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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
(Mark One)
[ X ] Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the fiscal year ended December 31, 20172021 or
[    ] Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from to.
Commission File Number 001-34218
COGNEX CORPORATION
(Exact name of registrant as specified in its charter)
Massachusetts04-2713778
(State or other jurisdiction of

incorporation or organization)
(I.R.S. Employer

Identification No.)
One Vision Drive
Natick, Massachusetts 01760-2059
(508) 650-3000
One Vision Drive
Natick, 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 Registered
Common Stock, par value $.002 per shareCGNXThe NASDAQ Stock Market LLC
Preferred Stock Purchase RightsThe NASDAQ Stock Market LLC
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
YesXNo
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.
YesNoX       
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
YesX       No
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
YesX       No
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of the registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.    [  X  ]
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and "emerging growth company" in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filerAccelerated filer
Non-accelerated filerSmaller reporting company
xLarge accelerated filer
¨Accelerated filer
¨Non-accelerated filer (Do not check if a smaller reporting company)
(Do not check if a smaller reporting company)
¨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 for complying 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 the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.
YesNo
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
YesNoX       
Aggregate market value of voting stock held by non-affiliates of the registrant as of July 2, 2017: $7,009,710,0004, 2021: $14,919,879,186
Common stock, par value $.002 per share, outstanding as of January 28, 2018: 173,551,05830, 2022: 173,915,951 shares
DOCUMENTS 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 year ended December 31, 2017.2021. Portions of such Proxy Statement are incorporated by reference in Part III of this report.



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COGNEX CORPORATION
ANNUAL REPORT ON FORM 10-K
FOR THE YEAR ENDED DECEMBER 31, 20172021
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PART I
This Annual Report on Form 10-K contains forward-looking statements within the meaning of the Federal Securities Laws.federal securities laws. Readers can identify these forward-looking statements by our use of the words “expects,” “anticipates,” “estimates,” “believes,” “projects,” “intends,” “plans,” “will,” “may,” “shall,” “could,” “should,” and similar words and other statements of a similar sense. Our future results may differ materially from current results and from those projected in the forward-looking statements as a result of known and unknown risks and uncertainties. Readers should pay particular attention to considerations described in the section captioned “Risk Factors,” appearing in Part I - Item 1A of this Annual Report on Form 10-K. We caution readers not to place undue reliance upon any such forward-looking statements, which speak only as of the date made. We disclaim any obligation to subsequently revise forward-looking statements to reflect the occurrence of anticipated or unanticipated events or circumstances after the date such statements are made.
Unless the context otherwise requires, the words “Cognex®,” the “Company,” “we,” “our,” “us,” and “our company” refer to Cognex Corporation and its consolidated subsidiaries.
ITEM 1: BUSINESS
Corporate Profile
Cognex Corporation was incorporated in Massachusetts in 1981. Our corporate headquarters are located at One Vision Drive, Natick, Massachusetts 01760 and our telephone number is (508) 650-3000.
Cognex is a leading worldwide provider of machine vision products that capture and analyze visual information in order to automate tasks, primarily in manufacturing processes,and distribution tasks where vision is required. Machine vision is the technology that gives computers and automation equipment the ability to see. Machine vision products are used to automate the manufacturemanufacturing and tracking of discrete items, such as mobile phones, aspirin bottles, and automobile tires, by locating, identifying, inspecting, and measuring them during the manufacturing or distribution process. Machine vision is important for applications in which human vision is inadequate to meet requirements for size, accuracy, or speed, or in instances where substantial cost savings are obtained through the reduction of labor or improved product quality. Today, many
Cognex operates in one segment, machine vision technology. We offer a variety of machine vision products that have similar economic characteristics, have the same production processes, and are distributed by the same sales channels to the same types of manufacturing equipment require machine vision becausecustomers. Although Cognex sells to customers in a variety of the increasing demands for speedindustries, our largest industries are logistics, automotive, and accuracyconsumer electronics, which combined represented approximately 70% of our total revenue in manufacturing processes, as well as the decreasing size of items being manufactured.
What is Machine Vision?
Since the beginning of the Industrial Revolution, human vision has played an indispensable role2021. A large customer in the processlogistics industry represented approximately 17% of manufacturing products. Human eyes did what no machines could do themselves: locating and positioning work, tracking the flow of parts, and inspecting output for quality and consistency. Today, however, the requirements of many manufacturing processes have surpassed the limits of human eyesight. Manufactured items often are produced too quickly or with tolerances too small to be analyzed by the human eye. In response to manufacturers’ needs, “machine vision” technology emerged, providing manufacturing equipment with the gift of sight. Machine vision systems were first widely embraced by manufacturers of electronic components who needed this technology to produce computer chips with decreasing geometries. However, advancesour total revenue in technology and ease-of-use, combined with the decreasing cost of implementing vision applications, have made machine vision available to a broader range of users.

Machine vision products combine cameras with intelligent software to collect images and then answer questions about these images, such as:
QuestionDescriptionExample
GUIDANCE
Where is it?Determining the exact physical location and orientation of an object.Determining the position of a printed circuit board so that a robot can automatically be guided to place electronic components.
IDENTIFICATION
What is it?Identifying an object by analyzing its physical appearance or by reading a serial number or symbol.Reading a two-dimensional barcode directly marked on an automotive airbag so that it can be tracked and processed correctly through manufacturing.
