36/38] 8200 Schaffhausen Switzerland (Address of principal executive offices) | N/A (Zip Code) |
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of [removed: Regulations] [added: Regulation] S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Aggregate market value of the common shares held by non-affiliates of the registrant as of June [removed: 29, 2024] [added: 28, 2025] (based on the closing price of the registrant's common shares on the New York Stock Exchange for June [removed: 28, 2024)] [added: 27, 2025)] was approximately [removed: $25,279,000,000.][added: $34,219,000,000.]
Number of shares outstanding of the registrant’s common shares as of February [removed: 14, 2025:][added: 13, 2026:]
Registered Shares, $0.10 par value – [removed: 192,403,775] [added: 192,480,830] (excluding treasury shares)
| Company's Definitive Proxy Statement for the [removed: 2025] [added: 2026] Annual Meeting of Shareholders which will be filed no later than 120 days after December [removed: 28, 2024.] [added: 27, 2025.] | Part III |
[removed: 2024] [added: 2025] Form 10-K Annual Report
| Item 1A. | [Risk Factors](#item_1a_risk_factors) | [removed: 13] [added: 14] |
| Item 1B. | [Unresolved Staff Comments](#item_1b_unresolved_staff_comments) | [removed: 26] [added: 27] |
| Item 1C. | [Cybersecurity](#item_1c_cybersecurity) | [removed: 26] [added: 27] |
| Item 2. | [Properties](#item_2_properties) | [removed: 28] [added: 29] |
| Item 3. | [Legal Proceedings](#item_3_legal_proceedings) | [removed: 28] [added: 29] |
| Item 4. | [Mine Safety Disclosures](#item_4_mine_safety_disclosure) | [removed: 28] [added: 29] |
| [Information about our Executive Officers](#executive_ficers__registrant) | | [removed: 28] [added: 30] |
| Item 5. | [Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](#item_5_market_for_companys_common_shares) | [removed: 31] [added: 32] |
| Item 6. | [\[Reserved\]](#item_6_selected_financial_data) | [removed: 32] [added: 33] |
| Item 7. | [Management’s Discussion and Analysis of Financial Condition and Results of Operations](#item_7_managements_discussion_analysis_f) | [removed: 33] [added: 34] |
| Item 7A. | [Quantitative and Qualitative Disclosures About Market Risk](#item_7a_quantitative_qualitative_disclos) | [removed: 41] [added: 42] |
| Item 8. | [Financial Statements and Supplementary Data](#item_8_financial_statements_supplementar) | [removed: 43] [added: 44] |
| Item 9. | [Changes in and Disagreements with Accountants on Accounting and Financial Disclosure](#item_9_changes_in_disagreements_with_acc) | [removed: 76] [added: 77] |
| Item 9A. | [Controls and Procedures](#item_9a_controls_procedures) | [removed: 76] [added: 77] |
| Item 9B. | [Other Information](#item_9b_or_information) | [removed: 77] [added: 78] |
| Item 16. | [Form 10-K Summary](#item_16_form_10k_summary) | [removed: 84] [added: 85] |
| | [Signatures](#signatures) | [removed: 85] [added: 86] |
Item 1C. Cybersecurity
10 rewritten, 0 added, 0 removed, 28 unchanged
[removed: The] [added: Garmin’s] management of [removed: our] information system platforms and the related cybersecurity [added: infrastructure] is tightly integrated with [removed: Garmin's] [added: the Company’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 [removed: test reporting,] [added: testing,] cyber-threat intelligence, and incident forensics services.
The Company evaluates material risks from cybersecurity threats in terms of the [added: likelihood and] 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.
The results of related risk assessments are used to prioritize the risks based on their [added: likelihood and] potential impact to the Company and to inform the necessary actions and the appropriate functions to be involved in responding to those risks.
[removed: We conduct] [added: Garmin conducts] cybersecurity assessments of third-party service providers that will process personal, confidential, or proprietary information.
Before proceeding with any such third-party service provider, [removed: we require them] [added: Garmin requires providers] to remediate or mitigate any material findings from [removed: our] [added: the Company’s] 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.
While the Company has technology and processes in place designed to detect and respond to cybersecurity threats, [removed: we are] [added: the Company is] 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 [removed: we] [added: the Company] cannot provide assurance that they will not be materially affected in the future by such risks.
[removed: Garmin's head] [added: Garmin’s Vice President] of [removed: cybersecurity,] [added: Information Technology,] who [removed: has over 30 years of relevant cybersecurity experience,] oversees the Company’s cybersecurity risk management program and [added: has over 30 years of relevant cybersecurity experience,] is responsible for assessing and managing the Company’s material risks from cybersecurity threats.
Garmin’s [removed: head] [added: Vice President] of [removed: cybersecurity] [added: Information Technology] 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.
Item 2. Properties
3 rewritten, 0 added, 0 removed, 3 unchanged
Depending on location, the properties could be used for manufacturing, [removed: warehousing,] [added: warehousing and distribution,] research and development, office space, retail, [added: service] or a combination of activities.
Principal properties of Garmin include approximately 2,244,000 square feet of owned facilities located in Olathe, [removed: Kansas,] [added: Kansas (U.S.),] approximately 255,000 square feet of owned and leased facilities located across various locations in the United Kingdom, approximately 319,000 square feet of leased facilities located in Wroclaw, Poland, and approximately 1,847,000 square feet of owned facilities located across various locations in Taiwan.
Garmin also owns and leases additional properties for [removed: office, design, distribution, service,] [added: office space,] manufacturing, [removed: retail,] warehousing and [added: distribution, research and development, retail, service, and] other purposes throughout the U.S. and in various places outside the U.S. The Company believes its existing facilities and properties are in good operating condition and are suitable for the conduct of its business.
