What changed in this filing

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Item 1. Financial Statements

2026-05-07 compared with 2025-10-30 · 169 added, 250 removed, 423 unchanged (50% of the section changed)

3 unchanged sentences

(In thousands, except per share amounts)

Three-months Ended Nine-months Ended

September 28, 2025 September 29, 2024 September 28, 2025 September 29, 2024

(unaudited) (unaudited)

Three-months Ended

April 5, 2026 March 30, 2025

Revenue $ 268,437 $ 216,036

21 unchanged sentences

(In thousands)

Three-months Ended Nine-months Ended

September 28, 2025 September 29, 2024 September 28, 2025 September 29, 2024

(unaudited) (unaudited)

Three-months Ended

April 5, 2026 March 30, 2025

Net income $ 51,704 $ 23,603

1 unchanged sentence

Available-for-sale investments:

Net unrealized gain (loss), net of tax of $ 232 and $ 2,040 in the three-month periods, respectively, and net of tax of $ 1,667 and $ 2,493 in the nine-month periods, respectively

Net unrealized gain (loss), net of tax of $( 726 ) and $ 875 in the three-month periods, respectively

( 2,227 ) 2,711

1 unchanged sentence

Net change related to available-for-sale investments ( 2,255 ) 2,684

Foreign currency translation adjustments:

Foreign currency translation adjustments ( 9,112 ) 26,511 21,489 108

Net change related to foreign currency translation adjustments ( 4,983 ) 11,447

4 unchanged sentences

CONSOLIDATED BALANCE SHEETS

(In thousands, except share amounts)

September 28, 2025 December 31, 2024

(In thousands, except per share amounts)

April 5, 2026 December 31, 2025

Current assets:

Cash and cash equivalents $ 237,343 $ 262,925

Current investments, allowance for credit losses of $ 0 in 2025 and 2024

54,368 59,956

Accounts receivable, allowance for credit losses of $ 732 and $ 827 in 2025 and 2024, respectively

Current investments 59,413 74,037

Accounts receivable, net of allowance for credit losses of $ 781 and $ 728 in 2026 and 2025, respectively

170,721 146,713

3 unchanged sentences

Total current assets 690,349 697,246

Non-current investments, allowance for credit losses of $ 0 in 2025 and 2024

300,078 340,898

Non-current investments 325,186 305,339

Property, plant, and equipment, net 84,291 86,015

36 unchanged sentences

(In thousands)

Nine-months Ended

September 28, 2025 September 29, 2024

Three-months Ended

April 5, 2026 March 30, 2025

Cash flows from operating activities:

3 unchanged sentences

Depreciation of property, plant, and equipment 4,703 5,306

(Gain) loss on disposal of property, plant, and equipment 6 —

Amortization of intangible assets 2,532 2,628

Excess and obsolete inventory charges 364 197

Fair value adjustment on acquired inventories — 1,224

Amortization of discounts or premiums on investments ( 439 ) 437

Realized (gain) loss on sale of investments ( 150 ) 8

Change in deferred income taxes 37,741 ( 13,440 )

Loss on sale of business, net of transaction costs 1,539 —

Deferred income taxes 4,740 ( 4,689 )

Other adjustments ( 380 ) ( 188 )

Change in operating assets and liabilities:

12 unchanged sentences

Maturities and sales of investments 39,042 148,885

Purchases of property, plant, and equipment ( 6,147 ) ( 12,970 )

Net payments related to business acquisitions — ( 1,444 )

Net proceeds from sale of business 11,519 —

Purchases of property, plant, and equipment, net of proceeds ( 2,757 ) ( 2,501 )

Net cash provided by (used in) investing activities 791 33,087

2 unchanged sentences

Repurchase of common stock ( 98,995 ) ( 102,233 )

Payment of excise tax on prior year common stock repurchases ( 388 ) —

Payment of dividends ( 14,196 ) ( 13,550 )

7 unchanged sentences

CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

(In thousands, except unit and per unit data)

Common Stock Additional

Paid-in Capital Retained Earnings Accumulated

Comprehensive

Shareholders’

Shares Par Value

Balance as of June 29, 2025

167,899 $ 336 $ 1,110,458 $ 433,040 $ ( 37,777 ) $ 1,506,057

Net issuance of common stock under stock plans 197 — 260 — — 260

Repurchase of common stock ( 547 ) ( 1 ) — ( 23,999 ) — ( 24,000 )

Excise tax on repurchase of common stock — — — ( 915 ) — ( 915 )

Stock-based compensation expense — — 12,416 — — 12,416

Payment of dividends ($ 0.080 per common share)

— — — ( 13,443 ) — ( 13,443 )

Net income — — — 17,664 — 17,664

Net unrealized gain (loss) on available-for-sale investments, net of tax of $ 232

— — — — 805 805

Reclassification of net realized (gain) loss on the sale of available-for-sale investments — — — — ( 96 ) ( 96 )

Foreign currency translation adjustment — — — — ( 9,112 ) ( 9,112 )

Balance as of September 28, 2025 (unaudited)

167,549 $ 335 $ 1,123,134 $ 412,347 $ ( 46,180 ) $ 1,489,636

Common Stock Additional

Paid-in Capital Retained Earnings Accumulated

Comprehensive

Shareholders’

Shares Par Value

Balance as of June 30, 2024

171,501 $ 343 $ 1,061,597 $ 515,142 $ ( 70,352 ) $ 1,506,730

Net issuance of common stock under stock plans 96 1 1,665 — — 1,666

Repurchase of common stock ( 82 ) ( 1 ) — ( 3,961 ) — ( 3,962 )

Stock-based compensation expense — — 13,101 — — 13,101

Payment of dividends ($ 0.075 per common share)

— — — ( 12,863 ) — ( 12,863 )

Net income — — — 29,591 — 29,591

Net unrealized gain (loss) on available-for-sale investments, net of tax of $ 2,040

— — — — 6,252 6,252

Foreign currency translation adjustment — — — — 26,511 26,511

Balance as of September 29, 2024 (unaudited)

171,515 $ 343 $ 1,076,363 $ 527,909 $ ( 37,589 ) $ 1,567,026

The accompanying notes are an integral part of these consolidated financial statements.