INSPECTION
How good is it?Inspecting an object for flaws or defects.Checking for debris to ensure that foreign objects are not present in a product before shipping to consumers.
GAUGING
What size is it?Determining the dimensions of an object.Determining the diameter of a bearing prior to final assembly.
2021.
Machine Vision Market
Cognex machine vision is primarily used to automate manufacturing and distribution processes in the manufacturing sector,a variety of industries, where the technology is widely recognized as an important component of automated production and quality assurance. In this sector, the Company’s customers are primarily in the factory automation market. Factory automation customers purchase Cognex vision products and incorporate them into their manufacturing processes. Virtually every manufacturer or distributor can achieve better quality and manufacturing efficiency by using machine vision, and therefore, this market includesCognex products are used by a broad base of customers across a variety of industries, including logistics, automotive, consumer electronics, automotive,medical-related, semiconductor, consumer products, and food and beverage, medical devices, and pharmaceuticals. Factory automation customers also purchasebeverage.
Although we consider Cognex products for use outsideto be one of the assembly process, such as using ID products in logistics automation for package sorting and distribution. A small percentage of our customers areleading machine vision companies in the semiconductorworld, reliable estimates of the machine vision market and electronics capital equipment market. Thesethe number and relative size of competitors are not readily available. Our competitors include other vendors of machine vision systems, controllers, and components; manufacturers of image processing systems, sensors, and components; and system integrators. We also compete with internal engineering departments of current or prospective customers, purchase Cognex visionas well as open-source tools available for free from various companies.
Cognex’s ability to compete depends on our ability to design, manufacture, and sell high-quality products, as well as our ability to develop new products and integrate them intofunctionality that meet evolving customer requirements. The primary competitive factors affecting the automation equipment that they manufacturechoice of a machine vision system include product functionality and then sell to their customers to either make semiconductor chips or assemble printed circuit boards.performance, ease of use, vendor reputation, price, and post-sales support. The importance of each of these factors varies depending on the specific customer’s needs.
In 2017, 2016, and 2015, direct and indirect revenue from Apple Inc. accounted for 21%, 19%, and 18%
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Business Strategy
Our goal is to expand our position as a leading worldwide provider of machine vision products.products for industrial customers. We are selective in choosing growth opportunities that we believe will maintain our historically high gross margin percentages, which have ranged frombeen in the mid-to-high 70smid 70 percent range for the past several years and reflect the value our customers place on our innovative products. Our high gross margins have the potential to provide us with strong operating leverage in our financial model, as any incremental revenue at such margins falls through to operating income at a high ratio. Our strong and unique corporate culture reinforces our values of customer first and innovation, and enables us to attract and retain smart, highly-educated, experiencedenergetic, and creative talent who are motivated to solve the most challenging vision tasks.
We invest heavily in research and development in order to maintain our position as a technology leader in machine vision. We invest in technology that makes vision easier to use and more affordable, and therefore, available to a broader base of customers, such as our vision sensor products that enable customers with a lower budget to use machine vision without the help of sophisticated engineers. We also invest in technology that addresses the most challenging vision applications, such as our 3D vision products that solve applications where a height or volume measurement is required.required and our deep learning vision software that solves complex applications with unpredictable defects and deviations. We identify large customers with high-volume applicationsinvest through internal development, as well as the acquisition of businesses and offer them collaborative development to deliver solutions to solve their complex vision problems.technologies.
We continue to invest in our core markets, such as automotive and consumer electronics, and automotive, where we are a leading provider of vision and ID products for factory automation, while making significant investments in the logistics market, where we seek opportunities to expandare moving beyond barcode reading into adjacent markets for vision, such as logistics, airport baggage handling, mobile terminals, life sciences,more complex applications in e-commerce and collaborative robotics. We invest through internal development,omni-channel retail distribution centers, as well as the acquisition of businessesparcel and technologies.post warehouses.
We reach a broad base of customers through our worldwide direct sales force that sells to large, strategic customers, as well as through our network of distributors and integrators that sell primarily to smaller customers who may be more geographically remote.remote or may require supplemental technical support or integration assistance. We invest in emerging, high-growth regions where many manufacturers can benefit from

incorporating machine vision into their production processes. This includes investment in our fast-growing region, China, where rising wages for assembly workers and a greater focus on product quality are driving assembly automation, particularly in the consumer electronics industry.
Acquisitions and Divestitures
Our business strategy includes selective expansion into new machine vision applications and markets through the acquisition of businesses and technologies. In 2017, 2016, and 2015, we completed seven small business acquisitions, which were not significant individually or in the aggregate. The purchase price for each business ranged from $2.5 million to $23 million. In addition to completed technology and customer relationships, these acquisitions included engineering talent expected to help accelerate the development of future products. Management considersWe consider business acquisitions to be an important part of our growth strategy, and although we continue to actively seek out acquisition opportunities, we are selective in choosing businesses that we believe will enhance our long-term growth rate and profitability.profitability, as well as fit within our corporate culture. We plan to continue to seek opportunities to expand our product lines, customer base, distribution network, and technical talent through acquisitions in the machine vision industry.