Item 4. Mine Safety Disclosure
19 rewritten, 0 added, 5 removed, 49 unchanged
Garmin’s executive officers as of February [removed: 19, 2025] [added: 18, 2026] were as follows:
| Dr. Min H. Kao | Executive Chairman | [removed: 76] [added: 77] |
| Clifton A. Pemble | President and Chief Executive Officer | [removed: 59] [added: 60] |
| Douglas G. Boessen | Chief Financial Officer and Treasurer | [removed: 62] [added: 63] |
| Patrick G. Desbois | Co-Chief Operating Officer | [removed: 56] [added: 57] |
| Bradley C. Trenkle | Co-Chief Operating Officer | [removed: 45] [added: 46] |
| Joshua H. Maxfield | Vice President, General Counsel and [removed: Assistant] Secretary | [removed: 52] [added: 53] |
| [removed: Danny J. Bartel] [added: Susan C. Lyman] | Vice President, Global Consumer Sales [added: and Marketing] | [removed: 75] [added: 60] |
| Sean M. Biddlecombe | Managing Director, EMEA | [removed: 60] [added: 61] |
| Edward J. Link | Vice President, Information Technology | [removed: 62] [added: 63] |
| Laurie A. Minard | Vice President, Human Resources | [removed: 58] [added: 59] |
| Matthew W. Munn | Executive Vice President, Managing Director – Auto OEM | [removed: 63] [added: 64] |
| Philip I. Straub | Executive Vice President, Managing Director – Aviation | [removed: 54] [added: 55] |
| Wang Cheng-Wei | General Manager, Garmin Corporation | [removed: 60] [added: 61] |
Boessen has served as Chief Financial Officer and Treasurer of Garmin Ltd. since [removed: joining Garmin in] July 2014.
Maxfield has served as Vice [removed: President,] [added: President and] General Counsel [added: of Garmin Ltd. since July 2024] and [removed: Assistant] [added: has also served as] Secretary of Garmin Ltd. since [removed: July 2024.][added: August 2025.]
Since joining Garmin in August of 2006 as a Senior Staff Attorney, he has held various other positions, including Associate General [removed: Counsel-Corporate.][added: Counsel-Corporate and Assistant Secretary.]
[removed: Bartel] [added: Lyman] has served as Vice President, [removed: Worldwide] [added: Global Consumer] Sales [added: and Marketing] of Garmin International, Inc. since [removed: October 2006.][added: March 2025.]
Since rejoining Garmin in 2010, she has held the positions of Product Manager, Team Leader [removed: Marketing and] [added: Marketing,] Director [added: Marketing, and Vice President, Global Consumer] Marketing.
| Susan C. Lyman | Vice President, Global Consumer Marketing | 59 |
Danny J.
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.
Lyman has served as Vice President, Global Consumer Marketing of Garmin International, Inc. since June 2016.
Item 5. Market for the Company’s Common Shares, Related Shareholder Matters and Issuer Purchases of Equity Securities
8 rewritten, 14 added, 9 removed, 20 unchanged
Prior to December 7, 2021, [removed: Garmin's] [added: Garmin’s] shares were traded on The Nasdaq Stock Market, LLC under the symbol “GRMN” since its initial public offering on December 8, [removed: 2000 (the “IPO”).][added: 2000.]
As of January [removed: 31, 2025,] [added: 30, 2026,] there were [removed: 297] [added: 300] shareholders of record.
[removed: We refer you] [added: Refer] to Item 12 of this report under the caption “Equity Compensation Plan Information” for certain equity plan information required to be disclosed by Item 201(d) of Regulation S-K.
Share repurchase activity during the 13-week period ended December [removed: 28, 2024,] [added: 27, 2025,] 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 Program [added: (3)] | | |
See Note 8 [added: – Stockholders' Equity] of the Notes to Consolidated Financial Statements included in Part II, Item 8 of this Annual Report on Form 10-K for additional information related to share repurchases.
The graph tracks the performance of a $100 investment in our common shares and in each index (with the reinvestment of all dividends) from December [removed: 28, 2019 (“12/28/19”)] [added: 26, 2020 (“12/26/20”)] to December [removed: 28, 2024 (“12/28/24”).][added: 27, 2025 (“12/27/25”).]
[removed: ][added: ]
| September 28, 2025 - October 25, 2025 | | | 50 | | | $ | 252.15 | | | | 50 | | | $ | 94,297 | |
| October 26, 2025 - November 22, 2025 | | | 60 | | | $ | 197.63 | | | | 60 | | | $ | 82,439 | |
| November 23, 2025 - December 27, 2025 | | | 134 | | | $ | 200.31 | | | | 134 | | | $ | 55,698 | |
| Total | | | 244 | | | | | | | | 244 | | | | | |
The 2024 Program, which had an initial expiration date of December 26, 2026, is scheduled to be earlier terminated on February 19, 2026 and replaced with a new share repurchase program effective beginning on February 20, 2026.
(3) The Board of Directors approved a new share repurchase program on February 13, 2026 (the “2026 Program”), which was announced on February 18, 2026, to replace the 2024 Program.
The 2026 Program, which will be effective beginning on February 20, 2026, is scheduled to expire on December 30, 2028 and authorizes the Company to purchase up to $500 million of its common shares.
Share repurchases may be 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 are subject to market conditions, business conditions and applicable laws, and are at management’s discretion.
The 2026 Program does not require the purchase of any minimum number of shares and may be suspended or discontinued at any time.
| | | 12/26/20 | | | | 12/25/21 | | | | 12/31/22 | | | | 12/30/23 | | | | 12/28/24 | | | | 12/27/25 | | |
| Garmin Ltd. | | | 100.00 | | | | 113.95 | | | | 80.56 | | | | 115.27 | | | | 191.05 | | | | 190.56 | |
| S&P 500 | | | 100.00 | | | | 128.71 | | | | 105.40 | | | | 133.10 | | | | 166.40 | | | | 196.16 | |
| S&P 500 Consumer Discretionary | | | 100.00 | | | | 124.43 | | | | 78.35 | | | | 111.58 | | | | 145.21 | | | | 153.99 | |
| September 29, 2024 - October 26, 2024 | | | 112 | | | $ | 165.82 | | | | 112 | | | $ | 251,610 | |
| October 27, 2024 - November 23, 2024 | | | 24 | | | $ | 189.96 | | | | 24 | | | $ | 247,051 | |
| November 24, 2024 - December 28, 2024 | | | 46 | | | $ | 213.44 | | | | 46 | | | $ | 237,233 | |
| Total | | | 182 | | | | | | | | 182 | | | | | |
The 2024 Program expires on December 26, 2026.
