康耐视 2024年度报告

(Mark One)☐Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the fiscal year ended December31, 2024 or☐Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period fromto.Commission File Number 001-34218 COGNEX CORPORATION(Exact name of registrant as specified in its charter) 04-2713778 (I.R.S. EmployerIdentification No.) (State or other jurisdiction ofincorporation or organization) One Vision DriveNatick, Massachusetts 01760-2059(508) 650-3000 (Address, including zip code, and telephone number,including area code, of principal executive offices) Securities registered pursuant to Section 12(b) of the Act: Title of Each ClassTrading Symbol(s)Name of Exchange on Which RegisteredCommon Stock, par value $.002 per shareCGNXThe NASDAQ Stock Market LLC Securities registered pursuant to Section 12(g) of the Act: NoneIndicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes☐ No☐ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file suchreports), and (2) has been subject to such filing requirements for the past 90 days. Yes☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was requiredto submit such files). Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smallerreporting company” and "emerging growth company" in Rule 12b-2 of the Exchange Act. (Check one): ☐Large accelerated filer☐Accelerated filer☐Non-accelerated filer☐Smaller reporting company☐Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of theeffectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) bythe registered public accounting firm that prepared or issued its audit report. If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of theregistrant included in the filing reflect the correction of an error to previously issued financial statements. o Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-basedcompensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). oIndicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).Yes☐No☐Aggregate market value of voting stock held by non-affiliates of the registrant as of June 28, 2024: $8,001,170,186Common stock, par value $.002 per share, outstanding as of January 26, 2025: 169,865,714 sharesDOCUMENTS INCORPORATED BY REFERENCE:The registrant intends to file a Definitive Proxy Statement pursuant to Regulation 14A within 120 days of the end of the fiscal yearended December 31, 2024. Portions of such Proxy Statement are incorporated by reference in Part III of this report. Table of Content COGNEX CORPORATIONANNUAL REPORT ON FORM 10-KFOR THE YEAR ENDED DECEMBER 31, 2024 INDEX PART I ITEM 1.BUSINESS1ITEM 1A.RISK FACTORS6ITEM 1B.UNRESOLVED STAFF COMMENTS14ITEM 1C.CYBERSECURITY14ITEM 2.PROPERTIES15ITEM 3.LEGAL PROCEEDINGS16ITEM 4.MINE SAFETY DISCLOSURES16 PART II 17ITEM 5.MARKET FOR REGISTRANT’S COMMON EQUITY, RELATEDSTOCKHOLDER MATTERS, AND ISSUER PURCHASES OF EQUITYSECURITIES17ITEM 6.[RESERVED]19ITEM 7.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIALCONDITION AND RESULTS OF OPERATIONS19ITEM 7A.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKETRISK25ITEM 8.FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA27ITEM 9.CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ONACCOUNTING AND FINANCIAL DISCLOSURE65ITEM 9A.CONTROLS AND PROCEDURES65ITEM 9B.OTHER INFORMATION67ITEM 9C.DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENTINSPECTIONS67 DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATEGOVERNANCE67 ITEM 11.EXECUTIVE COMPENSATION67ITEM 12.SECURITY OWNERSHIP OF CERTAIN BENE