Form 4: Cognex CFO Fehr Reports New Stock Option and RSU Grants

Cognex Corporation's SVP and Chief Financial Officer, Dennis Fehr, reported new grants of non-qualified stock options and restricted stock units, alongside a tax-related disposition of common stock.

Summary

• Dennis Fehr, SVP, Chief Financial Officer of Cognex Corp (CGNX), reported changes in his beneficial ownership of company securities.
• Acquired 5,085 shares of common stock on February 18, 2026, resulting from the vesting of previously granted restricted stock units.
• Disposed of 1,618 shares of common stock on February 18, 2026, at a price of $56.72 per share, to cover tax withholding obligations associated with the RSU vesting.
• Beneficially owns 12,578 shares of common stock directly following these reported transactions.
• Received a grant of 25,306 non-qualified stock options on February 17, 2026, with an exercise price of $57.09. These options are scheduled to vest in five approximately equal annual installments on the first through fifth anniversaries of the grant date, expiring on February 17, 2036.
• Received a grant of 24,523 restricted stock units (RSUs) on February 17, 2026. These RSUs are set to vest approximately 20%, 30%, and 50% on the first, second, and third anniversaries of the grant date, respectively.
• Holds additional existing derivative securities, including 68,823 non-qualified stock options with an exercise price of $33.04 (expiring February 18, 2035), 92,092 non-qualified stock options with an exercise price of $44.49 (vesting May 6, 2028, expiring May 6, 2034), and 14,385 restricted stock units (vesting May 6, 2025, expiring May 6, 2027).

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral filing, as it reports routine executive compensation grants and tax-related dispositions, which are standard corporate governance practices and do not indicate a material change in the company's operational or financial outlook.

Positives

• The grant of 25,306 non-qualified stock options and 24,523 restricted stock units aligns the executive's long-term financial interests with the company's performance and shareholder value.
• The vesting of 5,085 restricted stock units on February 18, 2026, converted into common stock, increasing the executive's direct ownership in Cognex.

Negatives

• The disposition of 1,618 shares of common stock was for tax withholding purposes, which is a routine event but reduces the executive's immediate direct shareholding.

Future Outlook

This filing primarily details past and scheduled future compensation events for an executive, rather than providing a forward-looking statement or guidance on the company's operational or financial performance.

Industry Context

StockSavvy.ai notes that executive compensation, particularly through equity grants like stock options and restricted stock units, is a standard practice across the technology and industrial automation sectors. These grants are designed to align executive incentives with long-term shareholder value creation, a common strategy employed by companies like Cognex to retain talent and foster growth in competitive markets.

Stakeholder Impact

• Shareholders: The grants of equity compensation align the interests of the Chief Financial Officer with long-term shareholder value. The tax-related disposition is a routine event and has minimal impact.
• Employees: This filing specifically details executive compensation and does not directly impact the broader employee base, though it reflects the company's overall compensation philosophy.

Next Steps

• The 25,306 non-qualified stock options granted on February 17, 2026, will vest in five approximately equal annual installments starting February 17, 2027.
• The 24,523 restricted stock units granted on February 17, 2026, will vest approximately 20%, 30%, and 50% on the first, second, and third anniversaries of the grant date, respectively.
• Existing 92,092 non-qualified stock options are scheduled to vest on May 6, 2028.
• Existing 14,385 restricted stock units are scheduled to vest on May 6, 2025.

Key Dates

Keywords

Cognex, CGNX, Form 4, Insider Transaction, Stock Options, Restricted Stock Units, Executive Compensation, Dennis Fehr