| | | 12/28/19 | | | | 12/26/20 | | | | 12/25/21 | | | | 12/31/22 | | | | 12/30/23 | | | | 12/28/24 | | |
| Garmin Ltd. | | | 100.00 | | | | 125.14 | | | | 142.59 | | | | 100.81 | | | | 144.25 | | | | 239.08 | |
| S&P 500 | | | 100.00 | | | | 118.40 | | | | 152.39 | | | | 124.79 | | | | 157.59 | | | | 197.02 | |
| S&P 500 Consumer Discretionary | | | 100.00 | | | | 133.30 | | | | 165.87 | | | | 104.45 | | | | 148.74 | | | | 193.57 | |
Item 8. Financial Statements and Supplementary Data
332 rewritten, 155 added, 120 removed, 559 unchanged
Years Ended December [added: 27, 2025, December] 28, 2024, [removed: December 30, 2023,] and December [removed: 31, 2022][added: 30, 2023]
| [Report of Ernst & Young LLP, Independent Registered Public Accounting Firm](#report_independent_registered_public_acc) (PCAOB ID: 42) | [removed: 44] [added: 45] |
| [Consolidated Statements of Income for the Years Ended December [added: 27, 2025, December] 28, 2024, [removed: December 30, 2023,] and December [removed: 31, 2022](#consolidated_statements_income)] [added: 30, 2023](#consolidated_statements_income)] | [removed: 46] [added: 47] |
| [Consolidated Statements of Comprehensive Income for the Years Ended December [added: 27, 2025, December] 28, 2024, [removed: December 30, 2023,] and December [removed: 31, 2022](#consolidated_statements_comprehensive_in)] [added: 30, 2023](#consolidated_statements_comprehensive_in)] | [removed: 47] [added: 48] |
| [Consolidated Balance Sheets at December [removed: 28, 2024] [added: 27, 2025] and December [removed: 30, 2023](#consolidated_statements_balance_sheet)] [added: 28, 2024](#consolidated_statements_balance_sheet)] | [removed: 48] [added: 49] |
| [Consolidated Statements of Cash Flows for the Years Ended December [added: 27, 2025, December] 28, 2024, [removed: December 30, 2023,] and December [removed: 31, 2022](#consolidated_statements_cash_flows)] [added: 30, 2023](#consolidated_statements_cash_flows)] | [removed: 49] [added: 50] |
| [Consolidated Statements of Stockholders’ Equity for the Years Ended December [added: 27, 2025, December] 28, 2024, [removed: December 30, 2023,] and December [removed: 31, 2022](#consolidated_statements_stockholders_equ)] [added: 30, 2023](#consolidated_statements_stockholders_equ)] | [removed: 51] [added: 52] |
| [Notes to Consolidated Financial Statements](#notes_to_cons_fs) | [removed: 52] [added: 53] |
To the Shareholders and the Board of Directors of Garmin Ltd. [removed: and Subsidiaries]
We have audited the accompanying consolidated balance sheets of Garmin Ltd. and [removed: Subsidiaries] [added: subsidiaries] (the Company) as of December [removed: 28, 2024] [added: 27, 2025,] and December [removed: 30, 2023,] [added: 28, 2024,] 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: 28, 2024,] [added: 27, 2025,] 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: 28, 2024] [added: 27, 2025] and December [removed: 30, 2023,] [added: 28, 2024,] and the results of its operations and its cash flows for each of the three years in the period ended December [removed: 28, 2024,] [added: 27, 2025,] 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: 28, 2024,] [added: 27, 2025,] based on criteria established in Internal [removed: Control-Integrated] [added: Control—Integrated] Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 [removed: framework)] [added: framework),] and our report dated February [removed: 19, 2025,] [added: 18, 2026,] expressed an unqualified opinion thereon.
The critical audit matter communicated below is a matter arising from the current period audit of the [added: consolidated] financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the [added: consolidated] financial statements and (2) involved our especially challenging, subjective or complex judgments.
The communication of the critical audit 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 matter below, providing a separate opinion on the critical audit matter or on the [removed: accounts] [added: account] or [removed: disclosures] [added: disclosure] to which it relates.
| *How We Addressed the Matter in Our Audit* | We obtained an understanding, evaluated the design and tested the operating effectiveness of [removed: controls that address] the [removed: risks of material misstatement] [added: Company’s controls] relating to the [removed: identification, assessment, measurement and valuation] [added: application] of [removed: uncertain tax positions related to] transfer pricing [removed: from intercompany transactions. For example, we tested controls over management’s review of] [added: rules and tax laws to certain] intercompany [removed: transfer pricing positions against] [added: transactions and] the [removed: measurement criteria, review of inputs] [added: related recognition] and [removed: calculations] [added: measurement] of [removed: these] uncertain tax [removed: positions, which included management’s evaluation of the ranges of outcomes and pricing conclusions reached within the transfer pricing studies.] [added: positions.] Our audit procedures included, among others, involving our tax professionals to [removed: test] [added: assist in testing] the Company’s [removed: assessment] [added: recognition] and measurement of [added: uncertain] tax positions related to [removed: transfer pricing used in intercompany transactions to assess] the [removed: appropriateness of the ranges of outcomes utilized, the determination of the likelihood] [added: application] of [removed: the outcomes, and any related pricing or valuation conclusions reached within the] transfer pricing [removed: analyses conducted by] [added: rules to certain intercompany transactions, including evaluating] the [removed: Company. For example, we compared] [added: assumptions and data in] the [added: Company’s] transfer pricing [removed: methodology utilized by management to alternative methodologies and industry benchmarks.] [added: analyses.] We also [removed: verified our understanding of the relevant facts by reading] [added: read] the Company’s correspondence with the relevant tax authorities [added: (if any), evaluated the Company’s interpretation of the application of global or local tax law to certain intercompany transactions,] and [removed: any] [added: assessed relevant] third-party advice obtained by the Company. In addition, we used our knowledge of international and local income tax [removed: laws, as well as historical settlement activity from income tax authorities,] [added: laws] to evaluate the [removed: appropriateness of the] Company’s [removed: measurement of] [added: accounting conclusions for these] uncertain tax [removed: positions related to transfer pricing used in these intercompany transactions.] [added: positions.] |
