Cognex (CGNX) VP exercises 368 RSUs, with 109 shares withheld for tax

Rhea-AI Filing Summary

Cognex Corp VP and principal accounting officer Laura Ann MacDonald reported routine equity compensation activity. On March 15, 2026 she exercised 368 restricted stock units, receiving an equal number of common shares. Of these, 109 shares were automatically withheld at a price of $47.98 per share to cover tax obligations, leaving her with 7,470 common shares held directly after the transactions. Each restricted stock unit represents a right to one Cognex common share, and the grant vests approximately 20%, 30%, and 50% on the first, second, and third anniversaries of the March 15, 2024 grant date.

SEC Form 4

FORM 4

UNITED 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

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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 MA 01760

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
COGNEX CORP [ CGNX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	VP and PAO

3. Date of Earliest Transaction (Month/Day/Year)
03/15/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/15/2026		M		368	A	$0.0	7,579	D
Common Stock	03/15/2026		F(1)		109	D	$47.98	7,470	D
Common Stock								20	I	By Child(2)

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Unit	$0.0(3)	03/15/2026		M			368	03/15/2025(4)	03/15/2027	Common Stock	368	$0.0	614	D
Non-Qualified Stock Option (right to buy)	$33.04							02/18/2026	02/18/2035	Common Stock	33,168		33,168	D
Non-Qualified Stock Option (right to buy)	$39.44							02/20/2025	02/20/2034	Common Stock	37,698		37,698	D
Non-Qualified Stock Option (right to buy)	$47.21							02/21/2024	02/21/2033	Common Stock	30,492		30,492	D
Non-Qualified Stock Option (right to buy)	$48.28							05/01/2022	05/01/2029	Common Stock	10,000		10,000	D
Non-Qualified Stock Option (right to buy)	$50.94							02/18/2021	02/18/2030	Common Stock	42,500		42,500	D
Non-Qualified Stock Option (right to buy)	$51.49							02/19/2020	02/19/2029	Common Stock	30,000		30,000	D
Non-Qualified Stock Option (right to buy)	$56.44							02/20/2019	02/20/2028	Common Stock	15,000		15,000	D
Non-Qualified Stock Option (right to buy)	$57.09							02/17/2027	02/17/2036	Common Stock	7,231		7,231	D
Non-Qualified Stock Option (right to buy)	$64.43							02/22/2023	02/22/2032	Common Stock	23,891		23,891	D
Non-Qualified Stock Option (right to buy)	$90.5							02/16/2022	02/16/2031	Common Stock	13,946		13,946	D
Restricted Stock Unit	$0.0							02/20/2025	02/20/2027	Common Stock	3,169		3,169	D
Restricted Stock Unit	$0.0							02/18/2026	02/18/2028	Common Stock	9,685		9,685	D
Restricted Stock Unit	$0.0							02/17/2027	02/17/2029	Common Stock	11,211		11,211	D

Explanation of Responses:

1. This disposition represents shares withheld to satisfy tax withholding obligations on the restricted stock units that vested on March 15, 2026 and are reported herein.

2. 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.

3. Each restricted stock unit represents a contingent right to receive one share of Cognex Corporation common stock.

4. The restricted stock units vest approximately 20%, 30%, and 50% on the first, second, and third anniversaries of the grant date (March 15, 2024), respectively.

	Laura A. MacDonald	03/16/2026
	** Signature of Reporting Person	Date
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** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What insider transaction did Cognex (CGNX) report for Laura Ann MacDonald?

Cognex reported that VP and principal accounting officer Laura Ann MacDonald exercised 368 restricted stock units into common stock on March 15, 2026. This was part of her equity compensation and not an open-market purchase or sale.

How many Cognex (CGNX) shares were withheld for taxes in this Form 4?

In this filing, 109 Cognex common shares were withheld at $47.98 per share to satisfy tax obligations related to vested restricted stock units. These shares are a tax-withholding disposition, not a discretionary market sale by the executive.

How many Cognex (CGNX) shares does Laura Ann MacDonald hold after the reported transactions?

Following the March 15, 2026 transactions, Laura Ann MacDonald directly holds 7,470 shares of Cognex common stock. The Form 4 also shows additional unexercised stock options and restricted stock units representing future rights to receive more shares.

What are the vesting terms of the Cognex (CGNX) restricted stock units in this filing?

The restricted stock units vest in three installments: approximately 20% on the first anniversary, 30% on the second, and 50% on the third anniversary of the March 15, 2024 grant. Each vested unit delivers one Cognex common share.

Does the Cognex (CGNX) Form 4 include any indirect holdings for Laura Ann MacDonald?

Yes. The report notes 20 Cognex common shares held by the reporting person’s child as an indirect holding. She disclaims beneficial ownership of these securities except to the extent of her pecuniary interest, according to the filing’s footnote.

What ongoing equity incentives for Cognex (CGNX) does the Form 4 highlight?

The filing lists multiple non-qualified stock options and restricted stock units covering various amounts of Cognex common stock, with exercise prices from $33.04 to $90.50 and expirations between 2028 and 2036. These represent potential future share acquisitions if conditions are met.