CGNX.NASDAQCognex CORP

Form 4: Cognex CEO Reports Stock Transactions & Holdings

Sentiment:

Insider Transaction Report


Cognex CEO Matthew Moschner reported recent stock acquisitions and dispositions related to RSU vesting, alongside updated beneficial ownership of common stock and various derivative securities.

Summary

  • CEO Matthew Moschner acquired 3,000 shares of Cognex Common Stock through the vesting of Restricted Stock Units (RSUs) on August 7, 2025.
  • 881 shares were simultaneously disposed of at a price of $41.36 per share to cover tax withholding obligations related to the RSU vesting.
  • Following these transactions, Matthew Moschner directly beneficially owns 8,362 shares of Common Stock.
  • The RSU vesting on August 7, 2025, was part of a grant dated August 7, 2023, which vests 20%, 30%, and 50% on its first, second, and third anniversaries, respectively.
  • Remaining RSU holdings include 4,999 units from the August 7, 2023 grant, 3,495 units from a February 21, 2024 grant, 8,113 units from a February 20, 2025 grant, and 25,424 units from a February 18, 2026 grant, totaling 42,031 unvested RSUs.
  • Matthew Moschner also holds various Non-Qualified Stock Options, totaling 588,596 shares underlying these options, with exercise prices ranging from $27.99 to $86.38.

Sentiment

Score: 5

Explanation: The filing details routine insider transactions related to executive compensation, specifically the vesting of Restricted Stock Units and subsequent tax withholding. This is a neutral event, reflecting standard compensation practices rather than a strategic move or performance indicator.

Positives

  • CEO Matthew Moschner increased direct beneficial ownership of common stock by 3,000 shares through RSU vesting, aligning his interests with long-term shareholder value.
  • The CEO continues to hold a significant number of unvested Restricted Stock Units and Non-Qualified Stock Options, demonstrating ongoing equity interest in the company's performance.

Negatives

  • 881 shares were disposed of to satisfy tax withholding obligations, which is a standard practice upon RSU vesting and not indicative of a negative outlook.

Future Outlook

NA

Industry Context

NA

Stakeholder Impact

  • Shareholders: Minor dilution from RSU vesting (offset by tax withholding), but overall alignment of executive interests with shareholders through continued equity ownership.

Next Steps

  • Future vesting of remaining Restricted Stock Units on their respective anniversary dates.
  • Potential exercise of Non-Qualified Stock Options as they become exercisable and before their expiration dates.

Key Dates

DateDescription
02/20/2019Earliest exercisable date for a Non-Qualified Stock Option.
11/19/2019Earliest exercisable date for a Non-Qualified Stock Option.
02/19/2020Earliest exercisable date for a Non-Qualified Stock Option.
10/30/2020Earliest exercisable date for a Non-Qualified Stock Option.
10/31/2021Earliest exercisable date for a Non-Qualified Stock Option.
08/07/2023Grant date for a Restricted Stock Unit award.
02/21/2024Grant date for a Restricted Stock Unit award and earliest exercisable date for a Non-Qualified Stock Option.
08/07/2024First vesting anniversary for Restricted Stock Units granted on August 7, 2023.
02/20/2025Grant date for a Restricted Stock Unit award and earliest exercisable date for a Non-Qualified Stock Option.
08/07/2025Transaction date for RSU vesting and share disposition; second vesting anniversary for Restricted Stock Units granted on August 7, 2023.
08/09/2025Earliest exercisable date for a Non-Qualified Stock Option.
08/11/2025Filing date of the Form 4.
02/18/2026Grant date for a Restricted Stock Unit award and earliest exercisable date for a Non-Qualified Stock Option.
08/04/2026Earliest exercisable date for a Non-Qualified Stock Option.
08/07/2026Third vesting anniversary for Restricted Stock Units granted on August 7, 2023.
08/07/2027Earliest exercisable date for a Non-Qualified Stock Option.
02/20/2028Expiration date for a Non-Qualified Stock Option.
10/31/2028Expiration date for a Non-Qualified Stock Option.
11/19/2028Expiration date for a Non-Qualified Stock Option.
02/19/2029Expiration date for a Non-Qualified Stock Option.
02/21/2029Earliest exercisable date for a Non-Qualified Stock Option.
05/05/2029Earliest exercisable date for a Non-Qualified Stock Option.
10/30/2029Expiration date for a Non-Qualified Stock Option.
08/09/2031Expiration date for a Non-Qualified Stock Option.
08/04/2032Expiration date for a Non-Qualified Stock Option.
02/21/2033Expiration date for a Non-Qualified Stock Option.
08/07/2033Expiration date for a Non-Qualified Stock Option.
02/20/2034Expiration date for a Non-Qualified Stock Option.
02/18/2035Expiration date for a Restricted Stock Unit award and a Non-Qualified Stock Option.
02/21/2035Expiration date for a Restricted Stock Unit award and a Non-Qualified Stock Option.
05/05/2035Expiration date for a Non-Qualified Stock Option.

Recommendation

hold

This Form 4 filing details routine executive compensation transactions, specifically the vesting of Restricted Stock Units and associated tax withholding. It does not provide new information regarding the company's operational performance, financial health, or strategic direction that would warrant a change in investment recommendation. The continued equity ownership by the CEO aligns his interests with shareholders, but this alone is insufficient to alter a 'hold' stance.

Keywords

Cognex, CGNX, Insider Trading, Form 4, Stock Options, Restricted Stock Units, CEO, Executive Compensation, Stock Ownership

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