On July 6, 2015, we completed the sale of our Surface Inspection Systems Division (SISD) to AMETEK, Inc. for $156 million in cash. The after-tax gain associated with this sale was $78 million. SISD specialized in machine vision products that inspect the surfaces of materials processed in a continuous fashion. SISD did not meet our long-term objectives and its divestiture was a strategic decision for us. With this sale, we are focusing our efforts on discrete manufacturing where we see the greatest growth potential. The financial results of SISD are reported as a discontinued operation in this Annual Report on Form 10-K and all prior period comparative financial data have been reported excluding SISD.
We had previously reported SISD as one of our two segments. Given the disposition of the SISD segment, management reviewed its segment reporting and concluded that the Company now operates in one segment, machine vision technology. We offer a variety of machine vision products that have similar economic characteristics, have the same production processes, and are distributed by the same sales channels to the same types of customers. Information about segments may be found in Note 18 to the Consolidated Financial Statements, appearing in Part II - Item 8 of this Annual Report on Form 10-K.
Products
Cognex offers a full range of machine vision systems and ID productssensors, vision software, and industrial image-based barcode readers designed to meet customer needs at different performance and price points. Our products range from low-cost vision sensors that are easily integrated,conduct simple presence/absence inspections, to PC-based systems for usersdeep learning solutions that solve complex applications with more experience or more complex requirements.unpredictable defects and deviations. Our products also have a variety of physical forms, depending uponon the user's needs. For example, customers can purchase vision software to use with their own camera and processor, or they can purchase a standalone unit that combines camera, processor, and software into a single package.
Vision Systems and Sensors
Vision systems combine smart cameras and software to perform a wide range of inspection tasks including part location, identification, measurement, assembly verification, and robotic guidance. Vision sensors deliver an easy-to-use, low-cost, reliable solution for simple pass/fail inspections, such as checking the presence and size of parts. In-Sight® vision systems and sensors, which includes 2D, 3D, and deep learning models, meet various price and performance requirements for factory automation customers. Our deep learning-based systems automate and solve complex inline inspections that typically require human judgment for defect detection, optical character recognition (OCR), assembly verification, or classification.
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Vision Software
Vision software provides users withoffers customers the most flexibility by combiningof the full general-purpose library of Cognex vision tools library to use with the cameras, frame grabbers, and peripheral equipment of their choice. The vision software may run on the customer’s PC, which enables easy integration with PC-based data and controls. Applications based upon Cognex vision software perform a wide range of vision tasks, including part location, identification, measurement, assembly verification, and robotic guidance. Cognex's VisionPro®VisionPro® software offers an extensive suite of patented vision tools, including both traditional rule-based tools and deep learning-enabled tools, for advanced programming, while Cognex Designerprogramming. Its QuickBuild prototyping environment allows customers to build complete vision applications with the simplicity of a graphical, flowchart-based programming environment. interface.
Industrial Image-Based Barcode Readers
Cognex also offers a series of displacement sensors that are sold with vision software for use in highly demanding 3D applications.
Vision Systems
Vision systems combine camera, processor, and vision software into a single, rugged package with a simple and flexible user interface for configuring applications. These general-purpose vision systems are designed to be easily programmed to perform a wide range of vision tasks including part location, identification, measurement, assembly verification, and robotic guidance. Cognex offers the In-Sight® product line of vision systems in a wide range of models to meet various price and performance requirements.
Vision Sensors
Unlike general-purpose vision systems that can be programmed to perform a wide variety of vision tasks, vision sensors are designed to deliver very simple, low-cost, reliable solutions for a limited number of common vision applications such as checking the presence and size of parts. Cognex offers the In-Sight 2000 Series, which combines the power of an In-Sight vision system with the simplicity and affordability of a vision sensor.

ID Products
ID productsindustrial image-based barcode readers quickly and reliably read codes (e.g., one-dimensional barcodes or two-dimensional data matrix codes) that have been applied to, or directly marked on, discrete items during the manufacturing process. Manufacturers of goods ranging from automotive parts, pharmaceutical items, aircraft components,1D, 2D, label-based, and medical devices are increasingly using direct part mark (DPM) identification to ensure that the appropriate manufacturing processes are performedcodes found in the correct sequencenearly every industry including automotive, consumer products, medical-related, and on the right parts. In addition, DPM is used to track parts from the beginning of their life to the end, and is also used in supply chain management and repair.
Cognex also offers applications in the automatic identification market outside of the manufacturing sector, such as using ID products in logistics automation for package sorting and distribution. As shipping volumes grow and more retail sales occur through ecommerce, more distribution centers are choosing to upgrade their traditional laser-based scanners to image-based barcode readers, which may cost-effectively increase package sorter efficiency and throughput by improving read rates. Cognex offers the DataMan®logistics. The DataMan® product line, of barcode readers, which includes both hand-heldfixed-mount, handheld, and fixed-mountmobile models, and barcode verifiers, as well as the MX Series of vision-enabled Mobile Terminals that allow customers to leverage the latest mobile device technology for industrial barcode reading applications.verifiers, help organizations optimize performance, increase throughput, and control traceability.
Research, Development, and Engineering
Cognex engages in research, development, and engineering (RD&E) to enhance our existing products and to develop new products and functionality to address market opportunities. In addition to internal research and development efforts, we intend to continue our strategy of gaining access to new technology through strategic relationships and acquisitions where appropriate.