COGNEX CORPORATION

CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

(In thousands of dollars, except unit and per unit data)

(In thousands of dollars, except per share amounts)

Common Stock Additional

16 unchanged sentences

Foreign currency translation adjustment — — — — ( 4,983 ) ( 4,983 )

Balance as of September 28, 2025 (unaudited)

Balance as of April 5, 2026 (unaudited)

166,527 $ 333 $ 1,194,927 $ 344,443 $ ( 60,734 ) $ 1,478,969

16 unchanged sentences

Foreign currency translation adjustment — — — — 11,447 11,447

Balance as of September 29, 2024 (unaudited)

Balance as of March 30, 2025 (unaudited)

167,865 $ 336 $ 1,097,989 $ 405,949 $ ( 58,646 ) $ 1,445,628

5 unchanged sentences

Reference should be made to the consolidated financial statements and related notes included in Cognex Corporation's ("Cognex" or the "Company") Annual Report on Form 10-K for the year ended December 31, 2025 for a full description of other significant accounting policies.

In the opinion of the management of the Company, the accompanying consolidated unaudited financial statements contain all adjustments, consisting of normal, recurring adjustments and financial statement reclassifications necessary to present fairly the Company’s financial position as of September 28, 2025 , and the results of its operations for the three-month and nine-month periods ended September 28, 2025 and September 29, 2024, and changes in shareholders’ equity, comprehensive income, and cash flows for the periods presented.

The results disclosed in the Consolidated Statements of Operations for the three-month and nine-month periods ended September 28, 2025 are not necessarily indicative of the results to be expected for the full year.

In the opinion of the management of the Company, the accompanying consolidated unaudited financial statements contain all adjustments, consisting of normal, recurring adjustments and financial statement reclassifications necessary to present fairly the Company’s financial position as of April 5, 2026, and the results of its operations for the three-month periods ended April 5, 2026 and March 30, 2025, and changes in shareholders’ equity, comprehensive income, and cash flows for the periods presented.

The results disclosed in the Consolidated Statements of Operations for the three-month period ended April 5, 2026 are not necessarily indicative of the results to be expected for the full year.

New Pronouncements

Accounting Standards Update (ASU) 2023-09, "Income Taxes (Topic 740):

Improvements to Income Tax Disclosures"

The amendments in this ASU apply to all entities that are subject to Topic 740, Income Taxes.

The amendments require public business entities to disclose specific categories in their rate reconciliation and provide additional information for reconciling items that meet a quantitative threshold.

They also require all entities to disclose income taxes paid, net of refunds received, disaggregated by federal, state, and foreign taxes and by individual jurisdictions in which income taxes paid, net of refunds received, are equal to or greater than five percent of total income taxes paid.

For public business entities, the amendments in this ASU are effective for annual periods beginning after December 15, 2024.

The amendments in this ASU should be applied on a prospective basis.

Management does not expect ASU 2023-09 to have a material impact on the Company's financial statements and disclosures.

Accounting Standards Update (ASU) 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40)

This ASU aims to enhance transparency for users of financial statements by requiring public business entities to disaggregate specific expense categories.

This ASU mandates disclosures in the notes to financial statements detailing the composition and trends of key expense categories within major income statement captions.

ASU 2024-03 mandates disclosures in the notes to financial statements detailing the composition and trends of key expense categories within major income statement captions.

These enhanced disclosures are intended to help investors more effectively assess the entity’s performance, understand its cost structure, and make more accurate forecasts of future cash flows.

For public business entities, this ASU is effective for annual periods beginning after December 15, 2026, and interim periods within annual reporting periods beginning after December 15, 2027.

For public business entities, ASU 2024-03 is effective for annual periods beginning after December 15, 2026, and interim periods within annual reporting periods beginning after December 15, 2027.

The adoption will result in disclosure changes only.

Accounting Standards Update (ASU) 2025-05 - Financial Instruments—Credit Losses (Topic 326):

Measurement of Credit Losses for Accounts Receivable and Contract Assets

This ASU provides a practical expedient to simplify the measurement of credit losses for certain receivables and contract assets.

The amendments allow entities to assume that current conditions at the balance sheet date will persist over the life of these assets, eliminating the need to develop forward-looking forecasts required under the current expected credit loss ("CECL") model.

For public business entities, the amendments in this ASU are effective for annual reporting periods beginning after December 15, 2025, and interim reporting periods within those annual reporting periods.

Early adoption is permitted in any interim or annual period in which financial statements have not yet been issued or made available for issuance.

Management does not expect ASU 2025-05 to have a material impact on the Company's financial statements and disclosures.

Management is currently evaluating the impact that adopting ASU 2024-03 would have on the Company's financial statement disclosures.

Accounting Standards Update (ASU) 2025-06 - Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40):

Targeted Improvements to the Accounting for Internal-Use Software

The amendments in this ASU updates the accounting and disclosure guidance for internal-use software to better reflect modern, iterative development practices.

The amendments in this ASU update the accounting and disclosure guidance for internal-use software to better reflect modern, iterative development practices.

The amendments replace the former “development stage” model with a judgment-based framework and require entities to evaluate whether significant development uncertainty exists before capitalizing costs.

The ASU also incorporates website development guidance into Subtopic 350-40

The ASU also incorporates website development guidance into Subtopic 350-40 and aligns disclosures for capitalized software with those for property, plant, and equipment.

For public business entities, the amendments in this ASU are effective for annual reporting periods beginning after December 15, 2027, and for interim periods within those annual reporting periods, with early adoption permitted.

Management is currently evaluating the impact that adopting ASU 2025-06 would have on the Company's financial statements and disclosures.

Accounting Standards Update (ASU) 2025-11 - Interim Reporting (Topic 270):

Narrow-Scope Improvements

The amendments in this ASU improve the navigability and clarity of interim reporting requirements without changing the fundamental nature or scope of existing disclosures.

The ASU also clarifies when Topic 270 applies, specifies the form and content of interim financial statements and notes, and introduces a comprehensive list of required interim disclosures compiled from across the Codification.

The ASU also adds a disclosure principle requiring entities to disclose events occurring after the most recent annual reporting period that have a material impact on the entity.

For public business entities, the amendments in this ASU are effective for annual reporting periods beginning after December 15, 2027, and for interim periods within annual reporting periods beginning after December 15, 2028, with early adoption permitted.

Management is currently evaluating the impact that adopting ASU 2025-11 would have on the Company's disclosures.

