COGNEX CORP·4

May 12, 4:40 PM ET

Fennell Mark 4

4 · COGNEX CORP · Filed May 12, 2026

Research Summary

AI-generated summary of this filing

Updated

Cognex (CGNX) CLO Mark Fennell Exercises Options and Sells Shares

What Happened
Mark Fennell, Chief Legal Officer & Secretary of Cognex (CGNX), exercised multiple stock options on May 11, 2026 and immediately sold shares in open-market trades the same day. Aggregating the reported entries: he exercised about 60,010 shares by paying approximately $2.72 million in aggregate strike prices, and sold about 64,873 shares for total gross proceeds of approximately $4.35 million (net cash difference ≈ $1.63M before taxes/fees). The filing shows a mix of option exercises (transaction code M) and contemporaneous open-market sales (S), consistent with a cashless/sell-to-cover pattern.

Key Details

  • Transaction date: May 11, 2026 (Form 4 filed May 12, 2026 — appears timely).
  • Exercise activity (selected totals): ~60,010 shares exercised at strikes ranging roughly $33.04 to $56.44; total strike cost ≈ $2,720,416.
  • Sales: ~64,873 shares sold at prices between $66.73 and $67.08; total proceeds ≈ $4,349,979.
  • Net proceeds (sales minus exercise cost): approximately $1.63 million (approximate, before commissions/taxes).
  • Prior/other awards recorded on the Form 4: multiple grants/awards from 2018–2026 totaling about 93,093 shares (subject to vesting schedules shown in footnotes F1–F6).
  • Footnotes F1–F6 describe standard multi-year vesting schedules for the reported option awards (annual installments or multi-year cliffs as noted).
  • Shares owned after the transactions: not disclosed in the data provided in this summary.
  • Transaction codes: M = exercise/conversion of derivative; S = open-market sale; A = grant/award. No 10b5-1 or gift notation indicated in the provided entries.

Context

  • For retail investors: this pattern (exercising options then selling shares the same day) is commonly a cashless exercise/sell-to-cover to realize gains or cover tax/strike costs; it is a routine insider liquidity event and not, by itself, a clear signal of long-term sentiment.
  • The filing lists historic awards and vesting terms; these explain the source of exercisable options. No filing-timeliness issues were apparent from the provided dates.

Insider Transaction Report

Form 4
Period: 2021-02-16
Fennell Mark
Chief Legal Officer &Secretary
Transactions
  • Exercise/Conversion

    Common Stock

    2026-05-11$51.49/sh+6,400$329,53611,263 total
  • Sale

    Common Stock

    2026-05-11$67.08/sh6,400$429,3124,863 total
  • Exercise/Conversion

    Common Stock

    2026-05-11$47.21/sh+18,296$863,75423,159 total
  • Sale

    Common Stock

    2026-05-11$67.08/sh18,296$1,227,2964,863 total
  • Exercise/Conversion

    Common Stock

    2026-05-11$39.44/sh+15,080$594,75519,943 total
  • Sale

    Common Stock

    2026-05-11$67.08/sh15,080$1,011,5664,863 total
  • Exercise/Conversion

    Common Stock

    2026-05-11$33.04/sh+6,634$219,18711,497 total
  • Sale

    Common Stock

    2026-05-11$67.08/sh6,634$445,0094,863 total
  • Exercise/Conversion

    Common Stock

    2026-05-11$56.44/sh+9,600$541,82414,463 total
  • Sale

    Common Stock

    2026-05-11$67.08/sh9,600$643,9684,863 total
  • Exercise/Conversion

    Common Stock

    2026-05-11$42.84/sh+4,000$171,3608,863 total
  • Sale

    Common Stock

    2026-05-11$67.08/sh4,000$268,3204,863 total
  • Sale

    Common Stock

    2026-05-11$66.73/sh4,863$324,5080 total
  • Exercise/Conversion

    Non-Qualified Stock Option (right to buy)

