Fehr Dennis 4

What Happened

Dennis Fehr, Chief Financial Officer of Cognex Corporation (CGNX), had 5,394 restricted stock units (RSUs convert/vest) on May 6, 2026. The RSUs converted into 5,394 shares (exercise/conversion, code M at $0.00). To satisfy tax withholding obligations, 1,984 of those shares were withheld and disposed (code F) at a reported per-share value of $62.26, totaling $123,524. The net result was approximately 3,410 shares issued to Fehr after withholding.

Key Details

• Transaction date: May 6, 2026; Form 4 filed May 8, 2026 (two days later).
• Shares involved: 5,394 RSUs converted to shares (acquired at $0.00); 1,984 shares withheld/Disposed at $62.26 each for taxes = $123,524.
• Net issued to insider: ~3,410 shares retained after withholding.
• Shares owned after the transaction: not specified in the provided filing.
• Footnotes:
  • F1: Withheld shares were used to satisfy tax withholding on the RSUs that vested on May 6, 2026.
  • F2: Each RSU represents a contingent right to receive one share of Cognex common stock.
  • F3: The RSU grant vests roughly 20% on the first anniversary (May 6, 2025), 30% on the second (May 6, 2026), and 50% on the third anniversary, contingent on relocation to Massachusetts by Oct 31, 2026.
• Timeliness: Filing date (May 8, 2026) is two days after the transaction — generally within the Form 4 reporting window.

Context

This was a vesting/conversion of RSUs (not an open-market buy or sale). The withheld-share disposition is a routine cashless tax withholding to cover taxes on vested awards and does not by itself indicate a discretionary sale of stock. The M code indicates conversion/exercise of a derivative (RSU settlement), and the F code denotes withholding for tax obligations.