Accounting Standards Update (ASU) 2025-12 - Codification Improvements

The amendments in this ASU make incremental improvements to clarify, correct, and enhance the usability of the Accounting Standards Codification.

The amendments address technical corrections, unintended application issues,

COGNEX CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

and aligns disclosures for capitalized software with those for property, plant, and equipment.

and minor improvements across numerous topics, and are not expected to significantly affect current accounting practice.

Key areas of clarification include diluted earnings per share calculations, disclosure requirements for lease receivables, guidance on beneficial interests, methods for accounting for treasury stock retirements, and the treatment of receivables transferred from contracts with customers.

For public business entities, the amendments in this ASU are effective for annual reporting periods beginning after December 15, 2026, and for interim periods within those annual reporting periods, with early adoption permitted.

2 unchanged sentences

Cash, Cash Equivalents, and Investments

The following table summarizes the Company’s cash, cash equivalents, and investments as of September 28, 2025 (in thousands):

The following table summarizes the Company’s cash, cash equivalents, and investments as of April 5, 2026 (in thousands):

Fair Value Level Amortized

2 unchanged sentences

Money market instruments Level 1 59,152 — — 59,152 59,152 — —

Certificates of deposit Level 2 36,422 — — 36,422 36,422 — —

Corporate bonds Level 2 360,314 1,399 ( 1,304 ) 360,409 — 58,428 301,981

1 unchanged sentence

Asset-backed securities Level 2 4,116 — ( 291 ) 3,825 — — 3,825

Treasury bills Level 2 1,489 — — 1,489 — 1,489 —

Sovereign bonds Level 2 1,000 — — 1,000 — 1,000 —

Total $ 622,138 $ 1,425 $ ( 1,621 ) $ 621,942 $ 237,343 $ 59,413 $ 325,186

7 unchanged sentences

Asset-backed securities Level 2 4,471 — ( 289 ) 4,182 — — 4,182

Sovereign bonds Level 2 1,013 — ( 23 ) 990 — 990 —

Total $ 639,514 $ 3,316 $ ( 529 ) $ 642,301 $ 262,925 $ 74,037 $ 305,339

The Company’s money market instruments are reported at fair value based upon the daily market price for identical assets in active markets and are therefore classified as Level 1.

Money market instruments consist of treasury bills, corporate commercial paper, and certificates of deposit that are highly liquid and mature in three months or less.

Corporate bonds consist of debt securities issued by both domestic and foreign companies;

treasury notes consist of debt securities issued by the U.S.

and asset-backed securities consist of debt securities collateralized by pools of receivables or loans with credit enhancement.

All of the Company's securities as of April 5, 2026 and December 31, 2025 were denominated in U.S.

Dollars, with the exception of certain certificates of deposit.

The Company’s debt securities are reported at fair value based on model-driven valuations in which all significant inputs are observable or can be derived from or corroborated by observable market data for substantially the full term of the asset or liability and are therefore classified as Level 2.

2 unchanged sentences

They use this information to structure yield curves for various types of debt securities and arrive at the daily valuations.

Accrued interest receivable is recorded in "Prepaid expenses and other current assets" on the Consolidated Balance Sheets and amounted to $ 3,268,000 and $ 4,144,000 as of September 28, 2025 and December 31, 2024, respectively.

Accrued interest receivable is recorded in "Prepaid expenses and other current assets" on the Consolidated Balance Sheets and amounted to $ 3,793,000 and $ 3,852,000 as of April 5, 2026 and December 31, 2025,

COGNEX CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

respectively.

Realized Gains (Losses) on Debt Securities

The following table summarizes the Company's gross realized gains and losses on the sale of debt securities for the three-month and nine-month periods ended September 28, 2025 and September 29, 2024 (in thousands):

Three-months Ended Nine-months Ended

September 28, 2025 September 29, 2024 September 28, 2025 September 29, 2024

The following table summarizes the Company's gross realized gains and losses on the sale of debt securities for the three-month periods ended April 5, 2026 and March 30, 2025 (in thousands):

Three-months Ended

April 5, 2026 March 30, 2025

Gross realized gains $ 28 $ 27

4 unchanged sentences

Unrealized Losses on Debt Securities

The following table summarizes the Company’s gross unrealized losses and fair values for available-for-sale investments in an unrealized loss position as of September 28, 2025 (in thousands):

The following table summarizes the Company’s gross unrealized losses and fair values for available-for-sale investments in an unrealized loss position as of April 5, 2026 (in thousands):

Unrealized Loss Position For:

6 unchanged sentences

Asset-backed securities — — 3,825 ( 291 ) 3,825 ( 291 )

Sovereign bonds — — 1,000 — 1,000 —

$ 146,111 $ ( 1,268 ) $ 15,362 $ ( 353 ) $ 161,473 $ ( 1,621 )

6 unchanged sentences

Corporate bonds $ 30,602 $ ( 73 ) $ 22,412 $ ( 167 ) $ 53,014 $ ( 240 )

Treasury notes 42,149 ( 425 ) 2,487 ( 14 ) 44,636 ( 439 )

Asset-backed securities — — 4,182 ( 289 ) 4,182 ( 289 )

Sovereign bonds — — 990 ( 23 ) 990 ( 23 )

$ 30,602 $ ( 73 ) $ 26,594 $ ( 456 ) $ 57,196 $ ( 529 )

1 unchanged sentence

When developing an estimate of expected credit losses, management considers all relevant information including historical experience, current conditions, and reasonable forecasts of expected future cash flows.

Based on this evaluation, no allowance for credit losses on debt securities was recorded as of September 28, 2025 or December 31, 2024.

Based on this evaluation, no allowance for credit losses on debt securities was recorded as of April 5, 2026 or December 31, 2025.

Management currently intends to hold these securities to full value recovery at maturity.

2 unchanged sentences

Debt Securities Maturities

The following table presents the effective maturity dates of the Company’s available-for-sale investments as of September 28, 2025 (in thousands):

<1 year 1-2 Years 2-3 Years 3-4 Years 4-5 Years 5-8 Years Total

The following table presents the effective maturity dates of the Company’s available-for-sale investments as of April 5, 2026 (in thousands):

<1 year 1-2 Years 2-3 Years 3-4 Years 4-5 Years Total

Corporate bonds $ 58,428 $ 82,557 $ 115,212 $ 53,935 $ 50,277 $ 360,409

1 unchanged sentence

Asset-backed securities — — — 3,728 97 3,825

Treasury bills 1,489 — — — — — 1,489

Sovereign bonds 1,000 — — — — — 1,000

$ 59,413 $ 99,946 $ 117,203 $ 57,663 $ 50,374 $ 384,599

Derivative Instruments

The Company’s foreign currency risk management strategy is principally designed to mitigate the potential financial impact of changes in the value of transactions and balances denominated in foreign currencies resulting from changes in foreign currency exchange rates.