    [F1]
    2026-05-116,63426,534 total
    Exercise: $33.04From: 2026-02-18Exp: 2035-02-18Common Stock (6,634 underlying)
  • Exercise/Conversion

    Non-Qualified Stock Option (right to buy)

    [F2]
    2026-05-1115,08022,618 total
    Exercise: $39.44From: 2025-02-20Exp: 2034-02-20Common Stock (15,080 underlying)
  • Exercise/Conversion

    Non-Qualified Stock Option (right to buy)

    [F3]
    2026-05-114,0000 total
    Exercise: $42.84From: 2021-10-31Exp: 2028-10-31Common Stock (4,000 underlying)
  • Exercise/Conversion

    Non-Qualified Stock Option (right to buy)

    [F4]
    2026-05-1118,29612,196 total
    Exercise: $47.21From: 2024-02-21Exp: 2033-02-21Common Stock (18,296 underlying)
  • Exercise/Conversion

    Non-Qualified Stock Option (right to buy)

    [F5]
    2026-05-116,4000 total
    Exercise: $51.49From: 2020-02-19Exp: 2029-02-19Common Stock (6,400 underlying)
  • Exercise/Conversion

    Non-Qualified Stock Option (right to buy)

    [F6]
    2026-05-119,6000 total
    Exercise: $56.44From: 2019-02-20Exp: 2028-02-20Common Stock (9,600 underlying)
  • Award

    Non-Qualified Stock Option (right to buy)

    2026-02-17+7,2317,231 total
    Exercise: $57.09From: 2027-02-17Exp: 2036-02-17Common Stock (7,231 underlying)
  • Award

    Non-Qualified Stock Option (right to buy)

    2022-02-22+22,41222,412 total
    Exercise: $64.43From: 2023-02-22Exp: 2032-02-22Common Stock (22,412 underlying)
  • Award

    Non-Qualified Stock Option (right to buy)

    2022-02-22+30,46452,876 total
    Exercise: $64.43From: 2026-02-22Exp: 2032-02-22Common Stock (30,464 underlying)
  • Award

    Non-Qualified Stock Option (right to buy)

    2021-02-16+8,9218,921 total
    Exercise: $90.50From: 2022-02-16Exp: 2031-02-16Common Stock (8,921 underlying)
  • Award

    Restricted Stock Unit

    2024-02-20+3,1693,169 total
    Exercise: $0.00From: 2025-02-20Exp: 2027-02-20Common Stock (3,169 underlying)
  • Award

    Restricted Stock Unit

    2025-02-18+9,6859,685 total
    Exercise: $0.00From: 2026-02-18Exp: 2028-02-18Common Stock (9,685 underlying)
  • Award

    Restricted Stock Unit

    2026-02-17+11,21111,211 total
    Exercise: $0.00From: 2027-02-17Exp: 2029-02-17Common Stock (11,211 underlying)
Footnotes (6)
  • [F1]The options vest in five approximately equal annual installments on the first, second, third, fourth, and fifth anniversaries of the grant date (February 18, 2025).
  • [F2]The options vest in five approximately equal annual installments on the first, second, third, fourth, and fifth anniversaries of the grant date (February 20, 2024).
  • [F3]The options vest approximately 50% on the third anniversary of the grant date (October 31, 2018) and 50% on the fourth anniversary of the grant date.
  • [F4]The options vest in five approximately equal annual installments on the first, second, third, fourth, and fifth anniversaries of the grant date (February 21, 2023).
  • [F5]The options vest in five equal annual installments on the first, second, third, fourth, and fifth anniversaries of the grant date (February 19, 2019).
  • [F6]The options vest in five equal annual installments on the first, second, third, fourth, and fifth anniversaries of the grant date (February 20, 2018).
Signature
Mark Fennell|2026-05-12

Documents

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    edgardoc.xmlPrimary

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