STOCK TITAN

Cognex (CGNX) VP sells shares after multiple option exercises

Filing Impact
(Very High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

Cognex Corp VP and PAO Laura Ann Macdonald reported a series of option exercises paired with open‑market sales of Common Stock on May 11–12, 2026. She sold a total of 139,722 shares of Common Stock in open‑market transactions at prices including $66.8022 and $65.5632 per share.

These sales followed exercises of stock options covering 137,510 shares at strike prices ranging from $33.04 to $56.44 per share. After the transactions, she holds 5,258 Common shares directly, plus equity awards such as Restricted Stock Units and Non‑Qualified Stock Options, including 11,211 RSUs and options for 23,891 shares at an exercise price of $64.43. An additional 20 shares are held indirectly by her child, for which she disclaims beneficial ownership except for any pecuniary interest.

Positive

  • None.

Negative

  • None.
Insider MACDONALD LAURA ANN
Role VP and PAO
Sold 139,722 shs ($9.28M)
Type Security Shares Price Value
Exercise Non-Qualified Stock Option (right to buy) 6,100 $0.00 --
Exercise Non-Qualified Stock Option (right to buy) 10,000 $0.00 --
Exercise Non-Qualified Stock Option (right to buy) 25,500 $0.00 --
Exercise Common Stock 6,100 $47.21 $288K
Sale Common Stock 6,100 $65.5632 $400K
Exercise Common Stock 10,000 $48.28 $483K
Sale Common Stock 10,000 $65.5632 $656K
Exercise Common Stock 25,500 $50.94 $1.30M
Sale Common Stock 25,500 $65.5632 $1.67M
Exercise Non-Qualified Stock Option (right to buy) 6,634 $0.00 --
Exercise Non-Qualified Stock Option (right to buy) 15,080 $0.00 --
Exercise Non-Qualified Stock Option (right to buy) 12,196 $0.00 --
Exercise Non-Qualified Stock Option (right to buy) 17,000 $0.00 --
Exercise Non-Qualified Stock Option (right to buy) 30,000 $0.00 --
Exercise Non-Qualified Stock Option (right to buy) 15,000 $0.00 --
Exercise Common Stock 6,634 $33.04 $219K
Sale Common Stock 6,634 $66.8022 $443K
Exercise Common Stock 15,080 $39.44 $595K
Sale Common Stock 15,080 $66.8022 $1.01M
Exercise Common Stock 12,196 $47.21 $576K
Sale Common Stock 12,196 $66.8022 $815K
Exercise Common Stock 17,000 $50.94 $866K
Sale Common Stock 17,000 $66.8022 $1.14M
Exercise Common Stock 30,000 $51.49 $1.54M
Sale Common Stock 30,000 $66.8022 $2.00M
Exercise Common Stock 15,000 $56.44 $847K
Sale Common Stock 15,000 $66.8022 $1.00M
Sale Common Stock 2,212 $66.8022 $148K
holding Non-Qualified Stock Option (right to buy) -- -- --
holding Non-Qualified Stock Option (right to buy) -- -- --
holding Non-Qualified Stock Option (right to buy) -- -- --
holding Restricted Stock Unit -- -- --
holding Restricted Stock Unit -- -- --
holding Restricted Stock Unit -- -- --
holding Restricted Stock Unit -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Non-Qualified Stock Option (right to buy) — 12,196 shares (Direct, null); Common Stock — 11,358 shares (Direct, null); Restricted Stock Unit — 3,169 shares (Direct, null); Common Stock — 20 shares (Indirect, By Child)
Footnotes (1)
  1. Held by reporting person's child. The reporting person disclaims beneficial ownership of these securities except to the extent of her pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose. The options vest in five approximately equal annual installments on the first, second, third, fourth, and fifth anniversaries of the grant date (February 18, 2025). The options vest in five approximately equal annual installments on the first, second, third, fourth, and fifth anniversaries of the grant date (February 20, 2024). The options vest in five approximately equal annual installments on the first, second, third, fourth, and fifth anniversaries of the grant date (February 21, 2023). The options vest 100% on the third anniversary of the grant date (May 1, 2019). The options vest in five equal annual installments on the first, second, third, fourth, and fifth anniversaries of the grant date (February 18, 2020). The options vest in five equal annual installments on the first, second, third, fourth, and fifth anniversaries of the grant date (February 19, 2019). The options vest in five equal annual installments on the first, second, third, fourth, and fifth anniversaries of the grant date (February 20, 2018).
Shares sold 139,722 shares Total open-market sales of Cognex Common Stock
Shares exercised 137,510 shares Total shares from exercised options (M-code transactions)
Sale price example 1 $66.8022 per share Common Stock sale price on May 11, 2026
Sale price example 2 $65.5632 per share Common Stock sale price on May 12, 2026
Direct shares after transactions 5,258 shares Common Stock directly owned following reported trades
RSU position 11,211 underlying shares Restricted Stock Units expiring February 17, 2029
Option position 23,891 underlying shares Non-Qualified Stock Option at $64.43, expiring February 22, 2032
High strike option $90.50 exercise price Non-Qualified Stock Option for 13,946 underlying shares, expiring February 16, 2031
Non-Qualified Stock Option (right to buy) financial
"security_title: "Non-Qualified Stock Option (right to buy)" with underlying Common Stock"
Restricted Stock Unit financial
"security_title: "Restricted Stock Unit" with underlying Common Stock and 0.0000 exercise price"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
open-market sale financial
"transaction_action: "open-market sale" at prices like 66.8022 per share"
An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.
derivative exercise/conversion financial
"transaction_action: "derivative exercise/conversion" for M-code option exercises"
pecuniary interest financial
"footnote: reporting person disclaims beneficial ownership except to the extent of her pecuniary interest"
Section 16 regulatory
"footnote: not deemed an admission of beneficial ownership for purposes of Section 16"
Section 16 is a U.S. securities law rule that governs the trading and disclosure obligations of company insiders — typically officers, directors and large shareholders — to promote transparency and deter unfair profit-taking. It requires insiders to publicly report their stock trades and allows companies or the issuer to reclaim quick, short-term profits from certain insider trades, like a scoreboard and a refund policy that help investors see and limit possible insider advantage.
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
MACDONALD LAURA ANN

