Matt Moschner
COGNEXAbout Matt Moschner
Matt Moschner is President and Chief Executive Officer (effective June 27, 2025) of Cognex (NASDAQ: CGNX), having joined the company in 2017 and serving in roles across product and engineering before promotions to VP in 2022, SVP in 2024, and President/COO in February 2025. He holds a B.S. in Electrical Engineering & Economics (Duke University) and an MBA (Kellogg School of Management); age 38 as of his February 2025 appointment . Performance under his emerging leadership cadence in 2025 shows improving profitability: Q1 revenue +2% (+5% cc) with 12.1% operating margin and 16.8% adjusted EBITDA margin, Q2 revenue +4% Y/Y with 17.4% operating margin and 20.7% adjusted EBITDA margin, and Q3 revenue +18% Y/Y with 20.9% operating margin and 24.9% adjusted EBITDA margin; 2024 revenue exceeded $900M per management commentary . He became CEO and joined the Board effective June 27, 2025, with no additional Board compensation .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Cognex | President & CEO | Jun 27, 2025 – Present | Leads AI-first strategy; assembled new executive leadership team aligned to growth priorities . |
| Cognex | President & Chief Operating Officer | Feb 20, 2025 – Jun 27, 2025 | Oversaw global engineering, products, sales and operations . |
| Cognex | Senior Vice President | 2024 | Took additional responsibilities in Logistics sales and operations . |
| Cognex | VP, ID Products & Platform Engineering | 2022 | Drove barcode reading portfolio growth; led strategic technology and product planning . |
| Cognex | Integration Lead (Moritex) | 2023 | Managed integration of Cognex’s largest acquisition (Moritex) . |
| Cognex | Various product/engineering roles | 2017–2021 | Roles of increasing responsibility since joining in 2017 . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Boston Consulting Group (Industrial Technology) | Consultant | Not disclosed (prior to 2017) | Strategy and operational efficiency experience . |
| Boeing (Commercial Airplanes) | Various business functions | 2008–2011 | Cross-functional experience in commercial aerospace . |
Fixed Compensation
| Effective Date | Base Salary ($) | Target Bonus ($) | Payout Range | Notes |
|---|---|---|---|---|
| Feb 20, 2025 (promotion to President/COO) | 500,000 | 500,000 | 0–250% of target based on company and individual goals | Part of annual equity awards (see Performance Compensation) . |
| Jun 27, 2025 (CEO transition date) | 600,000 | 1,000,000 | 0–250% of target based on company and individual goals | No additional compensation for Board service; standard indemnification agreement . |
Performance Compensation
Annual Cash Bonus Design
| Metric | Weighting | Target Setting | Payout Mechanics | Notes |
|---|---|---|---|---|
| Adjusted EBITDA percentage (company-level) and individual goals | Not disclosed | Bonus program structured around attaining a defined profitability level; adjusted EBITDA% calculation aligned with public disclosure methodology | 0–250% of target opportunity | Company maintains Code of Conduct; risk safeguards disclosed . |
2025 Equity Awards and Vesting Schedules
| Grant Type | Economic Value (Approx.) | Vesting Schedule | Performance Conditions | Source |
|---|---|---|---|---|
| Stock Options (annual grant) | $830,000 | 5 equal annual installments on 1st–5th anniversaries | Time-based | |
| Restricted Stock Units (RSUs) | $840,000 | 20% at 1st anniversary; 30% at 2nd; 50% at 3rd | Time-based | |
| Performance RSUs (PRSUs) | $830,000 | Cliff vest at 3 years between 0–120% based on achievement of financial targets | Financial targets (specific metrics not disclosed) | |
| Stock Options (promotion-related) | $1,000,000 | 2 equal installments on 4th and 5th anniversaries | Time-based | |
| Stock Options (CEO transition grant) | $3,000,000 | 2 equal installments on 4th and 5th anniversaries | Time-based |
Context on PRSUs: Cognex has historically used relative TSR-based PRSUs for the CEO; for other executive officer grants under the 2023 Plan, the Compensation/Stock Option Committee disclosed intent to use double-trigger acceleration on change-of-control with involuntary termination (see Employment Terms) . Specific PRSU metrics for Mr. Moschner’s 2025 grant were described only as “financial targets” in the 8-K .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership (as of Feb 28, 2025 record date) | 56,198 shares; “less than 1%” of outstanding (169,370,136 shares) . |