The Company enters into economic hedges utilizing foreign currency forward contracts with maturities that do not exceed twelve months to manage the exposure to fluctuations in foreign currency exchange rates arising primarily from foreign-denominated receivables and payables.

The Company’s foreign currency risk management strategy is designed to mitigate the potential financial impact of changes in the value of transactions and balances denominated in foreign currencies resulting from changes in foreign currency exchange rates.

The Company enters into economic hedges utilizing foreign currency forward contracts with maturities of generally up to three months but not greater than one year to manage the exposure to fluctuations in foreign currency exchange rates arising primarily from foreign-denominated receivables and payables.

The gains and losses on these derivatives are intended to be offset by the changes in the fair value of the assets and liabilities being hedged.

1 unchanged sentence

The Company had the following outstanding forward contracts (in thousands):

September 28, 2025 December 31, 2024

April 5, 2026 December 31, 2025

Currency Notional

3 unchanged sentences

Chinese Renminbi 170,000 24,734 20,000 2,865

Euro 15,000 17,343 — —

Mexican Peso 150,000 8,380 160,000 8,881

2 unchanged sentences

Japanese Yen 800,000 5,034 400,000 2,563

Euro — — 25,000 26,029

Swiss Franc 2,000 2,515 — —

Canadian Dollar — — 2,000 1,390

Indian Rupee 225,000 2,399 400,000 4,436

Korean Won 3,000,000 1,988 9,000,000 6,239

COGNEX CORPORATION

3 unchanged sentences

Fair Value Fair Value

Balance Sheet Location Fair Value Level September 28, 2025 December 31, 2024 Balance Sheet Location Fair Value Level September 28, 2025 December 31, 2024

Balance Sheet Location Fair Value Level April 5, 2026 December 31, 2025 Balance Sheet Location Fair Value Level April 5, 2026 December 31, 2025

Derivatives Not Designated as Hedging Instruments:

7 unchanged sentences

Information regarding the effect of derivative instruments on the Consolidated Statements of Operations was as follows (in thousands):

Statement of Operations Location Three-months Ended Nine-months Ended

September 28, 2025 September 29, 2024 September 28, 2025 September 29, 2024

Statement of Operations Location Three-months Ended

April 5, 2026 March 30, 2025

Derivatives Not Designated as Hedging Instruments:

2 unchanged sentences

Inventories consisted of the following (in thousands):

September 28, 2025 December 31, 2024

April 5, 2026 December 31, 2025

Raw materials $ 69,896 $ 75,417

4 unchanged sentences

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

The Company's leases are primarily leased properties across different worldwide locations where the Company conducts its business.

All of these leases are classified as operating leases.

Certain leases may contain options to extend or terminate the lease at the Company's sole discretion.

As of September 28, 2025 , there were no options to terminate and nineteen options to extend that were accounted for in the determination of the applicable lease term for the Company's outstanding leases.

Certain leases contain leasehold improvement incentives, retirement obligations, escalating clauses, rent holidays, and variable payments tied to a consumer price index.

There were no restrictions or covenants for outstanding leases as of September 28, 2025 .

The Company did not have any leases that had not yet commenced but that created significant rights and/or obligations as of September 28, 2025 .

The components of lease expense were as follows (in thousands):

Three-months Ended Nine-months Ended

September 28, 2025 September 29, 2024 September 28, 2025 September 29, 2024

Operating lease expense $ 3,637 $ 3,610 $ 10,629 $ 10,647

Short-term lease expense (1)

290 $ 52 710 $ 191

(1) Leases with a term of twelve months or less for which the Company elected not to recognize a lease asset or lease liability

Supplemental balance sheet information related to leases was as follows:

September 28, 2025 December 31, 2024

Weighted average remaining lease term 9.2 years 9.9 years

Weighted average discount rate 6.3 % 5.9 %

Supplemental cash flow information related to leases was as follows (in thousands):

Three-months Ended Nine-months Ended

September 28, 2025 September 29, 2024 September 28, 2025 September 29, 2024

Cash paid for amounts included in the measurement of operating lease liabilities $ 3,594 $ 3,516 $ 10,428 $ 10,130

Maturities of lease liabilities as of September 28, 2025 were as follows (in thousands):

Remainder of fiscal 2025 $ 4,044

Thereafter 42,171

Total undiscounted lease payments $ 104,236

imputed interest 25,311

Total operating lease liabilities $ 78,925

COGNEX CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

The Company leases a building in Singapore that serves as a distribution center for customers in Asia.

The lease contains two components:

an 88,000 square-foot premises that had a commencement date in June of 2023 and a second 27,000 square-foot premises that does not commence until the fourth quarter of 2025.

Accordingly, the second component of the lease has not yet been recorded on the Consolidated Balance Sheets, nor has it created any significant rights and obligations as of September 28, 2025 .

This second lease component has an original term of eight years .

Undiscounted lease payment obligations associated with this lease component total $ 8,420,000 , $ 169,000 of which is payable in the remainder of 2025.

Undiscounted lease payment obligations related to this lease component are not included in the lease liability maturity table above as the lease component has not yet commenced.

The Company has entered into a lease for a 6,500 square-foot building in Aachen, Germany for a term of ten years .

The lease was recorded on the Consolidated Balance Sheet upon commencement in June of 2025.

The Company has the right and option to extend the term of this lease for an additional period of five years , commencing upon the expiration of the original term.

Undiscounted lease payment obligations associated with this lease are included in the lease liability maturity table above and total $ 9,128,000 , $ 223,000 of which is payable in the remainder of 2025.

