Additional Proxy Soliciting Materials (definitive) (defa14a)
March 16 2018 - 8:02AM
Edgar (US Regulatory)
SCHEDULE 14A
(Rule 14a-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934 (Amendment No. )
Filed by the
Registrant ☒ Filed by a Party other than the
Registrant ☐
Check the appropriate box
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Preliminary Proxy Statement
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Definitive Proxy Statement
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Definitive Additional Materials
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Soliciting Material Pursuant to §240.14a-11(c) or §240.14a-12
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Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
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COGNEX CORPORATION
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
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No fee required.
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Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.
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1
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Title of each class of securities to which transaction applies:
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2
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Aggregate number of securities to which transaction applies:
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3
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Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the filing
fee is calculated and state how it was determined):
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4
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Proposed maximum aggregate value of transaction:
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5
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Total fee paid:
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Fee paid previously with preliminary materials.
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Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement
number, or the Form or Schedule and the date of its filing.
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1
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Amount Previously Paid:
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2
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Form, Schedule or Registration Statement No.:
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Filing Party:
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4
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Date Filed:
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Vote by Internet
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Go to
ww
w
.envisionreports.com/CGNX
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Or
scan the QR code with your smartphone
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Follow
the steps outlined on the secure website
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Important Notice Regarding the Availability of Proxy Materials for the Cognex Corporation
2018 Annual Meeting of Shareholders to be Held on April 25, 2018
You are receiving this notice that the proxy materials for the 2018 Annual Meeting of Shareholders are available on the Internet. Follow the instructions
below to view the materials and vote online or request a copy. The items to be voted on and location of the meeting are on the reverse side. Your vote is important!
This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. We encourage you to access and
review all of the important information contained in the proxy materials before voting. The proxy statement and annual report to shareholders are available at:
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Easy Online Access A Convenient Way to View Proxy Materials and Vote
When you go online to view materials, you can also vote your shares.
Step
1:
Go to
ww
w
.envisionreports.com/CGNX
to view the materials
.
Step
2:
Click on
Cast
Y
our
V
ote
or
Request
Materials
.
Step
3:
Follow
the instructions on the screen to log in.
Step
4:
Make your selection as instructed on each screen to select delivery
preferences and vote.
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When you go online, you can also help the environment by consenting to receive electronic delivery of future materials. You
will be able to vote electronically until 1:00 a.m. EDT on April 25, 2018.
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Obtaining a Copy of the Proxy
Materials If you want to receive a paper or e-mail copy of these documents, you must request one. There is no charge to you for requesting a copy. Please make your request for a copy as instructed on the reverse side on or before April 11,
2018 to facilitate timely delivery.
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02S0AA
Cognex Corporations 2018 Annual Meeting of Shareholders will be held on Wednesday, April 25, 2018 at Cognex
Corporation, One Vision Drive, Natick, Massachusetts, at 9:00 a.m., local time.
Proposals to be voted on at the meeting are listed below along
with the Board of Directors recommendations.
The Board of Directors recommends that you vote
FOR
the nominees listed in Proposal 1
and FOR Proposals 2, 3, 4 and 5.
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1.
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The election of two directors to serve for a term ending in 2021 and one director to serve for a term ending in 2020.
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Nominees: (01) Eugene Banucci, (02) Jerry A. Schneider, and (03) Dianne Parrotte.
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2.
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To amend the Articles of Organization of Cognex Corporation to increase the number of shares of Common Stock which the corporation has the authority to issue from 200,000,000 shares to 300,000,000 shares.
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3.
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To approve the Cognex Corporation 2001 General Stock Option Plan, as Amended and Restated.
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4.
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To ratify the selection of Grant Thornton LLP as Cognexs independent registered public accounting firm for fiscal year 2018.
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5.
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To approve, on an advisory basis, the compensation of Cognexs named executive officers as described in the proxy statement including the Compensation Discussion and Analysis, compensation tables and narrative
discussion
(say-on-pay).
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6.
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The consideration of any other business that may properly come before the meeting or any adjournment or postponement thereof.
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PLEASE NOTE YOU CANNOT VOTE BY RETURNING THIS NOTICE. To vote your shares you must vote online or request a paper copy of the proxy materials to
receive a proxy card. If you wish to attend and vote at the meeting, please bring this notice with you.
Directions to the Cognex Corporation 2018 Annual
Meeting of Shareholders
DIRECTIONS TO COGNEX CORPORATION
One Vision Drive
Natick, MA 01760
Please
note:
Guest parking is available in front of the building.
From Boston and Logan Airport:
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Merge onto Route 90 West (Mass Turnpike) toward Worcester
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Take Exit 15 (I-95/Route 128) toward Waltham/Dedham
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Follow From Route 128 (I-95)
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From Route 128 (I 95):
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Take Exit 20B (Route 9 West) toward Framingham/Worcester
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Follow From Route 9 West
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From Route 495:
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Take Exit 22 Route 90 East (Mass Turnpike) toward Framingham/Boston
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Follow From Route 90 (Mass Turnpike)
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From Route 90 (Mass Turnpike):
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Take Exit 13 (Natick/Framingham - Route 30)
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Follow left ramp towards Natick (Route 30 East)
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Follow signs to Route 9 East
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Follow From Route 9 East
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From Route 9 West:
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Look for an Audi dealership on your right as you head up a hill. At the crest of that hill, Vision Drive is 0.1 miles past Wethersfield Rd. Cognex is on the left of Vision Drive.
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From Route 9 East:
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Make U-turn at the left lane U-turn signal near Natick McDonalds
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Follow From Route 9 West
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Heres how to order a copy of the proxy materials
and select a future delivery preference:
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Paper
copies:
Current and
future paper delivery requests can be submitted via the telephone, Internet or email options below.
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Email
copies:
Current and
future email delivery requests must be submitted via the Internet following the instructions below.
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If you request an email copy of current materials you will
receive an email with a link to the materials.
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PLEASE
NOTE:
You must use the
number in the shaded bar on the reverse side when requesting a set of proxy materials.
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®
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Interne
t
Go to
www.envisionreports.com/CGNX.
Click Cast Your Vote or Request Materials. Follow the instructions to log in and order a paper or email copy of the current meeting materials and submit your preference for email or paper delivery of future
meeting materials. You will be able to vote electronically until 1:00 a.m. EDT on April 25, 2018.
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®
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Telephone
Call us free of charge at
1-866-641-4276 using a touch-tone phone and follow the instructions to log in and order a paper copy of the materials by mail for the current meeting. You can also submit a preference to receive a paper copy for future meetings.
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Email
Send email to investorvote@computershare.com with
Proxy Materials Cognex Corporation in the subject line. Include in the message your full name and address, plus the number located in the shaded bar on the reverse side, and state in the email that you want a paper copy of current
meeting materials. You can also state your preference to receive a paper copy for future meetings.
To facilitate timely delivery, all requests for a paper copy of the proxy materials must be received by April 11, 2018.
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02S0AA
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