| | | Fiscal Year Ended | | | | | | | | | | | [added: | | | | | | | | | | | |]
| | | December [removed: 28, 2024] [added: 27, 2025] | | | | December [removed: 30, 2023] [added: 28, 2024] | | | | December [removed: 31, 2022] [added: 30, 2023] | | |
| Net sales | | $ | [removed: 6,296,903] [added: 7,245,519] | | | $ | [removed: 5,228,252] [added: 6,296,903] | | | $ | [removed: 4,860,286] [added: 5,228,252] | |
| Cost of goods sold | | | [removed: 2,600,348] [added: 2,989,216] | | | | [removed: 2,223,297] [added: 2,600,348] | | | | [removed: 2,053,511] [added: 2,223,297] | |
| Gross profit | | | [removed: 3,696,555] [added: 4,256,303] | | | | [removed: 3,004,955] [added: 3,696,555] | | | | [removed: 2,806,775] [added: 3,004,955] | |
| Research and development expense | | | [removed: 993,601] [added: 1,126,231] | | | | [removed: 904,696] [added: 993,601] | | | | [removed: 834,927] [added: 904,696] | |
| Selling, general and administrative expenses | | | [removed: 1,108,960] [added: 1,253,996] | | | | [removed: 1,008,099] [added: 1,108,960] | | | | [removed: 944,003] [added: 1,008,099] | |
| Total operating expense | | | [removed: 2,102,561] [added: 2,380,227] | | | | [removed: 1,912,795] [added: 2,102,561] | | | | [removed: 1,778,930] [added: 1,912,795] | |
| Operating income | | | [removed: 1,593,994] [added: 1,876,076] | | | | [removed: 1,092,160] [added: 1,593,994] | | | | [removed: 1,027,845] [added: 1,092,160] | |
| Interest income | | | [removed: 113,520] [added: 128,874] | | | | [removed: 77,302] [added: 113,520] | | | | [removed: 40,826] [added: 77,302] | |
| Foreign currency [removed: (losses)] gains [added: (losses)] | | | [removed: (20,599] [added: 7,847] | [removed: )] | | | [removed: 26,434] [added: (20,599] | [added: )] | | | [removed: (11,274] [added: 26,434] | [removed: )] |
| Other income | | | [removed: 8,486] [added: 1,738] | | | | [removed: 4,460] [added: 8,486] | | | | [removed: 7,577] [added: 4,460] | |
| Total other income (expense) | | | [removed: 101,407] [added: 138,459] | | | | [removed: 108,196] [added: 101,407] | | | | [removed: 37,129] [added: 108,196] | |
| Income before income taxes | | | [removed: 1,695,401] [added: 2,014,535] | | | | [removed: 1,200,356] [added: 1,695,401] | | | | [removed: 1,064,974] [added: 1,200,356] | |
| Current | | | [removed: 373,608] [added: 268,102] | | | | [removed: 250,446] [added: 373,608] | | | | [removed: 233,844] [added: 250,446] | |
| Deferred | | | [removed: (89,643] [added: 82,546] | [removed: )] | | | [removed: (339,726] [added: (89,643] | ) | | | [removed: (142,455] [added: (339,726] | ) |
| Total income tax provision (benefit) | | | [removed: 283,965] [added: 350,648] | | | | [removed: (89,280] [added: 283,965] | [removed: )] | | | [removed: 91,389] [added: (89,280] | [added: )] |
| Net income | | $ | [removed: 1,411,436] [added: 1,663,887] | | | $ | [removed: 1,289,636] [added: 1,411,436] | | | $ | [removed: 973,585] [added: 1,289,636] | |
| Basic net income per share | | $ | [removed: 7.35] [added: 8.65] | | | $ | [removed: 6.74] [added: 7.35] | | | $ | [removed: 5.06] [added: 6.74] | |
| Diluted net income per share | | $ | [removed: 7.30] [added: 8.59] | | | $ | [removed: 6.71] [added: 7.30] | | | $ | [removed: 5.04] [added: 6.71] | |
| Foreign currency translation adjustment | | | [removed: (105,358] [added: 135,969] | [removed: )] | | | [removed: 14,473] [added: (105,358] | [added: )] | | | [removed: (149,396] [added: 14,473] | [removed: )] |
| Change in fair value of available-for-sale marketable securities, net of deferred taxes | | | [removed: 23,734] [added: 31,914] | | | | [removed: 34,446] [added: 23,734] | | | | [removed: (82,972] [added: 34,446] | [removed: )] |
| Comprehensive income | | $ | [removed: 1,329,812] [added: 1,831,770] | | | $ | [removed: 1,338,555] [added: 1,329,812] | | | $ | [removed: 741,217] [added: 1,338,555] | |
| | | December [added: 27, 2025 | | | | December] 28, 2024 | | | | December 30, 2023 | | |
| Cash and cash equivalents | | $ | [removed: 2,079,468] [added: 2,278,646] | | | $ | [removed: 1,693,452] [added: 2,079,468] | |
Measurement of Uncertain Tax Positions
| *Description of the Matter* | The Company accounts for income taxes in accordance with ASC 740, *Income Taxes*. The Company operates in a multinational tax environment and is subject to a multitude of tax laws, regulations, and guidelines. Some transactions and the related impact to the income tax provision are judgmental, particularly related to the application of transfer pricing rules to certain intercompany transactions. Auditing the tax positions related to the application of transfer pricing rules and tax laws to certain intercompany transactions was complex and measurement of the uncertain tax positions required judgment. Certain tax positions carry unique facts and circumstances that must be evaluated considering the functions performed by certain Company legal entities in each jurisdiction and the measurement of the uncertain tax position is based on the interpretation of laws, regulations, tax case law and rulings, and other factors. |
February 18, 2026
| Net income | | $ | 1,663,887 | | | $ | 1,411,436 | | | $ | 1,289,636 | |
| | | December 27, 2025 | | | | December 28, 2024 | | |
| Net income | | $ | 1,663,887 | | | $ | 1,411,436 | | | $ | 1,289,636 | |
| Net income | | | — | | | | — | | | | — | | | | 1,663,887 | | | | — | | | | 1,663,887 | |
| Translation adjustment | | | — | | | | — | | | | — | | | | — | | | | 135,969 | | | | 135,969 | |
| Comprehensive income | | | | | | | | | | | | | | | | | | | | | | | 1,831,770 | |
| Dividends | | | — | | | | — | | | | — | | | | (692,888 | ) | | | — | | | | (692,888 | ) |
| Balance at December 27, 2025 | | $ | 19,490 | | | $ | 2,368,670 | | | $ | (406,423 | ) | | $ | 6,970,182 | | | $ | 20,645 | | | $ | 8,972,564 | |
December 27, 2025 and December 28, 2024
The Company continued this presentation of operating expense in the current period.
