GRMNGarmin
Deals with insiders in the proxy filed 2026-04-22
Deals between GRMN and its directors, executives, owners of more than 5% or their families: a relative on the payroll, a plane the company charters from its CEO, a director's company that buys from it. SEC rules (Item 404) make the company list every such deal over $120,000 in its proxy statement.
New this year
Paragraphs about a deal, a person or a relative with nothing like them in the proxy filed 2025-04-23.
Nothing new: every deal in this year's section was reported last year too.
The whole section
6 paragraphs quoted as filed
Related Person Policy and Transactions“Garmin has adopted a written policy for the review by the Audit Committee of transactions in which Garmin is a participant and any related person will have a direct or indirect material interest in the transaction. This policy is generally designed to cover those related party transactions that would be required to be disclosed in a proxy statement, annual report on Form 10-K or registration statement pursuant to Item 404(a) of Regulation S-K. However, the policy is more encompassing in that the amount involved in a transaction covered by the policy must only exceed $60,000 while disclosure under Item 404(a) of Regulation S-K is required only if the amount involved exceeds $120,000. The policy defines the terms “transaction” and “related person” in the same manner as Item 404(a) of Regulation S-K.”
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Related Person Policy and Transactions“If the nature of the timing of a related party transaction is such that it is not practical to obtain advance approval by the Audit Committee, then management may enter into it, subject to ratification by the Audit Committee. If ratification is not subsequently obtained, then management must take all reasonable efforts to cause the related person transaction to be null and void.”
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Related Person Policy and Transactions“The Audit Committee will approve or ratify only those related party transactions that it determines in good faith are in, or are not inconsistent with, the best interests of Garmin and its shareholders. In making that determination, the Audit Committee shall consider all of the relevant facts and circumstances available to it, including the benefits to Garmin and whether the related party transaction is on terms and conditions comparable to those available in arm’s-length dealing with an unrelated third party that can provide comparable products or services.”
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Related Person Policy and Transactions“The Audit Committee will also annually review ongoing related party transactions after considering all relevant facts and circumstances. The Audit Committee will then determine if those transactions should be terminated or modified based on whether it is still in the best interests, or not inconsistent with the best interests, of Garmin and its shareholders.”
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Related Person Policy and Transactions“Philip Straub, Executive Vice President, Managing Director-Aviation, Garmin International, Inc. (“Garmin International”), has two family members who are non-executive employees of Garmin International and received annual compensation in 2025 of more than $120,000. Susan Lyman, Vice President, Global Consumer Marketing, Garmin International has two family members who are or were non-executive employees of Garmin International and received annual compensation in 2025 of more than $120,000. Clifton Pemble, Garmin’s President and Chief Executive Officer, has a family member who is a non-executive employee of Garmin International and received annual compensation in 2025 of more than $120,000. Each of these family members received compensation in 2025 of more than $120,000 and less than $350,000, in addition to customary employee benefits available to all salaried employees in the United States. The Audit Committee reviewed and approved each of these related person transactions.”
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Related Person Policy and Transactions“The compensation of each of the family members described above was established by Garmin International in accordance with its standard compensation practices and is consistent with other employees in similar positions with comparable qualifications, tenure and responsibilities.”
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Paragraphs are compared by their words, not read by AI: one counts as new when no paragraph last year shares half of its words, or when it names a person or company last year's section did not. A deal reported again with a new amount is not new. Always check the filing. Open the proxy ↗ · Last year's proxy ↗