MACDONALD LAURA ANN 4
4 · COGNEX CORP · Filed Feb 19, 2026
Research Summary
AI-generated summary of this filing
Cognex VP Laura MacDonald Receives Awards, Exercises Options
What Happened
- Laura Ann MacDonald, Vice President and Principal Accounting Officer of Cognex Corporation (CGNX), received equity awards on Feb 17, 2026 and completed an exercise/conversion of derivative instruments on Feb 18, 2026.
- The filing reports two award grants on Feb 17, 2026: 7,231 and 11,211 derivative units (total 18,442) reported as acquisitions at $0 (equity compensation). On Feb 18, 2026 she exercised/converted 2,422 derivative units. To satisfy tax withholding on vested restricted stock units, 711 shares were withheld/disposed at $56.72 each, totaling $40,328.
- These transactions are compensation-related grants and exercises (not an open-market sale). The filing shows a tax-withholding disposition rather than a cash sale of shares.
Key Details
- Transaction dates: Grants 2026-02-17; exercise/conversion and withholding 2026-02-18. Filing date: 2026-02-19 (timely).
- Prices and values: Withheld 711 shares at $56.72/share = $40,328. Grants and exercises reported at $0 per share in the Form 4 (typical for equity awards/derivatives reporting).
- Shares owned after transaction: Not specified in the provided filing data.
- Relevant footnotes:
- F1: 711-share disposition represents shares withheld to satisfy tax withholding on RSUs that vested Feb 18, 2026.
- F2: Some reported shares are held by the reporting person’s child; the reporting person disclaims beneficial ownership except to the extent of pecuniary interest.
- F3: One award (options) vests in five approximately equal annual installments starting Feb 17, 2026.
- F4: Each restricted stock unit (RSU) equals a contingent right to one share.
- F5–F6: RSU vesting schedules: approximately 20%/30%/50% over three anniversaries of the grant dates (Feb 18, 2025 and Feb 17, 2026 as applicable).
- Transaction codes: A = award/grant; M = exercise/conversion of derivative; F = payment of exercise price or tax withholding.
Context
- The awards are compensation (options and/or RSUs). RSUs represent a contingent right to receive shares when they vest; withholding of shares is a routine tax withholding event and not an open-market sale.
- For retail investors: compensation grants and exercises are common for executives. They are informative about compensation but do not by themselves indicate a buy/sell signal.
Insider Transaction Report
Form 4
COGNEX CORPCGNX
MACDONALD LAURA ANN
VP and PAO
Transactions
- Exercise/Conversion
Common Stock
2026-02-18+2,422→ 4,634 total - Tax Payment
Common Stock
[F1]2026-02-18$56.72/sh−711$40,328→ 3,923 total - Award
Non-Qualified Stock Option (right to buy)
[F3]2026-02-17+7,231→ 7,231 totalExercise: $57.09From: 2027-02-17Exp: 2036-02-17→ Common Stock (7,231 underlying) - Exercise/Conversion
Restricted Stock Unit
[F4][F5]2026-02-18−2,422→ 9,685 totalExercise: $0.00From: 2026-02-18Exp: 2028-02-18→ Common Stock (2,422 underlying) - Award
Restricted Stock Unit
[F4][F6]2026-02-17+11,211→ 11,211 totalExercise: $0.00From: 2027-02-17Exp: 2029-02-17→ Common Stock (11,211 underlying)
Holdings
- 20(indirect: By Children)
Common Stock
[F2] - 33,168
Non-Qualified Stock Option (right to buy)
Exercise: $33.04From: 2026-02-18Exp: 2035-02-18→ Common Stock (33,168 underlying) - 37,698
Non-Qualified Stock Option (right to buy)
Exercise: $39.44From: 2025-02-20Exp: 2034-02-20→ Common Stock (37,698 underlying) - 30,492
Non-Qualified Stock Option (right to buy)
Exercise: $47.21From: 2024-02-21Exp: 2033-02-21→ Common Stock (30,492 underlying) - 10,000
Non-Qualified Stock Option (right to buy)
Exercise: $48.28From: 2022-05-01Exp: 2029-05-01→ Common Stock (10,000 underlying) - 42,500
Non-Qualified Stock Option (right to buy)
Exercise: $50.94From: 2021-02-18Exp: 2030-02-18→ Common Stock (42,500 underlying) - 30,000
Non-Qualified Stock Option (right to buy)
Exercise: $51.49From: 2020-02-19Exp: 2029-02-19→ Common Stock (30,000 underlying) - 15,000
Non-Qualified Stock Option (right to buy)
Exercise: $56.44From: 2019-02-20Exp: 2028-02-20→ Common Stock (15,000 underlying) - 23,891
Non-Qualified Stock Option (right to buy)
Exercise: $64.43From: 2023-02-22Exp: 2032-02-22→ Common Stock (23,891 underlying) - 13,946
Non-Qualified Stock Option (right to buy)
Exercise: $90.50From: 2022-02-16Exp: 2031-02-16→ Common Stock (13,946 underlying) - 2,754
Restricted Stock Unit
Exercise: $0.00From: 2024-02-21Exp: 2026-02-21→ Common Stock (2,754 underlying) - 5,071
Restricted Stock Unit
Exercise: $0.00From: 2025-02-20Exp: 2027-02-20→ Common Stock (5,071 underlying) - 982
Restricted Stock Unit
Exercise: $0.00From: 2025-03-15Exp: 2027-03-15→ Common Stock (982 underlying)
Footnotes (6)
- [F1]This disposition represents shares withheld to satisfy tax withholding obligations on the restricted stock units that vested on February 18, 2026 and are reported herein.
- [F2]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.
- [F3]The options vest in five approximately equal annual installments on the first, second, third, fourth, and fifth anniversaries of the grant date (February 17, 2026).
- [F4]Each restricted stock unit represents a contingent right to receive one share of Cognex Corporation common stock.
- [F5]The restricted stock units vest approximately 20%, 30%, and 50% on the first, second, and third anniversaries of the grant date (February 18, 2025), respectively.
- [F6]The restricted stock units vest approximately 20%, 30%, and 50% on the first, second, and third anniversaries of the grant date (February 17, 2026), respectively.
Signature
Laura A. MacDonald|2026-02-19