Kuechen Joerg 4

What Happened

• Joerg Kuechen, Chief Technology Officer of Cognex Corporation (CGNX), was granted/received 8,759 restricted stock units (RSUs) reported as an award. When those RSUs vested on Feb 18, 2026, 4,056 derivative shares were converted/exercised and 1,327 of the resulting shares were withheld to satisfy tax withholding obligations, generating a withholding value of $75,267 (1,327 shares at $56.72).

Key Details

• Transaction dates: grants/awards reported Feb 17, 2026; vesting, conversion/exercise and withholding reported Feb 18, 2026; Form 4 filed Feb 19, 2026 (appears timely).
• Grant: 8,759 RSUs (reported as award, code A) — each RSU equals one contingent share (footnote F2).
• Exercise/conversion: 4,056 derivative shares reflected as exercised/converted (code M) on Feb 18, 2026.
• Tax withholding: 1,327 shares disposed (code F) to cover tax liability at $56.72 per share = $75,267 (footnote F1).
• Shares owned after the transactions: not specified in the provided filing excerpt.
• Relevant footnotes: F1 = shares withheld to satisfy tax on RSUs that vested Feb 18, 2026; F2 = 1 RSU = 1 share; F3 = RSUs vest 100% on the second anniversary of the grant date (Feb 17, 2026); F4 = an alternative vesting schedule noted as ≈20%/30%/50% on anniversaries (Feb 18, 2025 etc.).

Context

• This filing mostly reports an award (RSUs) and routine tax-withholding disposal — not an open-market sale or a cash purchase. The conversion/exercise and the withholding are typical administrative steps when RSUs vest (shares are issued and some are retained to pay taxes). There is no explicit 10% owner trading or 10b5-1 plan noted in the provided details.