As of December 31, 2017, Cognex employed 445 professionals in RD&E, many of whom are software developers. Cognex’s RD&E expenses totaled $99,205,000 in 2017, and $78,269,000 in 2016, and $69,791,000 in 2015, or approximately 13%, 15%, and 15%as a percentage of revenue respectively.were 13% in 2021, 16% in 2020, and 16% in 2019. We believe that a continued commitment to RD&E activities is essential in order to maintain or achieve product leadership with our existing products and to provide innovative new product offerings, as well as to provide engineering support for large customers. In addition, we consider our ability to accelerate time-to-markettime to market for new products to be critical to our revenue growth. Therefore, we expect to continue to make significant RD&E investments in the future.future, and intend to continue our product development plans during periods of lower revenue levels. At any point in time, we have numerous research and development projects underway. Although we target our annual RD&E spending to be between 10% and 15% of total revenue, this percentage is impacted by revenue levels and investing cycles.
Manufacturing and Order Fulfillment
Cognex’s products are manufactured utilizing a turnkey operation whereby the majority of component procurement, system assembly, and initial testing are performed by third-party contract manufacturers. Cognex’s primary contract manufacturer is located in Indonesia. The contract manufacturers use specified components sourced from a vendor list approved by Cognex and assembly/test documentation created and controlled by Cognex. Certain components are presently sourced from a single vendor that is selected based upon price and performance considerations. In the event of a supply disruption from a single-source vendor, these components may be purchased from alternative vendors.
After the completion of initial testing, a fully assembled product from the contract manufacturers is routed to our facility in Cork, Ireland or Natick, Massachusetts, USA, where trained Cognex personnel load Cognex software onto the product and perform quality control procedures. Finished product for customers in the Americas is then shipped from our Natick, Massachusetts facility, while finished product for customers outside of the Americas is shipped from our Cork, Ireland facility.
Sales Channels and Support Services
Cognex sells its products through a worldwide direct sales force that focuses on the development of strategic accounts that generate or are expected to generate significant sales volume, as well as through a global network of integration and distribution partners. Our integration partners are experts in vision and complementary technologies that can provide turnkey solutions for complex automation projects using vision, and our distribution partners provide sales and local support to help Cognex reach the many prospects for our products in factories around the world.
As of December 31, 2017, Cognex’s sales force consisted of 744 professionals, and our partner network consisted 389 active integrators and authorized distributors. Sales engineers call directly on targeted accounts, with the assistance of application engineers, and manage the activities of our integration and distribution partners within their territories in order to provide an advantageous sales model for our products. The majority of our sales engineers are degreed engineers. Cognex has sales and support personnel located throughout the Americas, Europe, and Asia.

Sales to customers based outside of the United States represented approximately 76% of total revenue in 2017 compared to approximately 74% of total revenue in 2016. In 2017, approximately 43% of our total revenue came from customers based in Europe, 14% from customers based in Greater China, 5% from customers based in Japan, and 14% from customers based in other regions outside the United States. Sales to customers based in Europe are denominated in Euros and U.S. Dollars, sales to customers based in Greater China are denominated in Yuan for sales within Mainland China and U.S. Dollars in other territories, sales to customers based in Japan are predominantly denominated in Yen, and sales to customers based in other regions are denominated in U.S. Dollars. Financial information about geographic areas may be found inNote 18 to the Consolidated Financial Statements, appearing in Part II - Item 8 of this Annual Report on Form 10-K.
Cognex’s service offerings include maintenance and support, consulting, and training services. Maintenance and support programs include hardware support programs that entitle customers to have failed products repaired, as well as software support programs that provide customers with application support and software updates on the latest software releases. Application support is provided by technical support personnel located at Cognex regional offices, as well as by field service engineers that provide support at the customer’s production site. We provide consulting services that range from a specific area of functionality to a completely integrated vision application or installed ID application. Training services include a variety of product courses that are available at our offices worldwide, at customer facilities, and on computer-based tutorials, video, and the internet.
Intellectual Property
We rely on the technical expertise, creativity, and knowledge of our personnel, and therefore, we utilize patent, trademark, copyright, and trade secret protection to maintain our competitive position and protect our proprietary rights in our products and technology. While our intellectual property rights are important to our success, we believe that our business as a whole is not materially dependent on any particular patent, trademark, copyright, or other intellectual property right.
Manufacturing and Order Fulfillment
Cognex’s products are manufactured utilizing third-party contractors, whereby the majority of component procurement, system assembly, and initial testing are performed by electronics manufacturing services suppliers. Cognex’s primary contract manufacturer is located in Indonesia. Our contract manufacturers use specified components sourced from a vendor list approved by Cognex and assembly/test documentation created and controlled by Cognex.
After the completion of initial testing, assembled products from our contract manufacturers are routed to our distribution centers in Cork, Ireland or Natick, Massachusetts, USA, where trained Cognex personnel load Cognex software onto the products, provide additional assembly and image alignment as needed, and perform quality control procedures. Fully-configured finished products for customers in the Americas, with the exception of certain products stocked locally in Mexico, are then shipped from our Natick, Massachusetts distribution center, while finished products for customers outside of the Americas are shipped from our Cork, Ireland distribution center.
Sales Channels and Support Services
Cognex sells its products through a worldwide direct sales force that focuses on the development of strategic accounts that generate or are expected to generate significant sales volume, as well as through a global network of distribution and integration partners. Our distribution partners provide sales and local support to help Cognex reach the many prospects for our products in factories around the world, and our integration partners are experts in vision and complementary technologies that can provide turnkey solutions for complex automation projects using vision. Sales engineers call directly on targeted accounts, with the assistance of application engineers, and manage the activities of our distribution and integration partners within their territories in order to provide an advantageous sales model for our products.