Goodwill and Intangible Assets

1 unchanged sentence

Balance as of December 31, 2025 $ 386,279

Business disposal (refer to Note 13) ( 541 )

Foreign exchange rate changes ( 2,920 )

Balance as of September 28, 2025 $ 392,084

Amortized intangible assets as of September 28, 2025 consisted of the following (in thousands):

Balance as of April 5, 2026 $ 382,818

Amortized intangible assets as of April 5, 2026 consisted of the following (in thousands):

Value Accumulated

4 unchanged sentences

Non-compete agreements 60 ( 55 ) 5

Balance as of September 28, 2025 $ 131,764 $ ( 45,013 ) $ 86,751

Balance as of April 5, 2026 $ 113,941 $ ( 46,801 ) $ 67,140

Amortized intangible assets as of December 31, 2025 consisted of the following (in thousands):

6 unchanged sentences

Balance as of December 31, 2025 $ 127,716 $ ( 46,616 ) $ 81,100

COGNEX CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Future amortization expense related to intangible assets as of September 28, 2025 is as follows (in thousands):

Future amortization expense related to intangible assets as of April 5, 2026 is as follows (in thousands):

Remainder of fiscal 2026 $ 6,611

Thereafter 24,695

On April 1, 2026, the Company completed the divestiture of its Japan-focused trading business, which was originally acquired as part of the acquisition of Moritex Corporation in 2023.

In connection with the divestiture, the Company derecognized $ 541,000 of goodwill and $ 10,636,000 of customer relationship intangible assets, representing the net carrying amounts attributable to the disposed business.

COGNEX CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Warranty Obligations

4 unchanged sentences

Warranty obligations are included in “Accrued expenses” on the Consolidated Balance Sheets.

The changes in the warranty obligation were as follows (in thousands):

The changes in the warranty obligation for the three-month periods ended April 5, 2026 and March 30, 2025 were as follows (in thousands):

Balance as of December 31, 2025 $ 5,474

1 unchanged sentence

Fulfillment of warranty obligations ( 1,127 )

Balance as of April 5, 2026 $ 5,648

Balance as of December 31, 2024 $ 5,140

Provisions for warranties issued during the period 1,453

Fulfillment of warranty obligations ( 873 )

Foreign exchange rate changes 8

Balance as of September 28, 2025 $ 5,464

Balance as of March 30, 2025 $ 5,728

Commitments and Contingencies

As of September 28, 2025 , the Company had outstanding purchase orders totaling $ 42,597,000 to procure inventory from various vendors.

As of April 5, 2026, the Company had outstanding purchase orders totaling $ 50,616,000 to procure inventory from various vendors.

Certain of these purchase orders may be canceled by the Company, subject to cancellation penalties.

These purchase commitments relate primarily to expected sales in the next twelve months.

A significant portion of the Company's outstanding inventory purchase orders as of September 28, 2025 , as well as additional preauthorized commitments to procure strategic components based on the Company's expected customer demand, are placed with the Company's primary contract manufacturer for the Company's assembled products.

A significant portion of the Company's outstanding inventory purchase orders as of April 5, 2026, as well as additional preauthorized commitments to procure strategic components based on the Company's expected customer demand, are placed with the Company's primary contract manufacturer for the Company's assembled products.

The Company has the obligation to purchase any non-cancelable and non-returnable components that have been purchased by the contract manufacturer with the Company's preauthorization, when these components have not been consumed within the period defined in the terms of the Company's agreement with this contract manufacturer.

1 unchanged sentence

Furthermore, the Company accrues for losses on commitments for the future purchase of non-cancelable and non-returnable components from this contract manufacturer at the time that circumstances, such as changes in demand, indicate that the value of the components may not be recoverable, the loss is probable, and management has the ability to reasonably estimate the amount of the loss.

The Company's accrual for such losses was not material as of April 5, 2026 and March 30, 2025.

Various claims and legal proceedings generally incidental to the normal course of business are pending or threatened on behalf of or against the Company.

5 unchanged sentences

In March 2022, the Company's Board of Directors (the "Board") authorized a program providing for the repurchase of $ 500,000,000 of the Company's common stock (the "Program").

Under the Program, in addition to repurchases made in other periods, the Company repurchased 555,000 shares at a total cost of $ 23,841,000 during the nine-month period ended September 29, 2024 and 3,594,000 shares at a total cost of $ 126,233,000 during the nine-month period ended September 28, 2025 , leaving a remaining balance of $ 140,020,000 as of September 28, 2025 .

The Company may repurchase shares under the Program in future periods depending on a variety of factors, including, among other things, the impact of dilution from employee stock awards, stock price, share availability, and cash requirements.

Under the Program, in addition to repurchases made in prior periods, the Company repurchased 3,047,000 shares at a total cost of $ 103,413,000 during the three-month period ended March 30, 2025 and 2,375,000 shares at a total cost of $ 98,995,000 during the three-month period ended April 5, 2026, leaving a remaining balance of $ 16,025,000 as of April 5, 2026.

On February 11, 2026, the Board authorized the repurchase of an additional $ 500,000,000 of the Company's common stock upon completion of the Program.

The Company may repurchase shares under these programs in future periods depending on a variety of factors, including, among other things, the impact of dilution from employee stock awards, stock price, share availability, and cash requirements.

The Company is authorized to make repurchases of its common stock through open market purchases, pursuant to Rule 10b5-1 trading plans, or in privately negotiated transactions.

1 unchanged sentence

The Company’s stock-based awards that result in compensation expense consist of stock options, restricted stock units ("RSUs"), and performance restricted stock units ("PRSUs").

The following table summarizes the number of stock-based awards granted by the Company and the weighted-average grant-date fair value per unit for the three-month and nine-month periods ended September 28, 2025 and September 29, 2024:

Three-months Ended Nine-months Ended

September 28, 2025 September 29, 2024 September 28, 2025 September 29, 2024

The following table summarizes the number of stock-based awards granted by the Company and the weighted-average grant-date fair value per unit for the three-month periods ended April 5, 2026 and March 30, 2025:

Three-months Ended

April 5, 2026 March 30, 2025

Stock-Based Awards Granted

2 unchanged sentences

thousands) Weighted-

Grant-Date Fair Value Stock-Based Awards Granted

thousands) Weighted-

Grant-Date Fair Value Stock-Based Awards Granted

thousands) Weighted-

Grant-Date Fair Value

2 unchanged sentences

Performance restricted stock units 71 $ 56.13 184 $ 32.14

84 62 3,166 2,534

During the first quarter of 2025, the Company granted PRSUs that vest upon the achievement of (1) a service condition of three years of continuous employment and (2) a performance condition established by the Compensation Committee of the Board as of the grant date.

