Garmin (GRMN) Proxy Filing summary

Executive summary

• Record 2024 financial results: $6.3B revenue (up 20%) and $1.59B operating income (up 46%).

• All business segments achieved record full-year revenue.

• 2025 Annual General Meeting scheduled for June 6, 2025, with key proposals for shareholder approval.

Voting matters and shareholder proposals

• Approval of 2024 Annual Report and financial statements.

• Appropriation of $754M available earnings to be carried forward.

• Cash dividend of $3.60 per share in four installments, totaling $771.8M allocated to dividend reserve.

• Discharge of Board and Executive Management from liability for 2024.

• Re-election of six directors and Executive Chairman for one-year terms.

• Re-election of four Compensation Committee members.

• Re-election of independent voting rights representative.

• Ratification of Ernst & Young LLP as independent auditor for 2025.

• Advisory votes on executive compensation, Swiss Compensation Report, and Non-Financial Matters Report.

• Binding votes on 2026 maximum aggregate compensation for Executive Management ($19M) and Board ($1.8M).

• Renewal of capital band authorizing Board to adjust share capital within set limits for one year.

Board of directors and corporate governance

• Four of six director nominees are independent; all Board committees are composed solely of independent directors.

• Board and committee annual self-evaluations led by outside counsel.

• Overboarding policy limits directors' service on other public company boards.

• Board leadership structure separates Chair and CEO roles.

• Nominating Committee considers diversity, independence, and experience in director selection.