Sales to customers based outside of the United States represented approximately 62% of our total revenue in 2021, with approximately 24% from customers based in Europe, 19% from customers based in Greater China, and 19% from customers based in other regions outside the United States. Sales to customers based in Europe are denominated in Euros and U.S. Dollars, sales to customers based in Greater China are denominated in Renminbi
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for sales within Mainland China and U.S. Dollars in other territories, and sales to customers based in other regions are denominated in U.S. Dollars, Japanese Yen, Korean Won, and Mexican Pesos.
Cognex’s service offerings represent less than 10% of our total revenue and include maintenance and support, consulting, and training services. Maintenance and support programs include hardware support programs that entitle customers to have failed products repaired, as well as software support programs that provide customers with application support and software updates to the latest software releases. Application support is provided by technical support personnel located at Cognex regional offices, as well as by field service engineers that provide support at the customer’s production site. We provide consulting services that range from a specific area of functionality to a completely integrated installed application. Training services include a variety of product courses that are available at our offices worldwide, at customer facilities, and online.
Human Capital
Our employees are our most valuable assets and critical to our success. We create and maintain an environment where “Cognoids,” a unique name for our employees, can engage with each other, perform their best work, develop their careers, and be creative. As of December 31, 2017,2021, Cognex had been granted, or owned by assignment, 571 patents issued worldwideemployed 2,257 Cognoids globally, including 1,280 in sales, marketing, and had another 443 patent applications pending worldwide. Cognex has used, registered, or applied to register a numberservice activities; 569 in research, development, and engineering; 198 in manufacturing and quality assurance; and 210 in information technology, finance, and administration. Of our 2,257 Cognoids, 1,362 are based outside of trademark registrations in the United StatesStates.
Culture and Values
We pride ourselves on having a unique culture that exemplifies our motto of Work Hard, Play Hard, Move Fast. Our culture guides the actions and behaviors of our Cognoids, and is defined by our ten values - Customer First, Excellence, Perseverance, Enthusiasm, Creativity, Pride, Integrity, Recognition, Sharing, and Fun. We are committed to finding the very best talent to be part of our growing technology company. We believe our culture enables us to attract and retain smart, energetic, and creative talent, and is central to our ability to execute on our operating plans and strategic initiatives. To preserve and enhance our corporate culture, while recognizing differences across and within regions, we have a global team of Cognoids who serve as Ministers of Culture, led by our Chief Culture Officer.
Learning and Development
Cognex invests in other countries. Cognex’s trademarktools and servicemark portfolio includes various registered marks, including, among others, Cognex®, VisionPro®, In-Sight®,resources that support employees’ learning and DataMan®,development. We employ a team that creates content to provide skills and coaching to employees on a variety of topics, such as leading teams, as well as many common-law marks.to support continued understanding of our culture, values, organization, and products. We believe these efforts better position Cognex to operate as a leader in the machine vision industry.
Compensation and Benefits
Our compensation programs reflect a pay-for-performance philosophy. As Cognoids advance in their careers, an increasing percentage of total compensation is tied to variable incentive programs, such as performance-based bonuses and stock-based awards. In addition, we care about the health and well-being of our employees and provide access to a host of benefits, including health, vision, a student loan repayment program, and reward and recognition programs.
Regulatory Compliance with Environmental Provisions
Cognex’s capital expenditures, earnings, and competitive position are not materially affected by compliance with federal, state, and local environmental provisions which have been enacted or adopted to regulate the distribution of materials into the environment.
Competition
The machine vision market is highly fragmented and competitive. Our competitors include other vendors of machine vision systems, controllers, and components; manufacturers of image processing systems, sensors, and components; and system integrators. In addition, in the semiconductor and electronics capital equipment market, and with respect to machine builders in the factory automation market, we compete with the internal engineering departments of current or prospective customers. In the identification and logistics market, we compete with manufacturers of automatic identification systems. Key competitors in geographies worldwide include Keyence Corporation, Sick AG, and Omron Corporation. Any of these competitors may have greater financial and other resources than Cognex. Although we consider Cognex to be one of the leading machine vision companies in the world, reliable estimates of the machine vision market and the number and relative size of competitors are not readily available.
Cognex’s ability to compete depends upon our ability to design, manufacture, and sell high-quality products, as well as our ability to develop new products and functionality that meet evolving customer requirements. The primary competitive factors affecting the choice of a machine vision or ID system include vendor reputation, product functionality and performance, ease of use, price, and post-sales support. The importance of each of these factors varies depending upon the specific customer’s needs.
Backlog
As of December 31, 2017, backlog, which includes deferred revenue, totaled $42,186,000, compared to $39,335,000 as of December 31, 2016. Backlog reflects customer purchase orders for products scheduled for shipment primarily within 120 days for customers in the logistics industry and primarily within 60 days for customers in all other industries. The level of backlog at any particular date is not necessarily indicative of future revenue. Delivery schedules may be extended and orders may be canceled at any time subject to certain cancellation penalties.

