Fehr Dennis 4

What Happened

• Dennis Fehr, Chief Financial Officer of Cognex Corporation (CGNX), had 5,085 derivative units (restricted stock units / RSUs) convert to common shares on Feb 18, 2026. Of those, 1,618 shares were withheld to satisfy tax withholding (reported value $91,773 at $56.72 per share), leaving a net issuance of 3,467 shares to Fehr.
• The filing also reports new equity awards on Feb 17, 2026: two derivative awards of 25,306 and 24,523 units (totaling 49,829 units). Footnotes in the filing indicate these awards include restricted stock units (each RSU converts to one share) with typical 20%/30%/50% vesting schedules and stock options that vest in five roughly equal annual installments.

Key Details

• Transaction dates and prices:
  • Feb 18, 2026: Conversion/exercise of derivative — 5,085 shares acquired at $0.00 (RSU conversion).
  • Feb 18, 2026: Tax withholding — 1,618 shares withheld (disposed) at $56.72 per share = $91,773.
  • Feb 17, 2026: Grants (reported as derivative awards) — 25,306 and 24,523 units acquired at $0.00.
• Net shares received from the Feb 18 conversion: 3,467 shares (5,085 issued less 1,618 withheld).
• Shares owned after the transaction: Not provided in the excerpt of the filing.
• Notable footnotes: F1 (withheld shares to satisfy tax), F2 (options vest over five years), F3–F5 (each RSU = one share; RSU vesting schedules ~20%/30%/50%).
• Filing timeliness: Report filed Feb 19, 2026 — timely reporting (no late filing indicated).

Context

• This was a settlement/vesting event (RSUs converting to shares) with a portion withheld to cover taxes — a routine administrative action rather than an open-market sale or purchase.
• The new awards reported on Feb 17 include both RSUs (multi-year vesting) and options (multi-year vesting). Vesting schedules mean these are longer-term incentives, not immediate market purchases or sales.