| Within 60 Days – Exercisable/Vesting | Includes 56,198 shares exercisable or vesting within 60 days (options/RSUs) . |
| Hedging/Pledging | Directors and executive officers are prohibited from short sales; prohibited from exchange-traded options or other derivatives to hedge; pledging of Cognex stock prohibited without Compensation/Stock Option Committee approval . |
| Ownership Guidelines | Directors and NEOs must hold a “substantial amount” of qualifying shares to align wealth with long-term performance (specific multiples not disclosed in retrieved text) . |
| Clawback | Nasdaq/SEC-compliant policy adopted Aug 2023 requires recovery of incentive-based compensation upon an accounting restatement; applies to cash/equity tied to financial reporting measures received on/after Oct 2, 2023 during the 3 completed fiscal years preceding a restatement . |
Employment Terms
| Term | Disclosure |
|---|---|
| Joined Cognex | 2017 . |
| Age | 38 at time of Feb 20, 2025 appointment as President/COO . |
| CEO Effective Date | June 27, 2025; appointed to Board effective same date . |
| Board Compensation | No additional compensation for Board service . |
| Indemnification | Will enter standard Cognex indemnification agreement (same as other directors) . |
| Bylaws Amendment | Feb 19, 2025: amended to allow CEO and President roles to be held by more than one individual (reflects leadership transition) . |
| Change-in-Control (CIC) – Equity | Company practice for executive officer grants under the 2023 Plan uses “Double Trigger” (CIC plus involuntary termination without cause or for good reason within 12 months) for full vesting of unvested time-based awards; CEO PRSUs have had single-trigger treatment historically; definitions of “cause” and “good reason” disclosed . |
| Employment Agreement/Severance | No specific Moschner employment contract or cash severance multiples disclosed in retrieved filings; Feb and Apr 2025 8-Ks specify compensation and equity but do not detail severance . |
| Related Party Transactions | None required to be disclosed for Moschner under Item 404(a); no family relationships or 401(d) disclosures . |
Performance & Track Record
- 2017–2024: Led product engineering growth; grew barcode reading portfolio; managed Cognex’s largest acquisition (Moritex) integration; expanded responsibilities in Logistics in 2024 .
- 2025 YTD operating execution: Q1 revenue +2% (+5% cc), operating margin 12.1%, adjusted EBITDA margin 16.8%; Q2 revenue +4% Y/Y, operating margin 17.4%, adjusted EBITDA margin 20.7%; Q3 revenue +18% Y/Y, operating margin 20.9%, adjusted EBITDA margin 24.9% .
- Strategic priorities as CEO: AI leadership in industrial machine vision, customer centricity, and market expansion (doubling served customer base over five years) .
Risk Indicators & Governance Safeguards
- Anti-hedging/pledging policy in place; pledging requires committee approval .
- Clawback adopted in Aug 2023 per Nasdaq/SEC; covers cash/equity incentive comp tied to financial reporting measures .
- CIC equity acceleration primarily double-trigger for executive officers; clear “cause/good reason” definitions reduce ambiguity .
- 8-K disclosures note no related party transactions for Moschner .
Investment Implications
- Pay-for-performance alignment appears constructive: cash bonus tied to adjusted EBITDA% using a publicly consistent methodology, with significant equity that is long-dated (large option tranches vesting in years 4–5), which should curb near-term selling pressure and promote retention .
- Step-up in CEO cash comp (base to $600k, target bonus to $1.0M) is balanced by sizable equity grants and three-year PRSUs, indicating confidence with at-risk pay while securing continuity through multi-year vesting .
- Governance controls (clawback; anti-hedge/pledge; double-trigger CIC) reduce alignment risk and limit value leakage in downside scenarios .
- Execution track: early 2025 shows margin expansion and improved cash generation consistent with communicated priorities; if sustained, supports higher incentive payouts and potential upside to at-risk equity, but also raises performance pressure given 0–250% bonus and PRSU outcome ranges .
- Information gaps: No disclosed cash severance multiples or a Moschner-specific employment agreement; investors should monitor future proxies/8-Ks for any severance/CIC cash arrangements that could alter downside economics .