Employees
As of December 31, 2017, Cognex employed 1,771 persons, including 967 in sales, marketing, and service activities; 445 in research, development, and engineering; 163 in manufacturing and quality assurance; and 196 in information technology, finance, and administration. Of our 1,771 employees, 998 are based outside of the United States. We have not experienced any work stoppages due to labor disputes. We believe that our employee relations are good.
Available Information
Cognex maintains a website on the World Wide Web at www.cognex.com. We make available, free of charge, on our website in the “Company” section under the caption “Investor Information” followed by “Financial Information”Reports” and then “SEC FiIings,” our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K, including exhibits, and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended, as soon as reasonably practicable after such reports are electronically filed with, or furnished to, the SEC. Cognex’s reports filed with, or furnished to, the SEC are also available at the SEC’s website at www.sec.gov. Information contained on our website is not a part of, or incorporated by reference into, this Annual Report on Form 10-K.
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ITEM 1A: RISK FACTORS
The risks and uncertainties described below are not the only ones that we face. Additional risks and uncertainties that we are unaware of, or that we currently deem immaterial, also may become important factors that affect our company in the future. If any of these risks were to occur, our business, financial condition, or results of operations could be materially and adversely affected. This section includes or refers to certain forward-looking statements. We refer you to the explanation of the qualifications and limitations on such forward-looking statements, appearing under the heading "Forward-Looking Statements" in Part II - Item 7 of this Annual Report on Form 10-K.
Risks Related to our Supply Chain
The failure of a key supplier to manufacture and deliver quality product in a timely manner could negatively affect customer satisfaction and our operating results.
A significant portion of our products is presently manufactured by a third-party contractor located in Indonesia. This contract manufacturer has agreed to provide Cognex with termination notification periods and last-time-buy rights, if applicable. We rely on our contract manufacturers to provide quality product. We engage in extensive product quality programs and processes, including actively monitoring the performance of our third-party manufacturers; however, we may not detect all product quality issues through these programs and processes.
We also rely on our contract manufacturers to meet delivery schedules. We have experienced, and may continue to experience, delays in the delivery of our products from our contract manufacturers due to the impact of the COVID-19 pandemic or other factors. Although our primary contract manufacturer has the ability to shift production to plants in other regions when operations in its Indonesia plant are disrupted, production and test equipment located at the Indonesia plant that is unique to the manufacture of Cognex products creates practical challenges to doing so in a timely manner. Furthermore, this contract manufacturer sources components for our products and has experienced, and may continue to experience, disruptions in the supply of these components. These challenges in obtaining components and maintaining production have resulted in delays, and may continue to result in delays, in meeting our delivery schedules that, as a result, delay deliveries to our customers past their requested delivery date. These delays of customer orders could result in delayed revenue recognition which could impact our operating results in a particular quarter. In addition, delays of customer orders could negatively impact customer satisfaction and, in turn, cause loss of sales, which could adversely affect our operating results.
Our inability to obtain components for our products could adversely affect our operating results.
Certain key electronic and mechanical components, such as integrated circuit chips, are fundamental to the design of Cognex products. Due to the impact of the COVID-19 pandemic and other factors, we have experienced, and may continue to experience, disruptions to the supply of components for our products that have resulted, and may continue to result, in higher purchase costs, delivery costs, and manufacturing delays.
The Company sources components from preferred vendors that are selected based on price and performance considerations. In the event of a supply disruption from a preferred vendor, these components may typically be purchased from alternative vendors, which may result in higher purchase costs and manufacturing delays based on the time required to identify and obtain sufficient quantities from an alternative source.Certain of the Company’s products utilize components that are available from only one source. If we are unable to secure adequate supply from these sources, we may have to redesign our products, which may lead to higher costs, delays in manufacturing, and possible loss of sales.
Although we are taking certain actions to mitigate supply risk and the Company has entered into agreements, including in broker markets, for the supply of many components, there can be no assurance that the Company will be able to extend or renew these agreements on similar terms, such as purchase prices, or at all. Component suppliers may suffer from poor financial conditions, which can lead to business failure for the supplier, further limiting the Company’s ability to obtain sufficient quantities of components on reasonable terms, or at all. Therefore, the Company remains subject to risks of supply shortages and price increases that can adversely affect its business and operating results.
Our failure to effectively manage product transitions or accurately forecast customer demand could result in excess or obsolete inventory and resulting charges.
Because the market for our products is characterized by rapid technological changes, we frequently introduce new products with improved ease-of-use, improved hardware performance, additional software features and functionality, or lower cost that may replace existing products. Among the risks associated with the introduction of new products are difficulty predicting customer demand and effectively managing inventory levels to ensure adequate supply of the new product and avoid excess supply of the legacy product.
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We may strategically enter into non-cancelable commitments with vendors to purchase materials for our products in advance of demand to address concerns about the availability of future supplies, build safety stock to help ensure customer shipments are not delayed should we experience higher than anticipated demand for materials with long lead times, or take advantage of favorable pricing. Disruptions in both the supply of materials for our products and delivery of products from our contract manufacturers, such as those caused by the impact of the COVID-19 pandemic or other factors, have resulted, and may continue to result, in the Company purchasing a significant amount of inventory in response to these disruptions and in advance of demand. These measures to purchase inventory may expose us to an increased risk of excess or obsolete inventory and resulting charges if actual demand is lower than anticipated.
