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Form 4 COGNEX CORP For: Feb 16 Filed by: Fennell Mark

May 12, 2026 4:40 PM
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).
1. Name and Address of Reporting Person *
Fennell Mark

(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)
Chief Legal Officer &Secretary
3. Date of Earliest Transaction (Month/Day/Year)
02/16/2021
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 05/11/2026 M 6,400 A $ 51.49 11,263 D
Common Stock 05/11/2026 S 6,400 D $ 67.08 4,863 D
Common Stock 05/11/2026 M 18,296 A $ 47.21 23,159 D
Common Stock 05/11/2026 S 18,296 D $ 67.08 4,863 D
Common Stock 05/11/2026 M 15,080 A $ 39.44 19,943 D
Common Stock 05/11/2026 S 15,080 D $ 67.08 4,863 D
Common Stock 05/11/2026 M 6,634 A $ 33.04 11,497 D
Common Stock 05/11/2026 S 6,634 D $ 67.08 4,863 D
Common Stock 05/11/2026 M 9,600 A $ 56.44 14,463 D
Common Stock 05/11/2026 S 9,600 D $ 67.08 4,863 D
Common Stock 05/11/2026 M 4,000 A $ 42.84 8,863 D
Common Stock 05/11/2026 S 4,000 D $ 67.08 4,863 D
Common Stock 05/11/2026 S 4,863 D $ 66.73 0 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 05/11/2026 M 6,634 02/18/2026 (1) 02/18/2035 Common Stock 6,634 $ 0 26,534 D
Non-Qualified Stock Option (right to buy) $ 39.44 05/11/2026 M 15,080 02/20/2025 (2) 02/20/2034 Common Stock 15,080 $ 0 22,618 D
Non-Qualified Stock Option (right to buy) $ 42.84 05/11/2026 M 4,000 10/31/2021 (3) 10/31/2028 Common Stock 4,000 $ 0 0 D
Non-Qualified Stock Option (right to buy) $ 47.21 05/11/2026 M 18,296 02/21/2024 (4) 02/21/2033 Common Stock 18,296 $ 0 12,196 D
Non-Qualified Stock Option (right to buy) $ 51.49 05/11/2026 M 6,400 02/19/2020 (5) 02/19/2029 Common Stock 6,400 $ 0 0 D
Non-Qualified Stock Option (right to buy) $ 56.44 05/11/2026 M 9,600 02/20/2019 (6) 02/20/2028 Common Stock 9,600 $ 0 0 D
Non-Qualified Stock Option (right to buy) $ 57.09 02/17/2026 A 7,231 02/17/2027 02/17/2036 Common Stock 7,231 $ 0 7,231 D
Non-Qualified Stock Option (right to buy) $ 64.43 02/22/2022 A 22,412 02/22/2023 02/22/2032 Common Stock 22,412 $ 0 22,412 D
Non-Qualified Stock Option (right to buy) $ 64.43 02/22/2022 A 30,464 02/22/2026 02/22/2032 Common Stock 30,464 $ 0 52,876 D
Non-Qualified Stock Option (right to buy) $ 90.50 02/16/2021 A 8,921 02/16/2022 02/16/2031 Common Stock 8,921 $ 0 8,921 D
Restricted Stock Unit $ 0 02/20/2024 A 3,169 02/20/2025 02/20/2027 Common Stock 3,169 $ 0 3,169 D
Restricted Stock Unit $ 0 02/18/2025 A 9,685 02/18/2026 02/18/2028 Common Stock 9,685 $ 0 9,685 D
Restricted Stock Unit $ 0 02/17/2026 A 11,211 02/17/2027 02/17/2029 Common Stock 11,211 $ 0 11,211 D
Explanation of Responses:
1. 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).
2. 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).
3. The options vest approximately 50% on the third anniversary of the grant date (October 31, 2018) and 50% on the fourth anniversary of the grant date.
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 in five equal annual installments on the first, second, third, fourth, and fifth anniversaries of the grant date (February 19, 2019).
6. The options vest in five equal annual installments on the first, second, third, fourth, and fifth anniversaries of the grant date (February 20, 2018).
Mark Fennell 05/12/2026
** 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.
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