Fiscal years 2025, 2024, and 2023 each included 52 weeks.
At December 27, 2025, cumulative unrealized net gains of $1,542 were reported in accumulated other comprehensive income (loss), net of related taxes.
| | | December 27, 2025 | | | | | | | | December 28, 2024 | | | | | | |
| | | December 27, 2025 | | | | December 28, 2024 | | |
The amount of excess purchase cost over fair value of net assets acquired in a business combination is recorded as goodwill and represents the future economic benefit arising from other assets acquired that were not individually and separately recognized.
Goodwill was $760,241 at December 27, 2025, and $603,947 at December 28, 2024.
| Acquisitions | | | 117,003 | | | | — | | | | — | | | | 2,539 | | | | — | | | | 119,542 | |
| Goodwill balance as of December 27, 2025 | | $ | 382,415 | | | $ | 182,953 | | | $ | 60,347 | | | $ | 134,526 | | | $ | — | | | $ | 760,241 | |
In the next five years, the amortization expense related to intangible assets held as of December 27, 2025 is estimated to be $32,725, $29,303, $24,042, $21,054, and $16,493, respectively.
The Company provides standard warranties to its retail partners and end-users.
The Company has adopted the new standard using a retrospective approach, recasting prior year disclosures to conform to current year presentation.
| | | December 27, 2025 | | | | December 28, 2024 | | | | December 30, 2023 | | |
| Net sales | | $ | 7,245,519 | | | $ | 6,296,903 | | | $ | 5,228,252 | |
| | | December 27, 2025 | | | | | | | | December 28, 2024 | | | | | | |
Of the $328,779 of deferred revenue recognized in the
| | | December 27, 2025 | | | | December 28, 2024 | | | | December 30, 2023 | | |
| Basic net income per share | | $ | 8.65 | | | $ | 7.35 | | | $ | 6.74 | |
| Diluted net income per share | | $ | 8.59 | | | $ | 7.30 | | | $ | 6.71 | |
| Agency securities | | Level 2 | | | 79,794 | | | | 63 | | | | (316 | ) | | | 79,541 | |
| Mortgage-backed securities | | Level 2 | | | 86,251 | | | | 567 | | | | (1,508 | ) | | | 85,310 | |
| Corporate debt securities | | Level 2 | | | 1,454,326 | | | | 12,809 | | | | (4,624 | ) | | | 1,462,511 | |
| Municipal securities | | Level 2 | | | 217,629 | | | | 675 | | | | (2,201 | ) | | | 216,103 | |
| Other | | Level 2 | | | 1,346 | | | | — | | | | (41 | ) | | | 1,305 | |
| Total | | | | $ | 1,850,656 | | | $ | 14,168 | | | $ | (8,693 | ) | | $ | 1,856,131 | |
| | | As of December 27, 2025 | | | | | | | | | | | | | | | | | | | | | | |
| U.S. Treasury securities | | $ | (3 | ) | | $ | 7,981 | | | $ | — | | | $ | — | | | $ | (3 | ) | | $ | 7,981 | |
| Agency securities | | | (217 | ) | | | 54,089 | | | | (99 | ) | | | 6,900 | | | | (316 | ) | | | 60,989 | |
Measurement of Reserve for Unrecognized Income Tax Benefits
| *Description of the Matter* | The Company accounts for uncertainty in income taxes in accordance with the FASB ASC 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 $5.3 million at December 28, 2024, primarily related to transfer pricing positions. Auditing management’s assessment and measurement of material tax positions is complex and involved especially subjective and complex 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. |
February 19, 2025
| | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Supplemental disclosures of cash flow information | | | | | | | | | | | | |
| Cash paid during the year for income taxes | | $ | 333,795 | | | $ | 302,154 | | | $ | 184,809 | |
| Cash received during the year from income tax refunds | | $ | 14,391 | | | $ | 12,133 | | | $ | 7,786 | |
| Balance at December 25, 2021 | | $ | 17,979 | | | $ | 1,960,722 | | | $ | (303,114 | ) | | $ | 4,320,737 | | | $ | 117,835 | | | $ | 6,114,159 | |
| Net income | | | — | | | | — | | | | — | | | | 973,585 | | | | — | | | | 973,585 | |
| Translation adjustment | | | — | | | | — | | | | — | | | | — | | | | (149,396 | ) | | | (149,396 | ) |
| Comprehensive income | | | | | | | | | | | | | | | | | | | | | | | 741,217 | |
| Dividends | | | — | | | | — | | | | — | | | | (560,805 | ) | | | — | | | | (560,805 | ) |
Certain prior period amounts have been recast, reclassified, or presented to conform to current period presentation.
Fiscal year 2024 contained 52 weeks compared to 52 weeks for 2023 and 53 weeks for 2022.
In addition, the Company provides map update services (map care) over a contractual period in certain hardware and software contracts with automotive original equipment manufacturers (OEMs).
The Company has determined that directly observable prices do not exist for certain map updates, map care, or server-based traffic, as stand-alone and unbundled unit sales do not occur on more than a limited basis.
Therefore, the Company uses the expected cost plus a margin as the primary indicator to calculate relative SSP of certain map updates, map care, and traffic performance obligations.
The revenue and associated costs allocated to map updates, map care, and server-based traffic services are deferred and recognized ratably over the contractual service period or estimated life of the products.