If components purchased by our primary contract manufacturer have not been consumed in the production of our finished goods within a certain period of time, we have been required, and may continue to be required, to purchase these components from our contract manufacturer and later sell them back when they are needed to meet our demand. While we typically expect these components to be consumed in the production of our finished goods, this arrangement may expose us to an increased risk of excess or obsolete inventory and resulting charges.
In 2020, deteriorating global economic conditions from the COVID-19 pandemic resulted in lower projected sales of excess inventories, for which the company recorded provisions totaling $7,718,000 in the second quarter. Our failure to effectively manage product transitions or accurately forecast customer demand, in terms of both volume and configuration, has led to, and may again in the future lead to, an increased risk of excess or obsolete inventory and resulting charges.
Disruptions to one of our distribution centers could adversely affect our operating results.
The Company ships finished products for customers located in the Americas from its Natick, Massachusetts distribution center, and finished products for customers located outside of the Americas from its Cork, Ireland distribution center. Due to the impact of the COVID-19 pandemic, the Company has experienced, and may continue to experience, labor shortages and working restrictions due to factors such as health and safety concerns or governmental regulations. Although we have the ability to shift operations from one distribution center to another, there are practical challenges to doing so in a timely, cost-effective manner, and we may experience delays in shipping customer orders. These delays could negatively impact customer satisfaction and, in turn, cause loss of sales, which could adversely affect our operating results.
Our products may contain design or manufacturing defects, which could result in reduced demand, significant delays, or substantial costs.
If flaws in either the design or manufacture of our products were to occur, we could experience a rate of failure in our products that could result in significant delays in shipment and material repair or replacement costs. Our release-to-market process may not be robust enough to detect significant design flaws or software bugs. While we engage in product quality programs and processes, including actively monitoring and evaluating the quality of our component suppliers and contract manufacturers, these actions may not be sufficient to avoid a product failure rate that results in:
substantial delays in shipment,
significant repair or replacement costs,
product liability claims or lawsuits, particularly in connection with life sciences customers or other high-risk end-user industries, or
potential damage to our reputation.
Any of these results could have a material adverse effect on our operating results.
Risks Related to the COVID-19 Pandemic
The extent to which the COVID-19 pandemic may impact our business is uncertain and it could adversely affect our results of operations and financial condition.
The COVID-19 pandemic continues to have a significant impact around the world, prompting governments and businesses to take certain measures in response, such as the imposition of travel restrictions, temporary closures of businesses, quarantine and shelter-in-place orders, and adoption of remote working. COVID-19 continues to impact global economic activity and create macroeconomic uncertainty.
We continue to face several risks and uncertainties related to the impact of COVID-19 on our business. It is difficult for us to quantify the duration and severity of this impact due to many factors beyond our control and knowledge, including the timing, extent, trajectory, and duration of the pandemic, the emergence of new variants, the
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development, availability, distribution and effectiveness of vaccines and treatments, the imposition of protective public safety measures, and the impact of the pandemic on the global economy. These risks and uncertainties include, among others:
our customers may delay or cancel orders for our products,
customer facilities may be shut down for extended periods of time, resulting in our inability to deliver products, perform on-site services, or make on-site sales visits,
our customers may not have sufficient cash flow or access to financing to purchase our products,
our customers may not pay us within agreed upon terms or may default on their payments altogether,
our contract manufacturers may continue to experience interruptions that result in delivery delays and higher costs for our products,
our vendors may continue to be unable to fulfill their delivery obligations to us within acceptable lead times for extended periods of time, which may force us to seek alternative sources of supply at higher costs or redesign or products,
lower demand for our products may result in charges for excess and obsolete inventory if we are unable to sell inventory that is either already on hand or committed to purchase,
our distribution centers in Natick, Massachusetts and Cork, Ireland may have difficulty staffing employees and contractors, be forced to operate with a significantly reduced workforce, or be forced to shut down altogether due to government regulations or health concerns,
our online sales and marketing efforts may be less effective than face-to-face activities, resulting in fewer new customers and lower sales from new products,
challenges involved in remote working may delay certain of our new product introductions,
lower cash flows may result in impairment charges for acquired intangible assets,
our investment portfolio of debt securities may be exposed to material credit losses, and
a decline in our stock price may make stock-based awards a less attractive form of compensation and a less attractive form of retention for our employees.
These risks and uncertainties could have a material adverse effect on the continuity of our business, results of operations, and financial condition. This situation is continuously changing and additional impacts on our business may arise of which we are not currently aware.
Risks Related to Revenue Concentrations
The loss of, aor significant curtailment of purchases by, large customercustomers could have an adverse effect on our business.
Revenue fromIn 2021, we had a singlelarge customer accounted for 21%, 19%, and 18%in the logistics industry that represented approximately 17% of our total revenue in 2017, 2016, and 2015, respectively.revenue. Large customers may divert management’s attention from other operational matters and pull resources from other areas of the business, resulting in potential loss of revenuesales from other customers. In addition, large customers may receive preferred pricing and a higher level of post-sale support, which may lower our gross margin percentage. Furthermore, we typically extend credit terms to large customers, resulting in large accounts receivable balances, and in certain instances due to long supplier lead times, we may purchase inventory in advance of receipt of a customer purchase order, which exposes us to an increased risk of excess or obsolete inventory and resulting charges.
In some cases, end customers of our resellers may be large consumers of our products. Furthermore, there may be industry leaders that are able to exert purchasing power over their vendors' supply chains, particularly in the automotive and consumer electronics industries. The loss of, or significant curtailment of purchases by, any one or more of our largerlarge customers could have a material adverse effect on our operating results.
