Cognex (CGNX) M&A head exercises options and sells 61,900 shares

Rhea-AI Filing Summary

COGNEX CORP executive Joerg Kuechen reported option and RSU exercises alongside significant share sales. On February 20–21, 2026, he exercised multiple non-qualified stock options and restricted stock units, receiving Cognex common stock through derivative exercises at stated exercise prices such as $33.04, $38.39, and $39.44 per share.

He then sold a total of 61,900 shares of common stock in open-market transactions at prices around $55.98–$56.24, and some additional shares were disposed of to satisfy tax withholding obligations on vested restricted stock units, as described in the footnotes. After these transactions, Kuechen directly owned 6,032 shares of Cognex common stock.

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^*

Kuechen Joerg

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Head of Corporate M&A

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026

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	02/20/2026		M		11,029	A	$33.04	13,758	D
Common Stock	02/20/2026		S		11,029	D	$55.9801	2,729	D
Common Stock	02/20/2026		M		12,500	A	$38.39	15,229	D
Common Stock	02/20/2026		S		12,500	D	$56.0322	2,729	D
Common Stock	02/20/2026		M		35,642	A	$39.44	38,371	D
Common Stock	02/20/2026		S		35,642	D	$56.0322	2,729	D
Common Stock	02/20/2026		S		2,729	D	$56.2401	0	D
Common Stock	02/20/2026		M		5,325	A	$0.0	5,325	D
Common Stock	02/20/2026		F(1)		2,575	D	$56.03	2,750	D
Common Stock	02/21/2026		M		6,355	A	$0.0	9,105	D
Common Stock	02/21/2026		F(2)		3,073	D	$56.03	6,032	D

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)	$33.04	02/20/2026		M			11,029	02/18/2026(3)	02/18/2035	Common Stock	11,029	$0.0	44,112	D
Non-Qualified Stock Option (right to buy)	$38.39	02/20/2026		M			12,500	02/21/2018(4)	02/21/2027	Common Stock	12,500	$0.0	0	D
Non-Qualified Stock Option (right to buy)	$39.44	02/20/2026		M			35,642	02/20/2025(5)	02/20/2034	Common Stock	35,642	$0.0	53,461	D
Restricted Stock Unit	$0.0(6)	02/21/2026		M			6,355	02/21/2024(7)	02/21/2026	Common Stock	6,355	$0.0	0	D
Restricted Stock Unit	$0.0(6)	02/20/2026		M			5,325	02/20/2025(8)	02/20/2027	Common Stock	5,325	$0.0	8,874	D
Non-Qualified Stock Option (right to buy)	$47.21							02/21/2024	02/21/2033	Common Stock	67,759		67,759	D
Non-Qualified Stock Option (right to buy)	$47.95							08/04/2026	08/04/2032	Common Stock	39,894		39,894	D
Non-Qualified Stock Option (right to buy)	$50.94							02/18/2021	02/18/2030	Common Stock	80,000		80,000	D
Non-Qualified Stock Option (right to buy)	$51.49							02/19/2020	02/19/2029	Common Stock	45,000		45,000	D
Non-Qualified Stock Option (right to buy)	$56.44							02/20/2019	02/20/2028	Common Stock	30,000		30,000	D
Non-Qualified Stock Option (right to buy)	$64.43							02/22/2023	02/22/2032	Common Stock	49,530		49,530	D
Non-Qualified Stock Option (right to buy)	$90.5							02/16/2022	02/16/2031	Common Stock	29,486		29,486	D
Restricted Stock Unit	$0.0							02/17/2028	02/17/2028	Common Stock	8,759		8,759	D
Restricted Stock Unit	$0.0							02/18/2026	02/18/2028	Common Stock	16,223		16,223	D

Explanation of Responses:

1. This disposition represents shares withheld to satisfy tax withholding obligations on the restricted stock units that vested on February 20, 2026 and are reported herein.

2. This disposition represents shares withheld to satisfy tax withholding obligations on the restricted stock units that vested on February 21, 2026 and are reported herein.

3. 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).

4. The options vest in four equal annual installments on the first, second, third, and fourth anniversaries of the grant date (February 21, 2017).

5. 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).

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

7. The restricted stock units vest approximately 20%, 30%, and 50% on the first, second, and third anniversaries of the grant date (February 21, 2023), respectively.

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

	Joerg Kuechen	02/24/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transactions did Joerg Kuechen report for COGNEX CORP (CGNX)?

Joerg Kuechen reported exercising multiple stock options and restricted stock units and selling shares of Cognex common stock. The filing shows derivative exercises followed by open-market sales and tax-related share dispositions over February 20–21, 2026.

How many Cognex (CGNX) shares did Joerg Kuechen sell in this Form 4?

The Form 4 shows that Joerg Kuechen sold 61,900 shares of Cognex common stock in open-market transactions. These sales occurred at prices around $55.98–$56.24 per share over the two reported trading days.

At what prices were Joerg Kuechen’s Cognex (CGNX) option exercises and sales reported?

Stock options were exercised at prices including $33.04, $38.39, and $39.44 per share. Resulting Cognex common shares were then sold in the market at prices roughly between $55.98 and $56.24 per share, according to the Form 4 data.

Did the Cognex (CGNX) Form 4 include tax-withholding share dispositions?

Yes. The filing notes dispositions coded “F” representing shares withheld to satisfy tax withholding obligations on restricted stock units that vested on February 20 and 21, 2026, as described in the accompanying Form 4 footnotes.

How many Cognex (CGNX) shares does Joerg Kuechen hold after these transactions?

After the reported exercises, sales, and tax-related dispositions, Joerg Kuechen directly owned 6,032 shares of Cognex common stock. The Form 4 also lists continuing holdings of non-qualified stock options and restricted stock units in separate rows.

What is Joerg Kuechen’s role at Cognex (CGNX) mentioned in the Form 4?

The Form 4 identifies Joerg Kuechen as an officer of Cognex Corporation, holding the title Head of Corporate M&A. The reported equity transactions therefore reflect activity by a senior company executive.