The number of shares earned could range between 0 % and 120 % based on achievement of the performance condition, which includes certain financial targets over the three-year measurement period.

During the three-month periods ended April 5, 2026 and March 30, 2025, the Company granted PRSUs that vest upon the achievement of (1) a service condition of three years of continuous employment and (2) a performance condition established by the Compensation Committee of the Board as of the grant date.

The number of shares earned could range between 0 % and 120 % based on achievement of the performance condition, which includes certain financial targets.

The fair value of these PRSUs is calculated based on the observable market price of the Company's stock on the grant date less the present value of expected future dividends.

Compensation expense for these PRSUs is recognized based on the probable outcome of the performance condition with a cumulative catch-up adjustment for prior periods in the period that the probable outcome changes.

During the three-month and nine-month periods ended September 28, 2025 , the Company recorded $ 345,000 and $ 841,000 in compensation expense based on the probable three-year financial target outcome for the PRSUs granted during the first quarter of 2025.

The Company stratifies its employee population into two groups:

one consisting of senior management and another consisting of all other employees.

one consisting of senior management and members of the Board and another consisting of all other employees.

The Company currently applies an estimated annual forfeiture rate of 12 % to all stock-based awards for senior management and a rate of 13 % for all other employees.

1 unchanged sentence

Credits of $ 1,576,000 and $ 4,789,000 were recorded in 2026 and 2025, respectively, to true up previously recorded compensation expense for this forfeiture rate revision.

As of September 28, 2025 , total unrecognized compensation expense, net of estimated forfeitures, related to non-vested equity awards, including stock options, RSUs, and PRSUs, was $ 59,613,000 , which is expected to be recognized over a weighted-average period of 1.7 years.

Additionally in the first quarter of 2026, the Company revised its forfeiture rate applied specifically to stock-based awards for its former chief executive officer to 100% due to his retirement from the Board effective March 2, 2026, resulting in credits of $ 5,031,000 .

As of April 5, 2026, total unrecognized compensation expense, net of estimated forfeitures, related to non-vested equity awards, including stock options, RSUs, and PRSUs, was $ 68,857,000 , which is expected to be recognized over a weighted-average period of 1.8 years.

COGNEX CORPORATION

1 unchanged sentence

The following table presents the stock-based compensation expense by caption for each period presented on the Consolidated Statements of Operations (in thousands):

Three-months Ended Nine-months Ended

September 28, 2025 September 29, 2024 September 28, 2025 September 29, 2024

Three-months Ended

April 5, 2026 March 30, 2025

Cost of revenue $ 925 $ 668

2 unchanged sentences

Total stock-based compensation expense $ 11,933 $ 9,939

No compensation expense was capitalized as of September 28, 2025 or December 31, 2024.

COGNEX CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

No compensation expense was capitalized as of April 5, 2026 or December 31, 2025.

Revenue Recognition

The following table summarizes disaggregated revenue information by geographic area based upon the customer's country of domicile (in thousands):

Three-months Ended Nine-months Ended

September 28, 2025 September 29, 2024 September 28, 2025 September 29, 2024

Three-months Ended

April 5, 2026 March 30, 2025

Americas $ 121,301 $ 99,374

4 unchanged sentences

The following table summarizes disaggregated revenue information by revenue type (in thousands):

Three-months Ended Nine-months Ended

September 28, 2025 September 29, 2024 September 28, 2025 September 29, 2024

Three-months Ended

April 5, 2026 March 30, 2025

Standard products and services 254,439 204,510

232,619 203,182 653,164 591,670

Application-specific customer solutions 13,998 11,526

268,437 216,036

(1) In July 2025, the Company entered into a commercial partnership with a strategic channel partner (the “Partner”) to better serve Original Equipment Manufacturer (OEM) customers in the specialized field of medical lab automation.

Through 2030, the Partner has exclusive rights to sell machine vision hardware into these applications in combination with licensed Company software, in exchange for annual minimum license fees paid to the Company.

The contract includes a substantive termination penalty if the contract is cancelled by the Partner.

As such, the Company recognized the minimum license fees as revenue in the third quarter of 2025, at the point in time when the Partner received access to the software.

Although the license revenue was recognized upfront, payments are expected to be received over the duration of the partnership, resulting in unbilled revenue.

Also in the third quarter of 2025, the Company transferred related inventories at cost to the Partner.

As a result of the upfront recognition of the license revenue and transfer of inventories, the Company recognized one-time revenue of approximately $ 13 million in the third quarter of 2025, which is included in the "Standard products and services" amount in the table above for the three-month and nine-month periods ended September 28, 2025.

Costs to Fulfill a Contract

Costs to fulfill a contract are included in "Prepaid expenses and other current assets" on the Consolidated Balance Sheet and amounted to $ 11,467,000 and $ 10,705,000 as of September 28, 2025 and December 31, 2024, respectively.

Costs to fulfill a contract are included in "Prepaid expenses and other current assets" on the Consolidated Balance Sheets and amounted to $ 17,224,000 and $ 10,592,000 as of April 5, 2026 and December 31, 2025, respectively.

Accounts Receivable, Contract Assets, and Contract Liabilities

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Contract liabilities consist of deferred revenue and customer deposits which arise when amounts are billed to or collected from customers in advance of revenue recognition.

The following table summarizes the allowance for credit losses activity for the nine-month period ended September 28, 2025 (in thousands):

Balance as of December 31, 2024 $ 827

Increases to the allowance for credit losses 227

Write-offs, net of recoveries ( 303 )

Foreign exchange rate changes ( 19 )

Balance as of September 28, 2025 $ 732

COGNEX CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

The following table summarizes the deferred revenue and customer deposits activity for the nine-month period ended September 28, 2025 (in thousands):

The following table summarizes the deferred revenue and customer deposits activity for the three-month periods ended April 5, 2026 and March 30, 2025 (in thousands):

Balance as of December 31, 2025 $ 21,094

1 unchanged sentence

Recognition of revenue deferred in prior period ( 8,042 )

Reclassified to accounts receivable ( 203 )

Foreign exchange rate changes 70

Balance as of September 28, 2025 $ 23,767

Balance as of April 5, 2026 $ 34,053

Balance at December 31, 2024 $ 25,035

Deferral of revenue billed in the current period, net of recognition 22,175

Recognition of revenue deferred in prior period ( 7,414 )

Foreign exchange rate changes 62

Balance as of March 30, 2025 $ 39,858

As a practical expedient, the Company has elected not to disclose the aggregate amount of the transaction price allocated to unsatisfied performance obligations for our contracts that have an original expected duration of less than one year.