Rather, they are recorded as discrete tax items in the period they occur.
A majority of the Company’s research and development is performed in the United States.
Billings associated with such items are typically completed upon the transfer of control of promised products or services to the customer and recorded to accounts receivable until payment is received.
The Company’s excess purchase cost over fair value of net assets acquired (goodwill) was $603,947 at December 28, 2024, and $608,474 at December 30, 2023.
| Goodwill balance as of December 31, 2022 | | $ | 244,302 | | | $ | 178,344 | | | $ | 60,347 | | | $ | 85,001 | | | $ | — | | | $ | 567,994 | |
| Acquisitions | | | — | | | | — | | | | — | | | | 32,014 | | | | — | | | | 32,014 | |
In the next five years, the amortization expense is estimated to be $31,243, $28,346, $24,143, $19,615, and $16,570, respectively.
The Company’s standard warranty obligation to retail partners generally provides for a right of return of any product for a full refund in the event that such product is not merchantable, is damaged, or is defective.
To the extent the Company experiences increased warranty claim activity or increased costs associated with servicing those claims, its warranty accrual will increase, which may result in decreased gross profit.
*Segment Reporting*
In November 2023, the Financial Accounting Standards Board (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.
ASU 2023-07 requires the Company to disclose additional information about certain significant segment expenses, as well as how the Company’s chief operating decision maker (CODM) uses segment profit or loss information in assessing segment performance and deciding how to allocate resources.
The Company adopted the new standard beginning with fiscal year 2024 annual reporting using a retrospective transition method.
The amendments may be applied using either a prospective or retrospective approach.
ASU 2023-09 is effective for fiscal years beginning after December 15, 2024, with early adoption permitted.
| Agency securities | | Level 2 | | | 23,692 | | | | 32 | | | | (585 | ) | | | 23,139 | |
| Mortgage-backed securities | | Level 2 | | | 38,743 | | | | — | | | | (4,731 | ) | | | 34,012 | |
| Corporate debt securities | | Level 2 | | | 1,104,834 | | | | 1,680 | | | | (46,073 | ) | | | 1,060,441 | |
| Municipal securities | | Level 2 | | | 294,240 | | | | 98 | | | | (18,430 | ) | | | 275,908 | |
| Other | | Level 2 | | | 3,760 | | | | — | | | | (423 | ) | | | 3,337 | |
| Total | | | | $ | 1,468,240 | | | $ | 1,811 | | | $ | (70,242 | ) | | $ | 1,399,809 | |
An excerpt. Shown here: 40 of 332 rewritten, 40 of 155 added and 40 of 120 removed. The counts are complete. For every sentence, read Item 8. Financial Statements and Supplementary Data in the FY2025 filing and the FY2024 filing.
Item 9A. Controls and Procedures
8 rewritten, 1 added, 1 removed, 29 unchanged
Management of the Company assessed the effectiveness of the Company’s internal control over financial reporting as of December [removed: 28, 2024.][added: 27, 2025.]
Based on such assessment and those criteria, management believes that the Company maintained effective internal control over financial reporting as of December [removed: 28, 2024.][added: 27, 2025.]
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: 28, 2024,] [added: 27, 2025,] as stated in their report which is included herein.
To the Shareholders and the Board of Directors of Garmin Ltd. [removed: and Subsidiaries]
We have audited Garmin Ltd. and [removed: Subsidiaries’ (the Company)] [added: subsidiaries’] internal control over financial reporting as of December [removed: 28, 2024,] [added: 27, 2025,] 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, [removed: the Company] [added: Garmin Ltd. and subsidiaries (the Company)] maintained, in all material respects, effective internal control over financial reporting as of December [removed: 28, 2024,] [added: 27, 2025,] 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 the Company as of December [removed: 28, 2024] [added: 27, 2025] and December [removed: 30, 2023,] [added: 28, 2024,] 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: 28, 2024,] [added: 27, 2025,] and the related notes and our report dated February [removed: 19, 2025] [added: 18, 2026] expressed an unqualified opinion thereon.
There were no changes in our internal control over financial reporting during the quarter ended December [removed: 28, 2024] [added: 27, 2025] that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
February 18, 2026
February 19, 2025
Item 9B. Other Information
1 rewritten, 0 added, 2 removed, 1 unchanged
During the 13-week period ended December [removed: 28, 2024,] [added: 27, 2025,] no directors or officers (as defined in Rule 16a-1(f) of the Exchange [removed: Act)] [added: Act] of [added: 1934) 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 [removed: S-K, except as follows:][added: S-K.]
On November 27, 2024, Patrick Desbois, Co-Chief Operating Officer, adopted a new written trading plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act for the potential sale of up to 6,911 shares of our common shares, subject to certain conditions.
The first trade date will not occur until February 26, 2025 at the earliest, and the plan's maximum duration is until May 26, 2025.
Item 10. Directors, Executive Officers and Corporate Governance
3 rewritten, 0 added, 0 removed, 30 unchanged
Garmin’s definitive proxy statement in connection with its annual meeting of shareholders scheduled for June [removed: 6, 2025] [added: 5, 2026] (the “Proxy Statement”) will be filed with the Securities and Exchange Commission no later than 120 days after December [removed: 28, 2024.][added: 27, 2025.]
The information set forth in response to Item [removed: 402] [added: 407] of Regulation S-K under the heading “Board [removed: Meetings] and [removed: Standing] Committee Meetings [removed: - Audit Committee”] [added: and Attendance”] in the Proxy Statement is hereby incorporated herein by reference in partial response to this Item 10.
Mr. Hartnett serves as the [removed: Chairman] [added: Chair] of the Audit Committee.
Item 11. Executive Compensation
1 rewritten, 0 added, 0 removed, 2 unchanged
The information set forth in response to Item 402 of Regulation S-K under the headings “Executive Compensation Matters” and [removed: “Non-Management Director Compensation”] [added: “Compensation of Directors”] in the Proxy Statement is hereby incorporated herein by reference in partial response to this Item 11.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
3 rewritten, 2 added, 2 removed, 8 unchanged
The following table gives information as of December [removed: 28, 2024] [added: 27, 2025] about the Garmin common shares that may be issued under all of the Company’s existing equity compensation plans, as adjusted for stock splits.
