DEF 14A of Garmin LTD, Apr 22, 2026

DEF 14A of Garmin LTD

Filed Apr 22, 2026 · FY20250001308179-26-000318

Open on EDGAR

  1. Director Nominees

    Director Nominees Garmin’s Board of Directors (the “Board”) oversees our business, utilizing the diverse skills and experiences of our directors to represent the best interests of our shareholders. Below are the nominees for re-election at our Annual Meeting.

  2. Director Nominees

    | Name | Independent | Age | Director Since | Audit Committee | Compensation Committee | Nominating Committee | | Min H. Kao Executive Chairman | | 77 | 2000 | | | | | Clifton A. Pemble President and CEO | | 60 | 2004 | | | | | Susan M. Ball | | 62 | 2024 | • | • | • | | Jonathan C. Burrell | | 62 | 2018 | | • | • | | Joseph J. Hartnett | | 70 | 2013 | • | • | • | | Catherine A. Lewis | | 73 | 2019 | • | • | • |

  3. Director Nominees

    | • | Chair | • | Member |

  4. Director Nominees

    Garmin does not have a policy that limits the number of terms or years a director may serve on the Board because such limits may cause the loss of experience and expertise important to the operation of the Board. Instead, to ensure the Board remains composed of high-functioning members able to keep their commitments to Board service, the Nominating and Corporate Governance Committee evaluates the qualifications and performance of each incumbent director before recommending the nomination of incumbent directors for re-election. Having a Board comprised of directors with a variety of tenures provides an effective mix of deep knowledge about Garmin and fresh perspectives. For more information regarding our nominees, see the section entitled “Nominees for Election” beginning on page 17.

  5. DIRECTORS

    DIRECTORS

  6. Board Composition

    Board Composition The Board and the Nominating Committee believe the backgrounds, skills, expertise and experiences of our directors provide Garmin with a diverse range of perspectives to effectively oversee management in the operation of Garmin and represent the best interests of Garmin’s shareholders. Pursuant to Swiss law and our Articles of Association, the members of our Board must be elected annually and individually for a term extending until completion of the next annual general meeting. After evaluating nominees based on the criteria set forth above under “Nominating and Corporate Governance Committee,” the Nominating Committee has recommended the nomination and the Board has nominated the following persons, each of whom is currently a director of Garmin, to stand for re-election for a term extending until completion of the annual general meeting in 2027: Susan M. Ball, Jonathan C. Burrell, Joseph J. Hartnett, Min H. Kao, Catherine A. Lewis and Clifton A. Pemble. Ms. Ball, Mr. Burrell, Mr. Hartnett, Dr. Kao, Ms. Lewis and Mr. Pemble have each indicated that they are willing and able to continue to serve as directors if re-elected.

  7. Nominees for Election

    Nominees for Election The following matrix provides summary information about our nominees’ skills, experience and demographics.

  8. Nominees for Election

    | | | Susan M. Ball | Jonathan C. Burrell | Joseph J. Hartnett | Min H. Kao | Catherine A. Lewis | Clifton A. Pemble | | Experience | | | | | | | | | | Executive Leadership Experience | | | | | | | | | Audit Committee Financial Expert | | | | | | | | | Global Tax Compliance | | | | | | | | | Risk and Compliance Oversight | | | | | | | | | Corporate Governance | | | | | | | | | Cybersecurity and Information Technology Oversight | | | | | | | | | Other Public Company Board Experience | | | | | | | | | Global Operations | | | | | | | | | Technology Product Design and Development | | | | | | | | | Product Manufacturing | | | | | | | | | Mergers and Acquisitions | | | | | | |

  9. Nominees for Election

    | | Susan M. Ball | Jonathan C. Burrell | Joseph J. Hartnett | Min H. Kao | Catherine A. Lewis | Clifton A. Pemble | | Demographics | | | | | | | | Asian | | | | | | | | White/Caucasian | | | | | | | | Gender | F | M | M | M | F | M |