The remaining unsatisfied performance obligations for our contracts that have an original expected duration of more than one year, primarily related to extended warranties, are not material.

The Company's effective tax rate was 72 % and 41 % for the three-month and nine-month periods ended September 28, 2025 , respectively, and 19 % for the three-month and nine-month periods ended September 29, 2024, respectively.

The Company's effective tax rate was 16 % and 15 % for the three-month periods ended April 5, 2026 and March 30, 2025, respectively.

The Company has defined its major tax jurisdictions as the United States, Ireland, China, Japan, and Korea, and within the United States, Massachusetts.

1 unchanged sentence

federal statutory corporate tax rate of 21 %.

These foreign tax rate differences resulted in a favorable impact to the effective tax rate for both the three-month and nine-month periods ended September 28, 2025 and September 29, 2024.

The Company recorded a net discrete tax expense totaling $ 33,650,000 and $ 33,132,000 for the three-month and nine-month periods ended September 28, 2025 , respectively, and a net discrete tax expense totaling $ 889,000 and $ 3,511,000 for the three-month and nine-month periods ended September 29, 2024, respectively.

Discrete tax items for the nine-month period ended September 28, 2025 included (1) an increase in tax expense accrual of $ 33,265,000 related to changes in the accrual of the Company's deferred tax position upon a change in tax rates from the newly enacted One Big Beautiful Bill Act ("OBBBA");

(2) an increase in tax expense of $ 2,955,000 related to stock-based compensation;

(3) an increase in tax expense of $ 1,286,000 for interest expense related to tax reserves;

(4) an increase in tax expense of $ 669,000 related to taxability of payroll tax credit refunds received during the year;

(5) a decrease in tax expense of $ 2,748,000 for release of tax reserves related to statute of limitation lapse;

(6) a net decrease in tax expense of $ 2,013,000 related to an adjustment to the Company's deferred tax position;

and (7) a net decrease in tax expense of $ 282,000 related to return-to-provision adjustments.

Discrete tax items for the nine-month period ended September 29, 2024 included (1) an increase in tax expense of $ 1,645,000 related to stock-based compensation;

(2) an increase in tax expense of $ 320,000 related to state tax matters;

(3) an increase in tax expense of $ 1,270,000 for interest expense related to tax reserves;

(4) a net decrease in tax expense of $ 854,000 related to return-to-provision adjustments;

and (5) an increase in tax expense of $ 1,130,000 for other tax matters.

The Company’s reserve for income taxes, including gross interest and penalties, was $ 28,478,000 as of September 28, 2025 , of which $ 26,359,000 was classified as a non-current liability and $ 2,119,000 was classified as an offset to deferred tax assets.

These foreign tax rate differences resulted in a favorable impact to the effective tax rate for both the three-month periods ended April 5, 2026 and March 30, 2025.

For the three-month period ended April 5, 2026, the Company recorded a net discrete tax benefit of $ 1,179,000 , primarily driven by excess tax benefits related to stock‑based compensation.

For the three-month period ended March 30, 2025, the Company recorded a net discrete tax benefit of $ 307,000 , primarily driven by deferred tax adjustments partially offset by excess tax liabilities related to stock‑based compensation.

The Company’s reserve for income taxes, including gross interest and penalties, was $ 24,195,000 as of April 5, 2026, of which $ 21,336,000 was classified as a non-current liability and $ 2,859,000 was classified as an offset to deferred tax assets.

If the Company’s tax positions were sustained or the statutes of limitations related to certain positions expired, these reserves would be released and income tax expense would be reduced in a future period.

3 unchanged sentences

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

On July 4, 2025, tax legislation known as the One Big Beautiful Bill Act ("OBBBA") was enacted in the United States.

OBBBA modifies certain international tax provisions such as the tax on Global Intangible Low Taxed Income ("GILTI") and renames GILTI as Net CFC Tested Income ("NCTI").

The Company records NCTI taxes on a deferred basis, and as a result of OBBBA's enactment, accrued a discrete tax expense of approximately $ 33,265,000 to increase its deferred tax liability during the third quarter of 2025.

The legislation is expected to result in a full-year cash tax benefit estimated between $ 12 million and $ 15 million, primarily driven by the Company's ability to immediately expense research and development costs.

However, this benefit does not directly impact the Company's effective tax rate.

The Organization for Economic Cooperation and Development ("OECD") provided model rules for a 15% global minimum tax, known as Pillar Two.

Pillar Two has now been enacted by most key non-United States jurisdictions where the Company operates.

From 2024 to 2025, the Company met at least one of the tests under the transitional safe harbor exception for all jurisdictions except for the United States.

During 2024 and 2025, the Company had favorable treatment under a safe harbor that exempted U.S.

multinational entity exposure to top-up tax under Pillar Two, which expired at the end of 2025.

In 2026, OECD released the framework for a side-by-side system, providing a permanent solution for multinational entities headquartered in jurisdictions that had not fully adopted the Pillar Two Model Rules into domestic law but have current domestic tax regimes meeting certain requirements, including a high statutory tax rates (at least 20%) that had not fully adopted the Pillar Two Model Rules into domestic law.

However, uncertainty remains related to the implementation of this arrangement across the various jurisdictions in which the Company operates, and the Company is now subject to top-up tax effective January 1, 2026.

This minimum tax is treated as a period cost but did not have a material impact on the Company's financial results of operations for the three-month period ended April 5, 2026.

The Company continues to monitor legislative developments.

