UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 18)*
GARMIN LTD.
(Name of Issuer)
Registered Shares
(Title of Class of Securities)
H2906T 109
(CUSIP Number)
September 30, 2024
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
☐ Rule 13d-1(b)
☐ Rule 13d-1(c)
☑ Rule 13d-1(d)
* The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
SCHEDULE 13G
CUSIP No. H2906T 109 |
Page 2 of 7 |
(1) |
Names of reporting persons
Min H. Kao |
||
(2) |
Check the appropriate box if a member of a group (see instructions)
(a) ☐ (b) ☐ |
||
(3) |
SEC use only
|
||
(4) |
Citizenship or place of organization
USA |
||
Number of |
(5) |
Sole voting power
0 |
|
shares beneficially owned by |
(6) |
Shared voting power
18,698,500 |
|
each reporting person |
(7) |
Sole dispositive power
0 |
|
with: |
(8) |
Shared dispositive power
18,698,500 |
|
(9) |
Aggregate amount beneficially owned by each reporting person
18,698,500 |
||
(10) |
Check if the aggregate amount in Row (9) excludes certain shares (see instructions)
☐ |
||
(11) |
Percent of class represented by amount in Row (9)
9.73% |
||
(12) |
Type of reporting person (see instructions)
IN |
||
SCHEDULE 13G
CUSIP No. H2906T 109 |
Page 3 of 7 |
(1) |
Names of reporting persons
Yu-Fan C. Kao |
||
(2) |
Check the appropriate box if a member of a group (see instructions)
(a) ☐ (b) ☐ |
||
(3) |
SEC use only
|
||
(4) |
Citizenship or place of organization
USA |
||
Number of |
(5) |
Sole voting power
0 |
|
shares beneficially owned by |
(6) |
Shared voting power
18,698,500 |
|
each reporting person |
(7) |
Sole dispositive power
0 |
|
with: |
(8) |
Shared dispositive power
18,698,500 |
|
(9) |
Aggregate amount beneficially owned by each reporting person
18,698,500 |
||
(10) |
Check if the aggregate amount in Row (9) excludes certain shares (see instructions)
☐ |
||
(11) |
Percent of class represented by amount in Row (9)
9.73% |
||
(12) |
Type of reporting person (see instructions)
IN |
||
SCHEDULE 13G
CUSIP No. H2906T 109 |
Page 4 of 7 |
Item 1(a) Name of Issuer:
Garmin Ltd.
Item 1(b) Address of Issuer's Principal Executive Offices:
Mühlentalstrasse 2, 8200 Schaffhausen, Switzerland
Item 2(a) Name of Person Filing:
(i) Min H. Kao
(ii) Yu-Fan C. Kao
Item 2(b) Address of Principal Business Office or, if none, Residence:
1200 East 151st Street, Olathe, Kansas 66062 (for each person listed in 2(a)(i) and 2(a)(ii))
Item 2(c) Citizenship:
USA (for each person listed in 2(a)(i) and 2(a)(ii))
Item 2(d) Title of Class of Securities:
Registered Shares
Item 2(e) CUSIP Number:
H2906T 109
Item 3. If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
Not Applicable (for each person listed in 2(a)(i) and 2(a)(ii))
Item 4. Ownership
(a) Amount beneficially owned: Min H. Kao Yu-Fan C. Kao |
18,698,500 (1) 18,698,500 (2) |
|
(b) Percent of class: Min H. Kao Yu-Fan C. Kao |
9.73% 9.73% |
|
(c) Number of shares as to which the person has: |
|
|
(i) |
sole power to vote or to direct the vote: Min H. Kao Yu-Fan C. Kao |
0 0 |
(ii) |
shared power to vote or to direct the vote: Min H. Kao Yu-Fan C. Kao |
18,698,500 18,698,500 |
(iii) |
sole power to dispose or to direct the disposition of: Min H. Kao Yu-Fan C. Kao |
0 0 |
(iv) |
shared power to dispose or to direct the disposition of: Min H. Kao Yu-Fan C. Kao |
18,698,500 18,698,500 |
______________
SCHEDULE 13G
CUSIP No. H2906T 109 |
Page 5 of 7 |
Item 5. Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following. ☐
Item 6. Ownership of More than Five Percent on Behalf of Another Person
Not Applicable
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company
Not Applicable
Item 8. Identification and Classification of Members of the Group
Not Applicable
Item 9. Notice of Dissolution of Group
Not Applicable
Item 10. Certification
Not Applicable
SCHEDULE 13G
CUSIP No. H2906T 109 |
Page 6 of 7 |
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Dated: October 18, 2024
MIN H. KAO
By: /s/ Min H. Kao
Name: Min H. Kao
YU-FAN C. KAO
By: /s/ Yu-Fan C. Kao
Name: Yu-Fan C. Kao
Pursuant to the Joint Filing Agreement with respect to Schedule 13G attached hereto as Exhibit I, among Min H. Kao and Yu-Fan C. Kao, this statement on Schedule 13G is filed on behalf of each of them.
SCHEDULE 13G
CUSIP No. H2906T 109 |
Page 7 of 7 |
EXHIBIT I
JOINT FILING AGREEMENT
Each of the undersigned hereby agrees that the Schedule 13G filed herewith is filed jointly, pursuant to Rule 13d-1(k)(1) of the Securities Exchange Act of 1934, as amended, on behalf of each of them.
Dated: October 18, 2024
MIN H. KAO
/s/ Min H. Kao
Min H. Kao
YU-FAN C. KAO
/s/ Yu-Fan C. Kao
Yu-Fan C. Kao