The weighted-average exercise price does not reflect the shares that will be issued upon the payment of outstanding awards of [removed: RSUs.][added: restricted stock units.]
The Company has no knowledge of any [removed: arrangement, the operation of which] [added: arrangement that] may at a subsequent date result in a change in control of the Company.
| Equity compensation plans approved by shareholders | | | 1,674,949 | | | N/A | | | 5,904,832 | |
| Total | | | 1,674,949 | | | N/A | | | 5,904,832 | |
| Equity compensation plans approved by shareholders | | | 1,766,108 | | | N/A | | | 7,099,267 | |
| Total | | | 1,766,108 | | | N/A | | | 7,099,267 | |
Item 14. Principal Accountant Fees and Services
1 rewritten, 0 added, 0 removed, 1 unchanged
The information set forth under the headings [removed: “Audit Matters -- Independent] [added: “Independent] Registered Public Accounting Firm Fees” and “Pre-Approval of Services Provided by the Independent Auditor” in the Proxy Statement is hereby incorporated by reference in response to this Item 14.
Item 15. Exhibits and Financial Statement Schedules
30 rewritten, 14 added, 0 removed, 62 unchanged
| 3.1 | | [Articles of Association of Garmin Ltd., as amended and restated on June [removed: 7, 2024] [added: 6, 2025] (incorporated by reference to Exhibit [removed: 10.2] [added: 10.1] of the Registrant’s Current Report on Form 8-K filed on June [removed: 11, 2024).](https://www.sec.gov/Archives/edgar/data/1121788/000095017024071684/grmn-ex10_2.htm)] [added: 12, 2025).](https://www.sec.gov/Archives/edgar/data/1121788/000095017025085470/grmn-ex10_1.htm)] |
| 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/1121788/000095017025022760/grmn-ex4_1.htm)] [added: 1934.](https://www.sec.gov/Archives/edgar/data/1121788/000119312526056028/grmn-ex4_1.htm)] |
| [removed: 10.4*] [added: 10.5*] | | [Form of Restricted Stock Unit Award Agreement pursuant to the Garmin Ltd. 2005 Equity Incentive Plan, for Swiss grantees (incorporated by reference to Exhibit 10.2 to the [removed: Company's] [added: Company’s] Form 10-Q filed on October 30, 2024).](https://www.sec.gov/Archives/edgar/data/1121788/000095017024118582/grmn-ex10_2.htm) |
| [removed: 10.5*] [added: 10.6*] | | [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, 2016).](https://www.sec.gov/Archives/edgar/data/1121788/000161577416007773/s104335_ex10-5.htm) |
| [removed: 10.6*] [added: 10.8*] | | [Form of Restricted Stock Unit Award Agreement pursuant to the Garmin Ltd. 2005 Equity Incentive Plan, for Canadian grantees (incorporated by reference to Exhibit 10.3 to the [removed: Company's] [added: Company’s] Form 10-Q filed on October 30, [removed: 2024).](https://www.sec.gov/Archives/edgar/data/1121788/000095017024118582/grmn-ex10_3.htm)] [added: 2024).](https://www.sec.gov/Archives/edgar/data/1121788/000095017024118582/grmn-ex10_3.htm)[](https://www.sec.gov/Archives/edgar/data/1121788/000095017024118582/grmn-ex10_3.htm)] |
| [removed: 10.7*] [added: 10.9*] | | [Form of Restricted Stock Unit Award Agreement pursuant to the Garmin Ltd. 2005 Equity Incentive Plan, for Canadian grantees (incorporated by reference to Exhibit 10.6 of the Registrant’s Quarterly Report on Form 10-Q filed on October 26, 2016).](https://www.sec.gov/Archives/edgar/data/1121788/000161577416007773/s104335_ex10-6.htm) |
| [removed: 10.8*] [added: 10.11*] | | [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 10.4 to the [removed: Company's] [added: Company’s] Form 10-Q filed on October 30, 2024).](https://www.sec.gov/Archives/edgar/data/1121788/000095017024118582/grmn-ex10_4.htm) |
| [removed: 10.9*] [added: 10.12*] | | [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 10.16 of the Registrant’s Annual Report on Form 10-K filed on February 21, 2024).](https://www.sec.gov/Archives/edgar/data/1121788/000095017024017559/grmn-ex10_16.htm) |
| [removed: 10.10*] [added: 10.13*] | | [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, 2018).](https://www.sec.gov/Archives/edgar/data/1121788/000161577418001344/s109029_ex10-60.htm) |
| [removed: 10.11*] [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 and non-Canadian grantees who are executive officers (incorporated by reference to Exhibit 10.5 to the [removed: Company's] [added: Company’s] Form 10-Q filed on October 30, 2024).](https://www.sec.gov/Archives/edgar/data/1121788/000095017024118582/grmn-ex10_5.htm) |
| [removed: 10.12*] [added: 10.16*] | | [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, 2020).](https://www.sec.gov/Archives/edgar/data/1121788/000121390020004768/f8k022420ex10-2_garmin.htm) |
| [removed: 10.13*] [added: 10.18*] | | [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 not executive officers (incorporated by reference to Exhibit 10.6 to the [removed: Company's] [added: Company’s] Form 10-Q filed on October 30, 2024).](https://www.sec.gov/Archives/edgar/data/1121788/000095017024118582/grmn-ex10_6.htm) |
| [removed: 10.14*] [added: 10.19*] | | [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 not executive officers (incorporated by reference to Exhibit 10.3 of the Registrant’s Current Report on Form 8-K filed on February 26, 2020).](https://www.sec.gov/Archives/edgar/data/1121788/000121390020004768/f8k022420ex10-3_garmin.htm) |
| [removed: 10.15*] [added: 10.21*] | | [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 Canadian grantees who are not executive officers (incorporated by reference to Exhibit 10.7 to the [removed: Company's] [added: Company’s] Form 10-Q filed on October 30, [removed: 2024).](https://www.sec.gov/Archives/edgar/data/1121788/000095017024118582/grmn-ex10_7.htm)] [added: 2024).](https://www.sec.gov/Archives/edgar/data/1121788/000095017024118582/grmn-ex10_7.htm)[](https://www.sec.gov/Archives/edgar/data/1121788/000095017024118582/grmn-ex10_7.htm)] |
