COGNEX CORP·4

Feb 24, 4:29 PM ET

Kuechen Joerg 4

Research Summary

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Updated

Cognex (CGNX) Head of M&A Joerg Kuechen Exercises Options, Sells Shares

What Happened

  • Joerg Kuechen, Head of Corporate M&A at Cognex (CGNX), exercised stock options and had restricted stock units vest, acquiring 70,851 shares in total on Feb 20–21, 2026. He sold 61,900 of those shares in open-market transactions for total cash proceeds of $3,468,387 and had 5,648 shares withheld to satisfy tax withholding obligations (valued at $316,457). Net shares retained from these transactions: 3,303.
  • The exercised option lots (cash paid at exercise) were: 11,029 shares @ $33.04 ($364,398), 12,500 @ $38.39 ($479,875), and 35,642 @ $39.44 ($1,405,720) — aggregate exercise cost ~$2.25M. Sales were at prices between $55.98–$56.24, indicating immediate sale of most acquired shares (i.e., effectively a cashless exercise).

Key Details

  • Transaction dates: Feb 20–21, 2026; Form 4 filed Feb 24, 2026 (within the standard two-business-day reporting window).
  • Open-market sales: 11,029 @ $55.98 ($617,405); 12,500 @ $56.03 ($700,403); 35,642 @ $56.03 ($1,997,100); 2,729 @ $56.24 ($153,479). Total = $3,468,387.
  • Tax withholding (shares withheld): 2,575 @ $56.03 ($144,277) and 3,073 @ $56.03 ($172,180). Total value = $316,457 (footnotes F1, F2).
  • Shares acquired via exercise/vesting: 70,851 total (includes option exercises and vested RSUs reported at $0 exercise price for RSUs).
  • Net shares retained from these events: 3,303.
  • Relevant footnotes: F1–F2 = shares withheld for tax on RSUs that vested Feb 20/21, 2026; F3–F5 = option vesting schedules; F6–F8 = RSU definitions and vesting schedules.
  • Transaction codes: M = option exercise/conversion, S = open-market sale, F = shares withheld to satisfy tax obligations.

Context

  • This is primarily an exercise + sell transaction (often a cashless exercise): Kuechen exercised options and/or received vested RSUs, sold most of the resulting shares to cover exercise costs and taxes, and retained a small residual position.
  • Such insider sales are frequently routine (to cover tax/exercise costs) and do not by themselves indicate a change in sentiment about the company.