(Last)(First)(Middle)
1 VISION DRIVE

(Street)
NATICK MASSACHUSETTS 01760

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
COGNEX CORP [ CGNX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
VP and PAO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/11/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock05/11/2026M6,634A$33.0414,104D
Common Stock05/11/2026S6,634D$66.80227,470D
Common Stock05/11/2026M15,080A$39.4422,550D
Common Stock05/11/2026S15,080D$66.80227,470D
Common Stock05/11/2026M12,196A$47.2119,666D
Common Stock05/11/2026S12,196D$66.80227,470D
Common Stock05/11/2026M17,000A$50.9424,470D
Common Stock05/11/2026S17,000D$66.80227,470D
Common Stock05/11/2026M30,000A$51.4937,470D
Common Stock05/11/2026S30,000D$66.80227,470D
Common Stock05/11/2026M15,000A$56.4422,470D
Common Stock05/11/2026S15,000D$66.80227,470D
Common Stock05/11/2026S2,212D$66.80225,258D
Common Stock05/12/2026M6,100A$47.2111,358D
Common Stock05/12/2026S6,100D$65.56325,258D
Common Stock05/12/2026M10,000A$48.2815,258D
Common Stock05/12/2026S10,000D$65.56325,258D
Common Stock05/12/2026M25,500A$50.9430,758D
Common Stock05/12/2026S25,500D$65.56325,258D
Common Stock20IBy Child(1)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Non-Qualified Stock Option (right to buy)$33.0405/11/2026M6,63402/18/2026(2)02/18/2035Common Stock6,634$0.026,534D
Non-Qualified Stock Option (right to buy)$39.4405/11/2026M15,08002/20/2025(3)02/20/2034Common Stock15,080$0.022,618D
Non-Qualified Stock Option (right to buy)$47.2105/11/2026M12,19602/21/2024(4)02/21/2033Common Stock12,196$0.018,296D
Non-Qualified Stock Option (right to buy)$47.2105/12/2026M6,10002/21/2024(4)02/21/2033Common Stock6,100$0.012,196D
Non-Qualified Stock Option (right to buy)$48.2805/12/2026M10,00005/01/2022(5)05/01/2029Common Stock10,000$0.00D
Non-Qualified Stock Option (right to buy)$50.9405/11/2026M17,00002/18/2021(6)02/18/2030Common Stock17,000$0.025,500D
Non-Qualified Stock Option (right to buy)$50.9405/12/2026M25,50002/18/2021(6)02/18/2030Common Stock25,500$0.00D
Non-Qualified Stock Option (right to buy)$51.4905/11/2026M30,00002/19/2020(7)02/19/2029Common Stock30,000$0.00D
Non-Qualified Stock Option (right to buy)$56.4405/11/2026M15,00002/20/2019(8)02/20/2028Common Stock15,000$0.00D
Non-Qualified Stock Option (right to buy)$57.0902/17/202702/17/2036Common Stock7,2317,231D
Non-Qualified Stock Option (right to buy)$64.4302/22/202302/22/2032Common Stock23,89123,891D
Non-Qualified Stock Option (right to buy)$90.502/16/202202/16/2031Common Stock13,94613,946D
Restricted Stock Unit$0.002/20/202502/20/2027Common Stock3,1693,169D
Restricted Stock Unit$0.003/15/202503/15/2027Common Stock614614D
Restricted Stock Unit$0.002/18/202602/18/2028Common Stock9,6859,685D
Restricted Stock Unit$0.002/17/202702/17/2029Common Stock11,21111,211D
Explanation of Responses:
1. Held by reporting person's child. The reporting person disclaims beneficial ownership of these securities except to the extent of her pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose.