Earnings per Share

The following table shows the computation of basic and diluted earnings per share for the three-month and nine-month periods ended September 28, 2025 and September 29, 2024 (in thousands, except per share amounts):

Three-months Ended Nine-months Ended

September 28, 2025 September 29, 2024 September 28, 2025 September 29, 2024

The following table shows the computation of basic and diluted earnings per share for the three-month periods ended April 5, 2026 and March 30, 2025 (in thousands, except per share amounts):

Three-months Ended

April 5, 2026 March 30, 2025

Net income 51,704 23,603

Basic weighted-average common shares outstanding 167,840 171,519 168,324 171,588

Basic weighted-average common and common-equivalent shares outstanding 166,514 169,265

Effect of dilutive stock-based awards 1,872 1,126

Diluted weighted-average common shares outstanding 169,323 172,753 169,507 172,733

Diluted weighted-average common and common-equivalent shares outstanding 168,386 170,391

Earnings per share

1 unchanged sentence

Diluted 0.31 0.14

The computation of diluted weighted-average common shares outstanding excludes the following weighted average anti-dilutive stock-based awards outstanding for the three-month and nine-month periods ended September 28, 2025 and September 29, 2024 (in thousands):

Three-months Ended Nine-months Ended

September 28, 2025 September 29, 2024 September 28, 2025 September 29, 2024

The computation of diluted weighted-average common shares outstanding excludes the following weighted average anti-dilutive stock-based awards outstanding for the three-month periods ended April 5, 2026 and March 30, 2025 (in thousands):

Three-months Ended

April 5, 2026 March 30, 2025

Stock options 5,945 9,765

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The following table summarizes significant segment expenses, which represents the difference between segment revenue and segment net income (in thousands):

Three-months Ended Nine-months Ended

September 28, 2025 September 29, 2024 September 28, 2025 0 September 29, 2024

Three-months Ended

April 5, 2026 March 30, 2025

Revenue $ 268,437 $ 216,036

5 unchanged sentences

Incentive compensation (2)

3,350 1,492 6,789 4,277

Stock-based compensation 5,094 4,696

1 unchanged sentence

Other segment expenses (3)

8,404 9,394 25,332 29,075

Total research, development, and engineering expenses 37,025 34,727

15 unchanged sentences

Net income $ 51,704 $ 23,603

(1) Cost of revenue includes depreciation and amortization expense (including amortization of acquired technologies) of $ 3,105,000 and $ 9,267,000 for the three-month and nine-month periods ended September 28, 2025 , respectively, and $ 3,374,000 and $ 9,512,000 for the three-month and nine-month periods ended September 29, 2024, respectively.

(1) Cost of revenue includes depreciation and amortization expense (including amortization of acquired technologies) of $ 3,067,000 and $ 3,018,000 for the three-month periods ended April 5, 2026 and March 30, 2025, respectively.

(2) Incentive compensation includes company bonus and sales commissions.

(3) Other segment expenses include outside services, prototyping materials, sales demonstration equipment, travel and entertainment, marketing programs, and rent, among other less significant expenses.

Segment assets amounted to $ 2,002,750 and $ 1,992,850 as of September 28, 2025 and December 31, 2024, respectively.

(3) Other segment expenses include outside services, prototyping materials, sales demonstration equipment, travel and entertainment, marketing programs, rent, and reorganization charges, among other less significant expenses.

Segment assets amounted to $ 2,005,618,000 and $ 2,016,555,000 as of April 5, 2026 and December 31, 2025, respectively.

COGNEX CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Business Disposal

On April 1, 2026, the Company completed the divestiture of its Japan-focused trading business, which was originally acquired as part of the acquisition of Moritex Corporation ("Moritex") in 2023.

The disposal group met the definition of a business under ASC 805 as it included inputs and substantive processes that together significantly contributed to the ability to create outputs.

The transaction resulted in gross proceeds received from the buyer of ¥ 1,882,688,000 Japanese Yen ($ 12,049,000 U.S.

Dollars based on the closing-date foreign exchange rate).

Carrying amounts of major assets and liabilities included as part of the disposal group were as follows (in thousands):

Inventories $ 2,195

Intangible assets, net (customer relationships) 10,636

Total assets $ 13,372

Accrued expenses (retirement benefit obligation) $ 314

Total liabilities $ 314

The Company recognized a pre-tax loss of ¥ 240,445,000 Japanese Yen ($ 1,539,000 U.S.

Dollars based on the closing-date foreign exchange rate), which includes direct costs associated with the divestiture incurred during the three-month period ended April 5, 2026 of ¥ 82,895,000 Japanese Yen ($ 530,000 U.S.

Dollars based on the closing-date foreign exchange rate) and is presented within “Other income (expense)” in the Consolidated Statements of Operations for the three-month period ended April 5, 2026.

The transaction did not have a material impact on the Company’s income tax expense or tax position.

The divested business was not considered core to the Company’s operations and its sale does not represent a strategic shift that would have a major effect on the Company’s operations or financial results.

For the year ended December 31, 2025, the divested business accounted for approximately 2 % of the Company’s overall revenue.

Accordingly, the transaction does not meet the criteria for discontinued operations presentation and as a result, the results of operations of the disposal group are presented within continued operations for the three-month period ended April 5, 2026.

The business was not a reportable segment and was included within the Company’s single operating segment as described in Note 13, Segment Information.

The Company allocated ¥ 1,661,888,000 Japanese Yen ($ 10,636,000 U.S.

Dollars based on the closing-date foreign exchange rate) of net customer relationships to the disposal group based on the relative fair value attributable to the disposal group using an income approach, which the Company determined to be the most appropriate basis for allocation as it best reflects the economic benefits and expected future cash flows associated with these relationships.

The income approach is consistent with the valuation methodology used in the original acquisition‑date valuation and incorporates management’s best estimates and assumptions that a market participant would consider.

The Company allocated ¥ 84,563,000 Japanese Yen ($ 541,000 U.S.

Dollars based on the closing-date foreign exchange rate) of goodwill to the disposal group based on its relative fair value compared to the Company’s total fair value.

Following the divestiture, the remaining goodwill associated with the continuing reporting unit was supported by a substantial excess of fair value of the reporting unit over its carrying value, and therefore no impairment charge was recognized.

COGNEX CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

Subsequent Events

On October 29, 2025, the Board declared a cash dividend of $ 0.085 per share.

The dividend is payable on November 28, 2025 to all shareholders of record as of the close of business on November 13, 2025.

On May 6, 2026, the Board declared a cash dividend of $ 0.085 per share.

The dividend is payable on June 4, 2026 to all shareholders of record as of the close of business on May 21, 2026.

Additionally, on April 29, 2026, the shareholders of the Company approved an amendment to the Cognex Corporation 2023 Stock Option and Incentive Plan (the “2023 Plan”) to increase the maximum amount of shares of common stock available to be issued under the plan by 4,600,000 shares.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements