STOCK TITAN

Director at Cognex (CGNX) exercises options and sells 177K shares

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

Rhea-AI Filing Summary

Cognex director Robert Willett reported exercising stock options and selling the resulting shares on 02/12/2026. He exercised options for 173,296 shares at $38.39 and 3,756 shares at $39.44, then sold all 177,052 shares of common stock at an average price of $58.3851 per share in open-market transactions.

The filing shows remaining direct holdings of multiple non-qualified stock options covering hundreds of thousands of shares with exercise prices from $33.04 to $90.5, plus 70,824 restricted stock units and 15,804 shares held indirectly by a trust where Willett is trustee and beneficiary. The stock option exercises were carried out under a pre-established Rule 10b5-1 trading plan.

Positive

  • None.

Negative

  • None.
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
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*
Willett Robert

(Last) (First) (Middle)
ONE 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)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
02/12/2026
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 02/12/2026 M(1) 173,296 A $38.39 173,296 D
Common Stock 02/12/2026 S(1) 173,296 D $58.3851 0 D
Common Stock 02/12/2026 M(1) 3,756 A $39.44 3,756 D
Common Stock 02/12/2026 S(1) 3,756 D $58.3851 0 D
Common Stock 15,804 I by Trust(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
Non-Qualified Stock Option (right to buy) $38.39 02/12/2026 M(1) 173,296 02/21/2018 02/21/2027 Common Stock 173,296 $0.0 0 D
Non-Qualified Stock Option (right to buy) $39.44 02/12/2026 M(1) 3,756 02/20/2025 02/20/2034 Common Stock 3,756 $0.0 294,394 D
Non-Qualified Stock Option (right to buy) $33.04 02/18/2026 02/18/2035 Common Stock 193,201 193,201 D
Non-Qualified Stock Option (right to buy) $47.21 02/21/2024 02/21/2033 Common Stock 233,484 233,484 D
Non-Qualified Stock Option (right to buy) $50.94 02/18/2021 02/18/2030 Common Stock 180,000 180,000 D
Non-Qualified Stock Option (right to buy) $51.49 02/19/2020 02/19/2029 Common Stock 180,000 180,000 D
Non-Qualified Stock Option (right to buy) $56.44 02/20/2019 02/20/2028 Common Stock 90,000 90,000 D
Non-Qualified Stock Option (right to buy) $64.43 02/22/2023 02/22/2032 Common Stock 185,254 185,254 D
Non-Qualified Stock Option (right to buy) $90.5 02/16/2022 02/16/2031 Common Stock 123,521 123,521 D
Restricted Stock Unit $0.0 02/18/2026 02/18/2028 Common Stock 70,824 70,824 D
Explanation of Responses:
1. These stock option exercises were effected pursuant to a trading plan adopted by the reporting person in accordance with Rule 10b5-1 under the Securities Exchange Act of 1934, as amended.
2. The reporting person is a trustee and beneficiary of Willett Parkhill Investment Trust dated August 2, 2010. The reporting person disclaims beneficial ownership of these securities except to the extent of his 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.
Robert Willett 02/13/2026
** Signature of Reporting Person Date
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.

FAQ

What insider transaction did Cognex (CGNX) director Robert Willett report?

Robert Willett reported exercising Cognex stock options and immediately selling the resulting common shares. He exercised 177,052 options and sold 177,052 shares at an average price of about $58.3851 per share in open-market transactions on 02/12/2026.

How many Cognex (CGNX) shares did Robert Willett sell and at what price?

He sold 173,296 Cognex common shares plus an additional 3,756 shares, totaling 177,052 shares. The reported sales occurred at an average price of approximately $58.3851 per share, following option exercises on 02/12/2026 disclosed in the Form 4.

Were Robert Willett’s Cognex (CGNX) option exercises under a Rule 10b5-1 plan?

Yes. The filing states the stock option exercises were effected under a trading plan adopted in accordance with Rule 10b5-1. Such plans pre-schedule trades, allowing insiders to sell shares according to preset instructions regardless of later market conditions.

What Cognex (CGNX) equity awards does Robert Willett still hold after these transactions?

After these transactions, he holds several non-qualified stock options over common stock with various exercise prices and expiration dates, along with 70,824 restricted stock units. He also has indirect ownership of 15,804 Cognex shares through a trust reported in the filing.

How are Robert Willett’s Cognex (CGNX) trust-held shares described in the filing?

The filing notes 15,804 Cognex common shares held indirectly by the Willett Parkhill Investment Trust. Willett is trustee and beneficiary and disclaims beneficial ownership beyond his pecuniary interest, meaning economic benefit is limited to his financial stake in the trust.

What types of Cognex (CGNX) derivative securities are listed for Robert Willett?

The document lists multiple non-qualified stock options giving Willett the right to buy Cognex common stock at exercise prices from $33.04 to $90.5, with expiration dates between 2027 and 2035. It also includes 70,824 restricted stock units scheduled to vest over time.
Cognex Corp

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9.80B
167.12M
0.28%
101.09%
3.63%
Scientific & Technical Instruments
Industrial Instruments for Measurement, Display, and Control
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United States
NATICK