2. The options vest in five approximately equal annual installments on the first, second, third, fourth, and fifth anniversaries of the grant date (February 18, 2025).
3. The options vest in five approximately equal annual installments on the first, second, third, fourth, and fifth anniversaries of the grant date (February 20, 2024).
4. The options vest in five approximately equal annual installments on the first, second, third, fourth, and fifth anniversaries of the grant date (February 21, 2023).
5. The options vest 100% on the third anniversary of the grant date (May 1, 2019).
6. The options vest in five equal annual installments on the first, second, third, fourth, and fifth anniversaries of the grant date (February 18, 2020).
7. The options vest in five equal annual installments on the first, second, third, fourth, and fifth anniversaries of the grant date (February 19, 2019).
8. The options vest in five equal annual installments on the first, second, third, fourth, and fifth anniversaries of the grant date (February 20, 2018).
Laura A. MacDonald05/12/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did Cognex (CGNX) report for VP Laura Macdonald?

Laura Ann Macdonald reported option exercises and related share sales. She exercised stock options for 137,510 Cognex shares, then sold 139,722 Common shares in open‑market trades at prices around $66–$65 per share over May 11–12, 2026.

How many Cognex (CGNX) shares did the VP sell in these Form 4 transactions?

The VP sold 139,722 Cognex Common shares. These were reported as open‑market sales at per‑share prices including $66.8022 and $65.5632, and were largely tied to the exercise of previously granted Non‑Qualified Stock Options.

What options did the Cognex (CGNX) VP exercise before selling shares?

She exercised options on 137,510 Cognex shares. The exercised Non‑Qualified Stock Options had strike prices such as $56.44, $51.49, $50.94, $47.21, $39.44, and $33.04, converting derivative positions into Common Stock that was then partly sold.

How many Cognex (CGNX) shares does the VP hold after these transactions?

After the reported transactions, she directly holds 5,258 Cognex shares. The Form 4 also shows 20 additional shares held indirectly by her child and ongoing equity awards, including Restricted Stock Units that can convert into further Common Stock over time.

What ongoing equity awards does the Cognex (CGNX) VP still have?

She retains Restricted Stock Units and stock options in Cognex. Remaining awards include RSUs representing 11,211 and 9,685 underlying shares, plus Non‑Qualified Stock Options for 13,946, 23,891, and 7,231 underlying shares at exercise prices from $57.09 to $90.50.

Are any Cognex (CGNX) shares held indirectly for the VP’s benefit?

Yes, 20 Cognex shares are held by her child. The filing notes these shares are held indirectly, and she disclaims beneficial ownership except for any pecuniary interest, meaning economic benefit she may ultimately receive from those shares.