| [removed: 10.16*] [added: 10.22*] | | [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 Canadian grantees who are not executive 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) |
| [removed: 10.17*] [added: 10.24*] | | [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 10.8 to the [removed: Company's] [added: Company’s] Form 10-Q filed on October 30, 2024).](https://www.sec.gov/Archives/edgar/data/1121788/000095017024118582/grmn-ex10_8.htm) |
| [removed: 10.18*] [added: 10.25*] | | [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 executive officers (incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K filed on February 26, 2020).](https://www.sec.gov/Archives/edgar/data/1121788/000121390020004768/f8k022420ex10-1_garmin.htm) |
| [removed: 10.19*] [added: 10.26*] | | [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 10.14 of the Registrant’s Annual Report on Form 10-K filed on February 21, 2024).](https://www.sec.gov/Archives/edgar/data/1121788/000095017024017559/grmn-ex10_14.htm) |
| [removed: 10.20*] [added: 10.27*] | | [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 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) |
| [removed: 10.21*] [added: 10.28*] | | [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 10.15 of the Registrant’s Annual Report on Form 10-K filed on February 21, 2024).](https://www.sec.gov/Archives/edgar/data/1121788/000095017024017559/grmn-ex10_15.htm) |
| [removed: 10.22*] [added: 10.29*] | | [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 10.64 of the Registrant’s Annual Report on Form 10-K filed on February 20, 2019).](https://www.sec.gov/Archives/edgar/data/1121788/000161577419002739/s116041_ex10-64.htm) |
| [removed: 10.23*] [added: 10.30*] | | [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, 2014).](https://www.sec.gov/Archives/edgar/data/1121788/000114420414047956/v385950_ex10-1.htm) |
| 19.1‡ | | [Insider Trading [removed: Policy](https://www.sec.gov/Archives/edgar/data/1121788/000095017025022760/grmn-ex19_1.htm)] [added: Policy](https://www.sec.gov/Archives/edgar/data/1121788/000119312526056028/grmn-ex19_1.htm)] |
| 21.1‡ | | [List of [removed: subsidiaries](https://www.sec.gov/Archives/edgar/data/1121788/000095017025022760/grmn-ex21_1.htm)] [added: subsidiaries](https://www.sec.gov/Archives/edgar/data/1121788/000119312526056028/grmn-ex21_1.htm)] |
| 23.1‡ | | [Consent of Ernst & Young [removed: LLP](https://www.sec.gov/Archives/edgar/data/1121788/000095017025022760/grmn-ex23_1.htm)] [added: LLP](https://www.sec.gov/Archives/edgar/data/1121788/000119312526056028/grmn-ex23_1.htm)] |
| 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/1121788/000095017025022760/grmn-ex31_1.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/1121788/000119312526056028/grmn-ex31_1.htm)] |
| 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/1121788/000095017025022760/grmn-ex31_2.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/1121788/000119312526056028/grmn-ex31_2.htm)] |
| 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/1121788/000095017025022760/grmn-ex32_1.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/1121788/000119312526056028/grmn-ex32_1.htm)] |
| 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/1121788/000095017025022760/grmn-ex32_2.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/1121788/000119312526056028/grmn-ex32_2.htm)] |
| [removed: 97.1‡] [added: 97.1] | | [Garmin Ltd. Incentive Compensation Recovery [removed: Policy](https://www.sec.gov/Archives/edgar/data/1121788/000095017025022760/grmn-ex97_1.htm)] [added: Policy (incorporated by reference to Exhibit 97.1 of the Registrant's Annual Report on Form 10-K filed on February 19, 2025)](https://www.sec.gov/Archives/edgar/data/1121788/000095017025022760/grmn-ex97_1.htm)] |
| 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 10.1 to the Company’s Form 10-Q filed on October 29, 2025).](https://www.sec.gov/Archives/edgar/data/1121788/000119312525254605/grmn-ex10_1.htm) |
| 10.7* | | [Form of Restricted Stock Unit Award Agreement pursuant to the Garmin Ltd. 2005 Equity Incentive Plan, for Canadian grantees (incorporated by reference to Exhibit 10.2 to the Company’s Form 10-Q filed on October 29, 2025).](https://www.sec.gov/Archives/edgar/data/1121788/000119312525254605/grmn-ex10_2.htm) |
| 10.10* | | [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 10.3 to the Company’s Form 10-Q filed on October 29, 2025).](https://www.sec.gov/Archives/edgar/data/1121788/000119312525254605/grmn-ex10_3.htm) |
| 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 non-Swiss and non-Canadian grantees who are executive officers (incorporated by reference to Exhibit 10.4 to the Company’s Form 10-Q filed on October 29, 2025).](https://www.sec.gov/Archives/edgar/data/1121788/000119312525254605/grmn-ex10_4.htm) |
| 10.17* | | [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 not executive officers (incorporated by reference to Exhibit 10.5 to the Company’s Form 10-Q filed on October 29, 2025).](https://www.sec.gov/Archives/edgar/data/1121788/000119312525254605/grmn-ex10_5.htm) |
| 10.20* | | [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 Canadian grantees who are not executive officers (incorporated by reference to Exhibit 10.6 to the Company’s Form 10-Q filed on October 29, 2025).](https://www.sec.gov/Archives/edgar/data/1121788/000119312525254605/grmn-ex10_6.htm) |
| 10.23* | | [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 10.7 to the Company’s Form 10-Q filed on October 29, 2025).](https://www.sec.gov/Archives/edgar/data/1121788/000119312525254605/grmn-ex10_7.htm) |
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Item 16. Form 10-K Summary
3 rewritten, 0 added, 0 removed, 37 unchanged
Dated: February [removed: 19, 2025][added: 18, 2026]
[removed: Pemble and] [added: Pemble,] Douglas G.
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: 19, 2025.][added: 18, 2026.]