Sec Form 3/A Filing - MACDONALD LAURA ANN @ COGNEX CORP - 2019-05-03

Insider filing report for Changes in Beneficial Ownership
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FORM 3/A
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
MACDONALD LAURA ANN
2. Issuer Name and Ticker or Trading Symbol
COGNEX CORP [ CGNX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) X __ Other (specify below)
See Remarks
(Last) (First) (Middle)
2 FREEMAN CIRCLE
3. Date of Earliest Transaction (MM/DD/YY)
05/03/2019
(Street)
HUDSON, MA01749
4. If Amendment, Date Original Filed (MM/DD/YY)
05/06/2019
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Non-Qualified Stock Option (right to buy) $ 16.72 02/12/2017( 2 ) 02/12/2026 Common Stock 36,000 ( 1 ) D
Non-Qualified Stock Option (right to buy) $ 20.625 02/17/2016( 2 ) 02/17/2025 Common Stock 24,000 ( 1 ) D
Non-Qualified Stock Option (right to buy) $ 38.39 02/21/2018( 2 ) 02/21/2027 Common Stock 50,000 D
Non-Qualified Stock Option (right to buy) $ 48.28 05/01/2022( 3 ) 05/01/2029 Common Stock 10,000 D
Non-Qualified Stock Option (right to buy) $ 51.49 02/19/2020( 4 ) 02/19/2029 Common Stock 37,500 D
Non-Qualified Stock Option (right to buy) $ 56.44 02/20/2019( 4 ) 02/20/2028 Common Stock 25,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
MACDONALD LAURA ANN
2 FREEMAN CIRCLE
HUDSON, MA01749
See Remarks
Signatures
/s/ Laura MacDonald 05/08/2019
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On May 6, 2019, the reporting person mistakenly filed a Form 3 reporting ownership of stock options that had been previously exercised and were no longer outstanding on May 3, 2019. This amendment is being filed to remove five line items in Table II and to reduce the number of shares underlying stock options in two other line items in Table II that, in each case, included options that were previously exercised. As of May 3, 2019, the reporting person held options to purchase a total of 182,500 shares of common stock. This amendment is also being filed to include the vesting schedules for the outstanding stock options.
( 2 )This stock option became or becomes exercisable in four equal annual installments beginning on the date set forth in this column.
( 3 )This stock option vests on the third anniversary of the date of grant.
( 4 )This stock option became or becomes exercisable in five equal annual installments beginning on the date set forth in this column.

Remarks:
Principal Financial & Accounting Officer

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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