  10. Nominees for Election

    References to the length of time during which (and, in the case of persons who are employees of Garmin, the positions in which they have served) the nominees for re-election have served as directors and/or employees of Garmin in their biographies included in this section of this Proxy Statement refer to their service as directors and/or officers of both (i) Garmin Ltd., a Cayman Islands company (“Garmin Cayman”) which was the ultimate parent holding company of the Garmin group of companies until June 27, 2010 and (ii) Garmin Ltd., a Swiss company, which became the ultimate parent holding company of the Garmin group of companies on June 27, 2010 pursuant to a scheme of arrangement under Cayman Islands law that was approved by the shareholders of Garmin Cayman on May 20, 2010. Susan M. Ball, age 62, has been a director of Garmin since 2024. Ms. Ball has more than 35 years of experience in finance, accounting, business operations and taxes. She has served as Chief Financial Officer and Treasurer of Surveying And Mapping, LLC, a privately held provider of geospatial and inspection services, since July 2022. Ms. Ball previously served as Chief Financial Officer, Executive Vice President and Treasurer of Team, Inc. (NYSE: TISI) from December 2018 to November 2021. From January 2018 to May 2018, Ms. Ball served as Executive Vice President, Chief Financial Officer and Treasurer of CVR Energy, Inc. (NYSE: CVI) and from August 2012 to December 2017 as its Chief Financial Officer and Treasurer. Ms. Ball also served as Executive Vice President and Chief Financial Officer of the general partner of CVR Partners LP (NYSE: UAN) from January 2018 to May 2018 and as its Chief Financial Officer and Treasurer from August 2012 to December 2017. Ms. Ball has held the designation of Certified Public Accountant since 1991. Ms. Ball was a director of U.S. Concrete, Inc. (Nasdaq: USCR) from August 2018 to August 2021 and served as Chair of its Audit Committee from May 2020 to August 2021 and as a member of its Audit Committee from October 2018 to August 2021. The Board has concluded that Ms. Ball should be nominated for re-election as a director of Garmin because: (1) her experience as the chief financial officer of both public and private companies and her experience as the chairman of the audit committee of a public company gives her strong qualifications to be a member of the Audit Committee, and she qualifies as an “audit committee financial expert” as defined by the SEC regulations implementing Section 407 of the Sarbanes-Oxley Act of 2002; (2) she has significant experience as a senior executive in the areas of, operations management, executive leadership, strategic planning and finance; (3) she meets the requirements to be an independent director under the listing standards of the NYSE and applicable SEC regulations; and (4) she satisfies the general criteria described above under “Nominating and Corporate Governance Committee.” Jonathan C. Burrell, age 62, has been a director of Garmin since June 2018. Mr. Burrell is the CEO of the Burrell Family Office. In this role, he manages and provides direction for the assets and investments of the Burrell family. In addition, he is an inventor and active investor in financial, technology and clean energy related businesses. Mr. Burrell is an inventor on 35 issued and pending U.S. patents, many of which are owned by Garmin. Mr. Burrell holds a BS degree in Mechanical Engineering from Wichita State University. He has served on several boards of charitable organizations and currently serves as president of the Burrell family’s charitable foundation. The Board has concluded that Mr. Burrell should be nominated for re-election as a director of Garmin because: (1) his significant experience in product design and development provides the Board with valuable experience relevant to Garmin’s products; (2) he has considerable knowledge of Garmin’s business and operations from his previous service as a leader of Garmin’s engineering department; (3) he meets the requirements to be an independent director under the listing standards of the NYSE and applicable SEC regulations; and (4) he satisfies the general criteria described above under “Nominating and Corporate Governance Committee.” Joseph J. Hartnett, age 70, has been a director of Garmin since June 2013. Mr. Hartnett was Interim President and Chief Executive Officer of Sparton Corporation (NYSE: SPA) from February 2016 to March 2019. Previously he served as President and Chief Executive Officer of Ingenient Technologies, Inc., and U.S. Robotics Corporation where he also served as Chief Financial Officer. Mr. Hartnett was a partner with Grant Thornton LLP where he was employed for over 20 years in various leadership positions at the regional, national and international level. Mr. Hartnett is a registered Certified Public Accountant in the State of Illinois and holds a Bachelor’s degree in Accounting from the University of Illinois at Chicago. Mr. Hartnett was a director of Sparton Corporation from September 2008 to March 2019 and was Chairman of its Board of Directors from October 2014 to February 2016. At Sparton Corporation Mr. Hartnett served as past chairman and member of the audit committee and past member of the compensation and nominating and corporate governance committees. He is also a former director of Crossroad Systems, Inc., Ingenient Technologies, Inc. and U.S. Robotics Corporation. The Board has concluded that Mr. Hartnett should be nominated for re-election as a director of Garmin because: (1) his 20 years of experience as a Certified Public Accountant with Grant Thornton LLP and his experience as the chairman of the audit committee of two other public companies gives him strong qualifications to be a member of the Audit Committee, and he qualifies as an “audit committee financial expert” as defined by the SEC regulations implementing Section 407 of the Sarbanes-Oxley Act of 2002; (2) he has significant industry experience as a senior executive in the areas of international business, operations management, executive leadership, strategic planning and finance, as well as extensive corporate governance, executive compensation and financial experience; (3) he meets the requirements to be an independent director under the listing standards of the NYSE and applicable SEC regulations; (4) through his years of service on our Board he has obtained a thorough knowledge of Garmin’s business and culture which enables him to provide effective advice and oversight to management consistent with our goal of long-term value creation for shareholders; and (5) he satisfies the general criteria described above under “Nominating and Corporate Governance Committee.” Min H. Kao, age 77, has served as Executive Chairman of Garmin since January 2013. Dr. Kao served as Chairman of Garmin from September 2004 to December 2012 and was previously Co-Chairman of Garmin from August 2000 to August 2004. He served as Chief Executive Officer of Garmin from August 2002 to December 2012 and previously served as Co-Chief Executive Officer from August 2000 to August 2002. Dr. Kao has served as a director and officer of various subsidiaries of Garmin since August 1990. Dr. Kao holds Ph.D. and MS degrees in Electrical Engineering from the University of Tennessee and a BS degree in Electrical Engineering from National Taiwan University. Dr. Kao has not been a member of the board of directors of any entity other than Garmin or various subsidiaries of Garmin during the last five years.

  11. Nominees for Election

    The Board has concluded that Dr. Kao should be nominated for re-election as a director of Garmin because: (1) he is one of the co-founders of Garmin and its various subsidiaries; (2) he possesses over 35 years of experience in Garmin’s operations and has a high level of relevant technical and business knowledge and experience; (3) he is uniquely positioned to understand Garmin’s vision and values; and (4) he satisfies the general criteria described above under “Nominating and Corporate Governance Committee.” Catherine A. Lewis, age 73, has been a director of Garmin since June 2019. Ms. Lewis has more than 25 years of experience in the accounting and tax professions. She served as Global Head of Tax for KPMG’s Energy and Natural Resources practice from 2002 until her retirement in 2012. She served on KPMG’s Board of Directors for five years starting in 2004. Before joining KPMG in 2002, Ms. Lewis spent 17 years at Arthur Andersen. Ms. Lewis was a director of CorEnergy Infrastructure Trust, Inc. from July 2013 to June 2024, Chair of its Audit Committee from May 2016 to June 2024, a member of its Compensation and Corporate Governance Committee from July 2021 to June 2024, and a member of its Investment Committee from July 2013 to May 2022. The Board has concluded that Ms. Lewis should be nominated for re-election as a director of Garmin because: (1) she has more than 25 years of experience as a Certified Public Accountant and has experience as the Audit Committee Chair of another public company and she qualifies as an “audit committee financial expert” as defined by the SEC regulations implementing Section 407 of the Sarbanes-Oxley Act of 2002; (2) she has significant experience advising public companies on U.S. and international taxation; (3) she meets the requirements to be an independent director under the listing standards of the NYSE and applicable SEC regulations; and (4) she satisfies the general criteria described above under “Nominating and Corporate Governance Committee.” Clifton A. Pemble, age 60, has been a director of Garmin since August 2004 and has served as President and Chief Executive Officer of Garmin since January 2013. Mr. Pemble served as President and Chief Operating Officer of Garmin from October 2007 to December 2012. He has served as a director and officer of various subsidiaries of Garmin since August 2003. He has been President and Chief Executive Officer of Garmin International since January 2013. Previously, he served as Chief Operating Officer of Garmin International from October 2007 to December 2012 and he was Vice President, Engineering of Garmin International from 2005 to October 2007, Director of Engineering of Garmin International from 2003 to 2005, Software Engineering Manager of Garmin International from 1995 to 2002, and a Software Engineer with Garmin International from 1989 to 1995. Garmin International is a subsidiary of Garmin. Mr. Pemble holds BA degrees in Mathematics and Computer Science from MidAmerica Nazarene University. Mr. Pemble has not been a member of the board of directors of any entity other than Garmin and various subsidiaries of Garmin during the last five years. The Board has concluded that Mr. Pemble should be nominated for re-election as a director of Garmin because: (1) he has served Garmin and its various operating subsidiaries in many important roles for over 35 years; (2) he has a high level of relevant technical and business knowledge and experience; (3) he has a keen understanding of Garmin’s vision and values; and (4) he satisfies the general criteria described above under “Nominating and Corporate Governance Committee.”

  12. Compensation of Directors

    Compensation of Directors Each Garmin director who is not an officer or employee of Garmin or its subsidiaries (a “Non-Management Director”) is compensated for service on the Board and its committees. Garmin’s President and Chief Executive Officer receives compensation for his role as a Garmin employee, but he does not receive any additional compensation for his service as a member of the Board. Under Swiss law we are required to include the Executive Chairman’s employee compensation in the maximum aggregate compensation for the Board as set forth in Proposal 14, but the Executive Chairman does not receive any compensation for his service on the Board beyond the compensation he receives as a Garmin employee. The Executive Chairman’s compensation is not included in the “Non-Management Director Compensation Table” because he is part of Garmin’s management, and his compensation is not included in the “Executive Compensation Matters” section of this Proxy Statement because he is not a Named Executive Officer. The Compensation Committee makes a recommendation to the Board regarding the compensation of the Non-Management Directors, and the Board makes the final determination. Garmin’s Executive Chairman and CEO, in their capacities as members of the Board have a role in making determinations regarding the compensation of Non-Management Directors, but no other Garmin executives have any other role in making determinations regarding the compensation of Non-Management Directors. The objective of Garmin’s compensation for non-employee directors is to provide fair, reasonable and competitive compensation to attract and retain highly qualified, independent professionals to represent Garmin shareholders. Each Non-Management Director is paid an annual retainer of $100,000, and each Non-Management Director, who chairs a standing committee of the Board (other than the Audit Committee), also receives an annual retainer of $5,000. The Non-Management Director who chairs the Audit Committee receives an annual retainer of $10,000. Each Non-Management Director also receives an annual award of restricted stock units with a target value of $175,000. The maximum aggregate compensation for the Board for the period between the Annual General Meeting and the 2027 annual general meeting submitted to shareholders for approval under Proposal 14 reflects this compensation program for Non-Management Directors, and also includes an annual salary for our Executive Chairman. Garmin does not have formal stock ownership guidelines for its directors.

  13. 2025 Non-Management Director Compensation

    2025 Non-Management Director Compensation The following table shows the compensation paid to our Non-Management Directors in 2025:

  14. 2025 Non-Management Director Compensation

    | Name | Fees Earned or Paid in Cash ($) | Stock Awards ($)(1) | Total ($) | | Susan M. Ball | $100,000 | $175,023 | $275,023 | | Jonathan C. Burrell | $105,000 | $175,023 | $280,023 | | Joseph J. Hartnett | $110,000 | $175,023 | $285,023 | | Catherine A. Lewis | $105,000 | $175,023 | $280,023 |

  15. 2025 Non-Management Director Compensation

    | (1) This column shows the grant date fair value of 858 restricted stock units granted on June 6, 2025 to each of the Non-Management Directors computed in accordance with FASB ASC Topic 718. As of December 27, 2025 each Non-Management Director owned 858 outstanding restricted stock units. |

  16. Role of Compensation Consultant

    Role of Compensation Consultant The Compensation Committee engaged Meridian Compensation Partners LLC (“Meridian”) in 2022 to assist the Compensation Committee with evaluating and updating, as appropriate, Garmin’s focused comparator group, which takes into account company size, market capitalization, revenue, industry, and Garmin’s unique culture, which helps to retain talented executives. The Compensation Committee reviews the comparator group annually and makes changes it deems necessary or appropriate to the comparator group to (a) remove companies that are no longer stand-alone, publicly traded companies, (b) remove companies the Compensation Committee, with input from Garmin management, views as no longer fitting the criteria described above, and (c) add other companies the Compensation Committee, with input from Garmin management, views as being better matches based on those criteria. The 2025 comparator group was the same as it was in 2024. The Compensation Committee uses the comparator group’s executive compensation data primarily to assess the overall competitiveness of Garmin’s compensation programs and to obtain information on compensation trends. The current comparator group consists of the following companies:

  17. Role of Compensation Consultant

    | Acushnet Holdings Corp. | Teledyne Technologies Incorporated | | Brunswick Corporation | Textron Inc. | | Deckers Outdoor Corporation | Trimble Inc. | | DexCom, Inc. | Visteon Corporation | | HEICO Corporation | Winnebago Industries, Inc. | | Logitech International S.A. | YETI Holdings, Inc | | NetApp, Inc. | Zebra Technologies Corporation | | Polaris Inc. | |

  18. Long-Term Performance: Restricted Stock Units

    Long-Term Performance: Restricted Stock Units Garmin’s management and Compensation Committee believe stock ownership is the most important element in achieving the goals of Garmin’s compensation program. Stock ownership aligns the long-term interests of employees with those of shareholders, provides long-term retention incentive, and ties compensation to Garmin’s performance.

  19. Time-Based Vesting Restricted Stock Units

    Time-Based Vesting Restricted Stock Units Named Executive Officers are granted awards in the form of full-value restricted stock units (“RSUs”) under the Garmin Ltd. 2005 Equity Incentive Plan that, unless forfeited, vest over a three-year period. These RSU awards provide a long-term retention incentive, align the interests of Named Executive Officers with those of other shareholders and encourage an appropriate degree of risk-taking that is consistent with long-term growth. The Compensation Committee believes time vesting is an appropriate structure to achieve these objectives. The following table shows the grant date fair value in U.S. dollars of the RSUs awarded to each of the Named Executive Officers in 2023, 2024 and 2025, except for 2023 in the case of Mr. Trenkle, who first became a Named Executive Officer in 2024:

  20. Time-Based Vesting Restricted Stock Units

    | Name | 2023 | 2024 | 2025 | | Mr. Pemble | $2,699,956 | $2,899,922 | $2,999,833 | | Mr. Boessen | $624,933 | $825,222 | $849,792 | | Mr. Desbois | $850,140 | $1,000,212 | $1,074,720 | | Mr. Trenkle | $N/A | $699,960 | $1,000,145 | | Mr. Straub | $749,847 | $849,771 | $950,228 |

  21. Time-Based Vesting Restricted Stock Units

    The value of the RSUs awarded to Mr. Trenkle in 2025 was significantly higher than the value of the RSUs he received in 2024 because 2025 was the first full year in which he served as co-COO, a position that significantly increased his responsibilities.

  22. Performance-Based Vesting Restricted Stock Units

    Performance-Based Vesting Restricted Stock Units Named Executive Officers are also granted performance-contingent RSU awards (“PC-RSUs”) under the Garmin Ltd. 2005 Equity Incentive Plan. Such awards are valued on the grant date based on target achievement of Company performance criteria, as described below. The values on the vesting dates may differ due to share price fluctuation and achievement against predetermined Company performance criteria, ranging from 0% to 175% of target. The initial vesting of these awards is contingent upon the achievement of fiscal year revenue and profitability targets established by the Compensation Committee, and thereafter the remaining unvested PC-RSUs are subject to additional time-based vesting. As shown below, for the last three fiscal years, these targets were the Company’s operating income and revenue, which are derived from the Company’s audited financial statements, without any adjustments. Following the end of the fiscal year in which the PC-RSU awards were granted, the Compensation Committee determines whether each of the performance targets were achieved (the date such determination is made, the “Certification Date”). The percentage of the PC-RSUs that corresponds with the weighting attributed to each performance target that was achieved, if any, will, if not forfeited, vest in three equal installments, first within 30 days of the Certification Date and then on each of the first and second anniversary of the Certification Date. The Compensation Committee believes the performance-based element of these PC-RSU awards further aligns the interests of Garmin’s Named Executive Officers with the interests of Garmin’s shareholders, and that the time-based element furthers the objective of retaining Named Executive Officers. The following table shows the grant date fair value in U.S. dollars of the PC-RSUs awarded to each of the Named Executive Officers in 2023, 2024 and 2025, except for 2023 in the case of Mr. Trenkle, who first became a Named Executive Officer in 2024:

  23. Performance-Based Vesting Restricted Stock Units

    | Name | 2023 | 2024 | 2025 | | Mr. Pemble | $2,450,067 | $2,900,152 | $3,300,252 | | Mr. Boessen | $625,057 | $649,899 | $850,085 | | Mr. Desbois | $849,944 | $1,000,025 | $1,075,282 | | Mr. Trenkle | $N/A | $649,899 | $749,997 | | Mr. Straub | $700,019 | $800,177 | $875,107 |

  24. Performance-Based Vesting Restricted Stock Units

    The performance measures, percentage weighting, performance targets, actual results and status for the 2025 PC-RSU awards are set forth below (billion dollar amounts denoted with a “B”):

  25. Performance-Based Vesting Restricted Stock Units

    | Performance Measures | Weighting | Performance Targets | Actual Results | Status | | Revenue | 25% | $6.300B | $7.246B | • Results were certified by the Compensation Committee in February 2026 (175%). • The 2025 PC-RSUs vest 175% in three equal annual installments beginning in February 2026. | | Revenue | Up to 50% interpolated linearly for revenue between $6.300B and $7.050B | | $7.246B | | | Operating Income | 25% | $1.675B | $1.876B | | | Operating Income | Up to 75% interpolated linearly for operating income between $1.675B and $1.800B | | $1.876B | |

  26. Grant Practices Specific to Stock Option Awards

    Grant Practices Specific to Stock Option Awards During 2025, none of our Named Executive Officers received any grants of any stock options, stock appreciation rights or similar equity awards that include an exercise price (collectively, “Option Awards”). Garmin has not granted any Option Awards to any employees, including Named Executive Officers, since 2014. The Compensation Committee does not currently have plans to grant Option Awards to any employees, including Named Executive Officers, in the future as part of Garmin’s equity compensation programs. For these reasons, Garmin does not currently have policies or practices on the timing of Option Awards, as described in Item 402(x) of Regulation S-K. In the event the Compensation Committee decides in the future to include Option Awards as part of our compensation programs, such policies and practices would be adopted at that time and disclosed in accordance with Item 402(x) of Regulation S-K. Named Executive Officers receive RSU awards in December and PC-RSUs in February of each year. The RSU awards are granted in December because the value of the award for each Named Executive Officer takes into account that Named Executive Officer’s performance throughout the year. The PC-RSU awards are granted in February because they are conditioned on the Company’s achievement of fiscal year revenue and profitability targets for the full year that are established by the Compensation Committee as its February meeting.

  27. Severance Agreements

    Severance Agreements Garmin does not have severance agreements with any of its Named Executive Officers.

  28. Change of Control Benefits

    Change of Control Benefits If a Named Executive Officer’s employment is terminated without cause, or the Named Executive Officer resigns with good reason, within twelve months following a change of control of Garmin, all of the Named Executive Officer’s unvested stock options and stock appreciation rights (SARs), if any, would immediately become exercisable and all of the Named Executive Officer’s unvested RSUs and PC-RSUs would immediately become payable. “Cause” generally includes certain conduct by the Named Executive Officer, such as a conviction or plea of guilty to a felony or certain other crimes, willful actions or omissions that are grounds for immediate dismissal under certain employment policies, a habitual neglect of duties, and willful and intentional material misconduct in the Named Executive Officer’s performance of their duties that results in financial detriment. However, “Cause” generally does not (other than with respect to crimes) include bad judgment, negligence, or acts or omissions that the Named Executive Officer believed, in good faith, to have been in or at least not opposed to the interests of the Company. “Good Reason” generally includes certain actions by the Company, including a material diminution in the Named Executive Officer’s position, authority or duties, requiring the Named Executive Officer to move more than 50 miles from their current location, or a material diminution in aggregate compensation (other than broad-based reductions applicable to all similarly-situated employees). If a Named Executive Officer’s employment is terminated without cause, or the Named Executive Officer resigns with good reason, after the Certification Date for PC-RSUs and within twelve months following a change of control of Garmin, all of the Named Executive Officer’s PC-RSUs that were earned pursuant to the performance-based vesting element but not yet vested due to the time-based vesting element would immediately become payable. If the Named Executive Officer’s employment is terminated without cause, or the Named Executive Officers resigns with good reason, prior to the Certification Date and within twelve months after a change of control of Garmin, then all of the Named Executive Officer’s PC-RSUs that would have been earned as of the Certification Date pursuant to the performance-based element but for the termination of employment will become payable within 30 days of the Certification Date. Such vesting treatment is the only benefit that would be received by the Named Executive Officers in connection with a change of control, and such benefit would also be received by all other Garmin employees who own unvested RSUs or PC-RSUs. This change of control protection is designed to provide adequate protection for Named Executive Officers and other Garmin employees who own unvested equity awards so that they may focus their efforts on effective leadership, rather than significant compensation loss, during a time that Garmin is considering or undertaking a change of control, and to provide Named Executive Officers and other Garmin employees who own unvested equity awards with incentives to remain with Garmin during a time that Garmin is considering or undertaking a change of control.

  29. 2025 Summary Compensation Table

    2025 Summary Compensation Table The following table shows 2025, 2024 and 2023 compensation, unless otherwise noted, for each Named Executive Officer:

  30. 2025 Summary Compensation Table

    | Name & Principal Position | Year | Salary ($) | Bonus ($)(1) | Stock Awards ($)(2) | All Other Compensation ($)(3) | Total ($) | | Clifton A. Pemble | 2025 | $1,400,000 | $358 | $6,300,085 | $43,911 | $7,744,354 | | President & Chief Executive Officer | 2024 | $1,400,000 | $358 | $5,800,074 | $40,473 | $7,240,905 | | | 2023 | $1,350,962 | $333 | $5,150,023 | $39,348 | $6,540,666 | | Douglas G. Boessen | 2025 | $800,577 | $358 | $1,699,877 | $43,911 | $2,544,723 | | Chief Financial Officer & Treasurer | 2024 | $780,385 | $358 | $1,475,121 | $40,473 | $2,296,337 | | | 2023 | $750,577 | $333 | $1,249,990 | $39,348 | $2,040,248 | | Philip I. Straub | 2025 | $850,577 | $358 | $1,825,335 | $41,098 | $2,717,368 | | Executive Vice President, Managing Director-Aviation | 2024 | $825,481 | $358 | $1,649,948 | $40,473 | $2,516,260 | | | 2023 | $751,442 | $4,579 | $1,449,866 | $39,348 | $2,245,235 | | Patrick G. Desbois | 2025 | $900,577 | $358 | $2,150,002 | $41,098 | $3,092,035 | | co-Chief Operating Officer | 2024 | $875,481 | $358 | $2,000,237 | $40,473 | $2,916,549 | | | 2023 | $801,443 | $333 | $1,700,084 | $39,348 | $2,541,208 | | Bradley C. Trenkle(4) | 2025 | $601,923 | $358 | $1,750,142 | $35,473 | $2,387,896 | | co-Chief Operating Officer | 2024 | $550,962 | $358 | $1,349,859 | $34,098 | $1,935,277 |

  31. 2025 Summary Compensation Table

    | (1) For 2025, amounts reported reflect annual holiday cash bonuses. | | (2) For 2025, this column shows the aggregate grant date fair value computed in accordance with FASB ASC Topic 718 with respect to PC-RSU and RSU awards granted in 2025. See the Grants of Plan-Based Awards table for information, including material assumptions, on awards made in 2025. | | (3) For 2025, All Other Compensation for 2025 includes amounts contributed by the Company (in the form of base and matching contributions) to the trust and in the Named Executive Officers’ benefit under the Company’s qualified 401(k) plan. With regard to 2025, Mr. Pemble and Mr. Boessen each received $17,500 in base contributions as well as $26,063 in Company matching contributions related to the qualified 401(k) plan. Mr. Straub and Mr. Desbois received $17,500 in base contributions and $23,250 in Company matching contributions. Mr. Trenkle received $17,500 in base contributions and $17,625 in Company matching contributions. All Other Compensation for 2023, 2024, and 2025 includes premiums on life insurance for all Named Executive Officers. | | (4) Mr. Trenkle first became a Named Executive Officer in 2024. |

  32. 2025 Grants of Plan-Based Awards

    2025 Grants of Plan-Based Awards The following table provides information for each of the Named Executive Officers regarding 2025 grants of RSUs and PC-RSUs:

  33. 2025 Grants of Plan-Based Awards

    | | | | | Estimated Future Payouts Under Equity Incentive Plan Awards | | | All Other Stock Awards: Number of Shares of Stock or Units (#) | Grant Date Fair Value of Stock and Option Awards(1) | | Name | Award Type | Approval Date | Grant Date | Threshold (#) | Target (#) | Maximum (#) | | | | Clifton A. Pemble | PC-RSUs | 2/14/2025 | 2/25/2025 | 3,759 | 15,036 | 26,313 | | $3,300,252 | | | RSUs | 12/5/2025 | 12/15/2025 | | | | 14,964 | $2,999,833 | | Douglas G. Boessen | PC-RSUs | 2/14/2025 | 2/25/2025 | 968 | 3,873 | 6,778 | | $850,085 | | | RSUs | 12/5/2025 | 12/15/2025 | | | | 4,239 | $849,792 | | Philip I. Straub | PC-RSUs | 2/14/2025 | 2/25/2025 | 997 | 3,987 | 6,977 | | $875,107 | | | RSUs | 12/5/2025 | 12/15/2025 | | | | 4,740 | $950,228 | | Patrick G. Desbois | PC-RSUs | 2/14/2025 | 2/25/2025 | 1,225 | 4,899 | 8,573 | | $1,075,282 | | | RSUs | 12/5/2025 | 12/15/2025 | | | | 5,361 | $1,074,720 | | Bradley C. Trenkle | PC-RSUs | 2/14/2025 | 2/25/2025 | 854 | 3,417 | 5,980 | | $749,997 | | | RSUs | 12/5/2025 | 12/15/2025 | | | | 4,989 | $1,000,145 |

  34. 2025 Grants of Plan-Based Awards

    | (1) | This column represents the grant date fair value of PC-RSUs and RSUs computed in accordance with FASB ASC Topic 718. | | • | For PC-RSUs, that amount assumes 100% (Target) of performance conditions will be met and is calculated by multiplying the closing price of Garmin shares on The New York Stock Exchange on the date of grant, discounted in accordance with accounting requirements to reflect that dividend equivalents are not paid on the PC-RSUs, by the number of target units awarded. At 175% of Target (Maximum) the grant date fair value of PC-RSUs would be $5,775,440, $1,487,648, $1,531,437, $1,881,743, and $1,312,495, respectively, for Mr. Pemble, Mr. Boessen, Mr. Straub, Mr. Desbois, and Mr. Trenkle. | | • | For RSUs, that amount is calculated by multiplying the closing price of Garmin shares on The New York Stock Exchange on the date of grant, discounted in accordance with accounting requirements to reflect that dividend equivalents are not paid on the RSUs, by the number of units awarded. | | • | For additional information on the valuation assumptions with respect to the 2025 grants, refer to Note 10 of Garmin’s financial statements in the Form 10-K for the fiscal year ended December 27, 2025, as filed with the SEC. |

  35. Outstanding Equity Awards at 2025 Fiscal Year-End

    Outstanding Equity Awards at 2025 Fiscal Year-End The following table provides information for each Named Executive Officer regarding outstanding equity awards held by him as of December 27, 2025:

  36. Outstanding Equity Awards at 2025 Fiscal Year-End

    | | | | Stock Awards | | | Name | Award Type | Grant Date(1) | Number of Shares or Units of Stock That Have Not Vested (#) | Market Value of Shares or Units of Stock That Have Not Vested ($)(2) | | Clifton A. Pemble | RSUs | 12/15/2023 | 7,457 | $1,532,488 | | | RSUs | 12/15/2024 | 9,214 | $1,893,569 | | | RSUs | 12/15/2025 | 14,964 | $3,075,252 | | | PC-RSUs | 2/25/2023 | 12,942 | $2,659,710 | | | PC-RSUs | 2/25/2024 | 26,006 | $5,344,493 | | | PC-RSUs | 2/25/2025 | 15,036 | $3,090,048 | | Douglas G. Boessen | RSUs | 12/15/2023 | 1,726 | $354,710 | | | RSUs | 12/15/2024 | 2,622 | $538,847 | | | RSUs | 12/15/2025 | 4,239 | $871,157 | | | PC-RSUs | 2/25/2023 | 3,302 | $678,594 | | | PC-RSUs | 2/25/2024 | 5,828 | $1,197,712 | | | PC-RSUs | 2/25/2025 | 3,873 | $795,940 | | Philip I. Straub | RSUs | 12/15/2023 | 2,071 | $425,611 | | | RSUs | 12/15/2024 | 2,700 | $554,877 | | | RSUs | 12/15/2025 | 4,740 | $974,117 | | | PC-RSUs | 2/25/2023 | 3,698 | $759,976 | | | PC-RSUs | 2/25/2024 | 7,176 | $1,474,740 | | | PC-RSUs | 2/25/2025 | 3,987 | $819,368 | | Patrick G. Desbois | RSUs | 12/15/2023 | 2,348 | $482,537 | | | RSUs | 12/15/2024 | 3,178 | $653,111 | | | RSUs | 12/15/2025 | 5,361 | $1,101,739 | | | PC-RSUs | 2/25/2023 | 4,490 | $922,740 | | | PC-RSUs | 2/25/2024 | 8,968 | $1,843,014 | | | PC-RSUs | 2/25/2025 | 4,899 | $1,006,793 | | Bradley C. Trenkle | RSUs | 12/15/2023 | 1,450 | $297,990 | | | RSUs | 12/15/2024 | 2,224 | $457,054 | | | RSUs | 12/15/2025 | 4,989 | $1,025,289 | | | PC-RSUs | 2/25/2023 | 2,641 | $542,752 | | | PC-RSUs | 2/25/2024 | 5,828 | $1,197,712 | | | PC-RSUs | 2/25/2025 | 3,417 | $702,228 |

  37. Outstanding Equity Awards at 2025 Fiscal Year-End

    | (1) All RSUs, if not forfeited, vest at the rate of one-third per year on the first, second and third anniversaries of the grant date. Upon certification of performance criteria, all PC-RSUs, if not forfeited, vest at the rate of one-third per year on the first, second and third anniversaries of the grant date. | | (2) Determined by multiplying the number of units by $205.51, which was the closing price of Garmin shares on The New York Stock Exchange on December 26, 2025. |

  38. 2025 Option Exercises and Stock Vested

    2025 Option Exercises and Stock Vested The following table provides stock awards vested in 2025 for each of the Named Executive Officers. No options were held or exercised in 2025.

  39. 2025 Option Exercises and Stock Vested

    | | Stock Awards | | | Name | Number of Shares Acquired on Vesting (#) | Value Realized on Vesting ($) | | Clifton A. Pemble | 44,693 | $9,749,756 | | Douglas G. Boessen | 10,685 | $2,331,176 | | Philip I. Straub | 13,190 | $2,870,413 | | Patrick G. Desbois | 15,585 | $3,398,480 | | Bradley C. Trenkle | 9,836 | $2,142,804 |

  40. Potential Payments Upon Termination or Change of Control

    Potential Payments Upon Termination or Change of Control In the Compensation Discussion and Analysis section above, under the heading “Change of Control Benefits,” we discuss our Named Executive Officers’ rights to certain compensation and benefits under certain conditions following a change of control of Garmin. The following table provides more detail about such rights with respect to early vesting of equity awards under such conditions:

  41. Potential Payments Upon Termination or Change of Control

    | Name | Voluntary | For Cause | Death | Disability | Without Cause | Involuntary Termination within 12 months of Change in Control | | Clifton A. Pemble | $- | $- | $17,595,560 | $17,595,560 | $- | $17,595,560 | | Douglas G. Boessen | $- | $- | $4,436,960 | $4,436,960 | $- | $4,436,960 | | Philip I. Straub | $- | $- | $5,008,689 | $5,008,689 | $- | $5,008,689 | | Patrick G. Desbois | $- | $- | $6,009,934 | $6,009,934 | $- | $6,009,934 | | Bradley C. Trenkle | $- | $- | $4,223,025 | $4,223,025 | $- | $4,223,025 |

  42. Potential Payments Upon Termination or Change of Control

    | (1) The dollar values in this table represent the value of unvested RSU and PC-RSU awards, based on $205.51 per share, the closing price of the Company’s shares on the New York Stock Exchange on December 26, 2025. The estimated current values for PC-RSUs are based on actual vesting percentages for awards. |

  43. CEO Pay Ratio Disclosure

    CEO Pay Ratio Disclosure As required by Section 953(b) of the Dodd-Frank Wall Street Reform and Consumer Protection Act and Item 402(u) of Regulation S-K we are providing the following information about the relationship of the median of the annual total compensation of our employees (on a worldwide basis) and the annual total compensation of our PEO, Mr. Pemble. For 2025, the respective annual total compensation for our median employee and for Mr. Pemble, and the ratio of Mr. Pemble’s annual total compensation to the median employee’s annual total compensation, are set forth below. Median employee annual total compensation: $46,356. Mr. Pemble (PEO) annual total compensation: $7,744,354, as reported in the Summary Compensation Table included in this Proxy Statement. Based on this information, for 2025 the ratio of annual total compensation of our PEO to the annual total compensation of our median employee was approximately 167:1. We note that, due to our permitted use of reasonable estimates and assumptions in preparing this pay ratio disclosure, the disclosure may involve a degree of imprecision, and thus this ratio disclosure is a reasonable estimate calculated in a manner consistent with Item 402(u) of Regulation S-K using the data and assumptions described below. In accordance with Item 402(u) of Regulation S-K, we identified the median employee for 2023, and used that same median employee for 2024. To identify the median of the annual total compensation of all of our employees, we prepared a listing of all employees as of October 1, 2023. We selected that date to allow sufficient time to identify the median employee given the global scope of our operations. Gross earnings for 2023, as reported to applicable tax authorities, for example, the Internal Revenue Service for our U.S. employees, were then calculated for each of those employees, other than our PEO. Gross earnings for 2023 were annualized for those permanent employees who were hired between January 1, 2023 and October 1, 2023 and for those whose employment terminated between October 2, 2023 and December 31, 2023. Gross earnings paid in currencies other than U.S. dollars were converted to U.S. Dollars using the average 2023 currency exchange rate for each applicable currency. The median employee was then selected from the annualized list. Because the original median employee identified for 2023 received a promotion and a significant increase in compensation for 2025, as permitted under Item 402(u) of Regulation S-K we identified another employee whose compensation was substantially similar to the original median employee for 2023, and used that other employee as our median employee for 2025. The median employee’s total annual compensation for 2025 was calculated using the same methodology we used to calculate total annual compensation for our PEO and other Named Executive Officers, as set forth in the Summary Compensation Table in this Proxy Statement. We then compared the median employee’s total annual compensation for 2025 to our PEO’s total annual compensation for 2025 to calculate the pay ratio set forth above. We did not make any cost-of-living adjustments in identifying the “median employee.”

  44. 2025 Pay Versus Performance

    2025 Pay Versus Performance As required by Section 953(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act and Item 402(v) of Regulation S-K we are providing the following information to show how compensation actually paid (“CAP”) to the PEO and the Non-PEO NEOs (as described below) (averaged) relates to certain total shareholder return results, Garmin net income and Garmin operating income results for the years 2021-2025.

  45. 2025 Pay Versus Performance

    | | | | Average Summary Compensation Table Total for Non-PEO Named Executive Officers | Average Compensation Actually Paid to Non-PEO Named Executive Officers | Value of Initial Fixed $100 Investment Based on: | | | | | Year | Summary Compensation Table Total for PEO | Compensation Actually Paid to PEO | | | Total Shareholder Return | Peer Group Total Shareholder Return | Net Income | Operating Income | | (a) | (b) | (c) | (d) | (e) | (f) | (g) | (h) | (i) | | 2025 | $7,744,354 | $7,788,412 | $2,685,506 | $2,701,048 | $190.56 | $153.99 | $1,663,887,000 | $1,876,076,000 | | 2024 | $7,240,905 | $18,055,818 | $2,416,106 | $5,343,825 | $191.05 | $145.21 | $1,411,436,000 | $1,593,994,000 | | 2023 | $6,540,666 | $10,679,153 | $2,113,742 | $3,241,006 | $115.27 | $111.58 | $1,289,636,000 | $1,092,160,000 | | 2022 | $4,585,595 | $900,886 | $1,888,561 | $698,576 | $80.56 | $78.35 | $973,585,000 | $1,027,845,000 | | 2021 | $4,238,341 | $5,967,081 | $1,694,354 | $2,271,591 | $113.95 | $124.43 | $1,082,200,000 | $1,218,620,000 |

  46. 2025 Pay Versus Performance

    The PEO for each year was Clifton A. Pemble. For 2025 and 2024, the Non-PEO NEOs were Douglas G. Boessen, Bradley C. Trenkle, Philip I. Straub and Patrick G. Desbois. For 2023 and 2022, the Non-PEO NEOs were Douglas G. Boessen, Andrew R. Etkind, Philip I. Straub and Patrick G. Desbois. For 2021, the Non-PEO NEOs were Min H. Kao, Douglas G. Boessen, Andrew R. Etkind, Philip I. Straub and Patrick G. Desbois. The peer group for purposes of the table above is the S&P 500 Consumer Discretionary Index. Operating income, for compensation purposes, is presented from the Company’s audited financial statements without adjustment. To calculate CAP for our PEO, the following amounts were deducted from and added to Summary Compensation Table (“SCT”) total compensation, as required under Item 402(v) of Regulation S-K:

  47. 2025 Pay Versus Performance

    | Year | SCT Total | Deduction of Reported Value of Equity Awards | Equity Award Adjustments | CAP | | | | (i) | (ii) | | | 2025 | $7,744,354 | $(6,300,085) | $6,344,143 | $7,788,412 | | 2024 | $7,240,905 | $(5,800,074) | $16,614,987 | $18,055,818 | | 2023 | $6,540,666 | $(5,150,023) | $9,288,510 | $10,679,153 | | 2022 | $4,585,595 | $(3,323,452) | $(361,257) | $900,886 | | 2021 | $4,238,341 | $(3,003,686) | $4,732,426 | $5,967,081 |

  48. 2025 Pay Versus Performance

    | (i) Represents the grant date fair value of equity based awards granted for each year shown, as reported in the SCT. As required under Item 402(v) of Regulation S-K, this value is deducted from SCT total compensation to calculate CAP for each year shown. | | (ii) Represents the value of equity award adjustments for each year shown, as calculated in accordance with the methodology required under Item 402(v) of Regulation S-K. The amounts deducted or added in calculating the equity award adjustments are provided in the supplemental table below: |

  49. 2025 Pay Versus Performance

    | Equity Award Adjustments for PEO | 2025 | 2024 | 2023 | 2022 | 2021 | | RSUs: | | | | | | | Year-End Fair Value of Awards Granted During Year that Remain Unvested as of Year-End | $3,075,252 | $2,893,565 | $2,875,568 | $1,850,599 | $1,663,383 | | Change in Fair Value (From Prior Year-End to Current Year-End) of Awards Granted Prior to Current Year that Remain Unvested as of Year-End | $(64,183) | $1,745,550 | $634,049 | $(513,916) | $173,666 | | Change in Fair Value (From Prior Year-End to Vesting Date) of Awards Granted Prior to Current Year that Vested During Year | $(39,933) | $1,586,411 | $498,869 | $(516,070) | $208,362 | | PC-RSUs: | | | | | | | Year-End Fair Value of Awards Granted During Year that Remain Unvested as of Year-End | $3,090,048 | $8,166,610 | $4,990,626 | $- | $2,352,257 | | Change in Fair Value (From Prior Year-End to Current Year-End) of Awards Granted Prior to Current Year that Remain Unvested as of Year-End | $(149,945) | $2,091,916 | $211,356 | $(793,151) | $263,567 | | Change in Fair Value (From Prior Year-End to Vesting Date) of Awards Granted Prior to Current Year that Vested During Year | $432,904 | $130,935 | $78,042 | $(388,719) | $71,191 | | TOTAL EQUITY AWARD ADJUSTMENTS FOR PEO | $6,344,143 | $16,614,987 | $9,288,510 | $(361,257) | $4,732,426 |

  50. 2025 Pay Versus Performance

    To calculate CAP for our Non-PEO NEOs (averaged), the following amounts were deducted from and added to Summary Compensation Table (“SCT”) total compensation, as required under Item 402(v) of Regulation S-K:

  51. 2025 Pay Versus Performance

    | Year | SCT Total | Deduction of Reported Value of Equity Awards | Equity Award Adjustments | CAP | | | | (i) | (ii) | | | 2025 | $2,685,506 | $(1,856,339) | $1,871,882 | $2,701,048 | | 2024 | $2,416,106 | $(1,618,791) | $4,546,510 | $5,343,825 | | 2023 | $2,113,742 | $(1,199,958) | $2,327,222 | $3,241,006 | | 2022 | $1,888,561 | $(1,034,936) | $(155,049) | $698,576 | | 2021 | $1,694,354 | $(892,596) | $1,469,833 | $2,271,591 |

  52. 2025 Pay Versus Performance

    | (i) Represents the grant date fair value of equity based awards granted for each year shown, as reported in the SCT. As required under Item 402(v) of Regulation S-K, this value is deducted from SCT total compensation to calculate CAP for each year shown. | | (ii) Represents the value of equity award adjustments for each year shown, as calculated in accordance with the methodology required under Item 402(v) of Regulation S-K. The amounts deducted or added in calculating the equity award adjustments are provided in the supplemental table below: |

  53. 2025 Pay Versus Performance

    | Equity Award Adjustments for Non-PEO NEOs | 2025 | 2024 | 2023 | 2022 | 2021 | | RSUs: | | | | | | | Year-End Fair Value of Awards Granted During Year that Remain Unvested as of Year-End | $993,076 | $841,941 | $592,409 | $548,618 | $438,136 | | Change in Fair Value (From Prior Year-End to Current Year-End) of Awards Granted Prior to Current Year that Remain Unvested as of Year-End | $(17,632) | $474,777 | $183,026 | $(139,301) | $50,459 | | Change in Fair Value (From Prior Year-End to Vesting Date) of Awards Granted Prior to Current Year that Vested During Year | $(11,324) | $438,317 | $142,035 | $(145,836) | $63,083 | | PC-RSUs: | | | | | | | Year-End Fair Value of Awards Granted During Year that Remain Unvested as of Year-End | $831,082 | $2,182,342 | $1,311,231 | $- | $790,793 | | Change in Fair Value (From Prior Year-End to Current Year-End) of Awards Granted Prior to Current Year that Remain Unvested as of Year-End | $(40,354) | $570,982 | $71,055 | $(275,337) | $99,430 | | Change in Fair Value (From Prior Year-End to Vesting Date) of Awards Granted Prior to Current Year that Vested During Year | $117,034 | $38,151 | $27,466 | $(143,193) | $27,932 | | TOTAL EQUITY AWARD ADJUSTMENTS FOR NON-PEO NEOs | $1,871,882 | $4,546,510 | $2,327,222 | $(155,049) | $1,469,833 |

  54. Relationship Between Compensation Actually Paid and Certain Performance Results

    Relationship Between Compensation Actually Paid and Certain Performance Results As required pursuant to Item 402(v) of Regulation S-K, in the charts below we show the relationship for the years shown between CAP for the PEO and the non-PEO NEOs (average) and each of the following: (1) total shareholder return (“TSR”) for Garmin; (2) net income; and (3) operating income. We also show the relationship for the years shown between Garmin TSR and TSR for the S&P 500 Consumer Discretionary Index. As stated above, the Compensation Committee uses operating income and revenue to link CAP to performance. The Compensation Committee does not use TSR or net income.

  55. Compensation Tables (Audited)

    | Name & Principal Position(4) | Salary (USD) | Bonus (USD)(1) | Stock Awards (USD)(2) | All Other Compensation (USD)(3) | Total (USD) | Salary (Indicative CHF) | Bonus (Indicative CHF)(1) | Stock Awards (Indicative CHF)(2) | All Other Compensation (Indicative CHF)(3) | Total (Indicative CHF) | | Clifton A. Pemble * President & Chief Executive Officer | 1,400,000 | 358 | 6,300,085 | 82,873 | 7,783,316 | 1,106,000 | 283 | 4,977,067 | 65,469 | 6,148,819 | | Douglas G. Boessen Chief Financial Officer & Treasurer | 800,577 | 358 | 1,699,877 | 84,334 | 2,585,146 | 632,456 | 283 | 1,342,903 | 66,624 | 2,042,266 | | Patrick G. Desbois co-Chief Operating Officer | 900,577 | 358 | 2,150,003 | 81,643 | 3,132,581 | 711,456 | 283 | 1,698,502 | 64,498 | 2,474,739 | | Bradley C. Trenkle co-Chief Operating Officer | 601,923 | 358 | 1,750,142 | 70,139 | 2,422,562 | 475,519 | 283 | 1,382,612 | 55,410 | 1,913,824 | | | 3,703,077 | 1,432 | 11,900,107 | 318,989 | 15,923,605 | 2,925,431 | 1,132 | 9,401,084 | 252,001 | 12,579,647 |

  56. Compensation Tables (Audited)

    | Name & Principal Position(5) | Salary (USD) | Bonus (USD)(2) | Stock Awards (USD)(3) | All Other Compensation (USD)(4) | Total (USD) | Salary (Indicative CHF) | Bonus (Indicative CHF)(2) | Stock Awards (Indicative CHF)(3) | All Other Compensation (Indicative CHF)(4) | Total (Indicative CHF) | | Clifton A. Pemble * President & Chief Executive Officer | 1,400,000 | 358 | 5,800,074 | 75,849 | 7,276,281 | 1,260,000 | 323 | 5,220,067 | 68,264 | 6,548,654 | | Douglas G. Boessen Chief Financial Officer & Treasurer | 780,385 | 358 | 1,475,121 | 77,233 | 2,333,097 | 702,346 | 323 | 1,327,610 | 69,510 | 2,099,789 | | Patrick G. Desbois(1) co-Chief Operating Officer | 875,481 | 358 | 2,000,237 | 77,113 | 2,953,189 | 787,933 | 323 | 1,800,214 | 69,402 | 2,657,872 | | Bradley C. Trenkle(1) co-Chief Operating Officer | 550,962 | 358 | 1,349,859 | 63,957 | 1,965,136 | 495,865 | 323 | 1,214,874 | 57,561 | 1,768,623 | | | 3,606,828 | 1,432 | 10,625,291 | 294,152 | 14,527,703 | 3,246,144 | 1,292 | 9,562,765 | 264,737 | 13,074,937 |