Global economic conditions may negatively impact our operating results.Risks Related to Information Technology and Intellectual Property
Our revenue levels are impacted by global economic conditions, as we have a significant business presence in many countries throughout the world. If global economic conditions were to deteriorate, our revenue and our ability to generate operating profits could be materially adversely affected.
As a result of global economic conditions, our business is subject to the following risks, among others:
our customers may not have sufficient cash flow or access to financing to purchase our products,
our customers may not pay us within agreed upon terms or may default on their payments altogether,
our vendors may be unable to fulfill their delivery obligations to us in a timely manner,
lower demand for our products may result in charges for excess and obsolete inventory if we are unable to sell inventory that is either already on hand or committed to purchase,
lower cash flows may result in impairment charges for acquired intangible assets or goodwill,
a decline in our stock price may make stock options a less attractive form of compensation and a less effective form of retention for our employees, and
the trading price of our common stock may be volatile.
As of December 31, 2017, the Company had $828 million in cash and investments. In addition, Cognex has no long-term debt and we do not anticipate needing debt financing in the near future. We believe that our strong cash position

puts us in a relatively good position to weather economic downturns. Nevertheless, our operating results have been materially adversely affected in the past, and could be materially adversely affected in the future, as a result of unfavorable economic conditions and reduced capital spending by manufacturers worldwide.
A downturn in the consumer electronics or automotive industriesInformation security breaches may adversely affect our business.
In 2017,We rely on our information technology systems, including third-party services, to effectively run our business. We may be subject to information security failures or breaches caused by hacking, malicious software, acts of vandalism or terrorism, or other events. Our security measures or those of our third-party service providers may not detect or prevent such breaches. Any such compromise to our information security could result in theft of our intellectual property, including software source code, a misappropriation of our cash or other assets, an interruption in our operations, the largest industries thatunauthorized publication of our confidential business or proprietary information, the unauthorized release of customer, vendor, or employee data, and the exposure to litigation or regulatory penalties, any of which could harm our business and operating results. We have experienced cybersecurity incidents in the
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past; however, to date, these incidents have not had a material impact on our operations or financial results; however, future cybersecurity incidents could have a material adverse effect on our business, reputation, financial condition, or operating results.
If we served in the factory automation market were the consumer electronicsfail to successfully protect our intellectual property, our competitive position and automotive industries. Our business is impacted by the level of capital spending in these industries,operating results could suffer.
We rely on our proprietary software technology and hardware designs, as well as the product design cyclestechnical expertise, creativity, and knowledge of our majorpersonnel to maintain our position as a leading provider of machine vision products. Software piracy and reverse engineering may result in counterfeit products that are misrepresented in the market as Cognex products or pirated products that contain stolen technology such as software. Although we use a variety of methods to protect our intellectual property, we rely most heavily on patent, trademark, copyright, and trade secret protection, as well as non-disclosure agreements with customers, suppliers, employees, and consultants. We also attempt to protect our intellectual property by restricting access to our proprietary information by a combination of technical and internal security measures. These measures, however, may not be adequate to:
protect our proprietary technology,
protect our patents from challenge, invalidation, or circumvention, or
ensure that our intellectual property will provide us with competitive advantages.
Our pending and future patent applications may not issue as patents or, if issued, may not issue in these industries. The market leadersa form that will provide us with any meaningful protection or any competitive advantage. Even if issued, existing or future patents may be challenged, narrowed, invalidated, or circumvented, which could limit our ability to stop competitors from developing and marketing similar products, increase costs, or limit the length of patent protection we may have for our products. Furthermore, other companies may design around technologies we have patented, licensed, or developed. Moreover, changes in these industries are ablepatent laws or their interpretation in the United States and other countries could also diminish the value of our intellectual property or narrow the scope of our patent protection. In addition, the legal systems of certain countries do not favor the aggressive enforcement of patents, and the laws of foreign countries may not protect our rights to exert purchasing power over their vendors' supply chains, and our large customers in these industries may decide to purchase fewer products from Cognex or stop purchasing from Cognex altogether.the same extent as the laws of the United States. As a result, our operating results could be materially and adversely affected by declining sales in these industries.
Our inabilitypatent portfolio may not provide us with sufficient rights to penetrate new markets may impede our revenue growth.
We are pursuing applications in the automatic identification market outside of the manufacturing sector, such as using IDexclude others from commercializing products in logistics automation for package sorting and distribution. As shipping volumes grow, more distribution centers are choosingsimilar to upgrade their traditional laser-based scanners to image-based barcode readers, which may cost-effectively increase package sorter efficiency and throughput by improving read rates. Cognex has introduced image-based barcode readers in order to penetrate the ID logistics market and grow our ID Products business beyond the traditional manufacturing sector that we currently serve. Our growth plan is dependent upon successfully penetrating the ID logistics market and we are making significant investments in this area. Therefore, our failure to generate revenue in this new market in the amounts or within the time periods anticipated may have a material adverse impact on our revenue growth and operating results.
Economic, political, and other risks associated with international sales and operations could adversely affect our business and operating results.
In 2017, approximately 76% of our revenue was derived from customers located outside of the United States. We anticipate that international sales will continue to account for a significant portion of our revenue. In addition, certain of our products are assembled by third-party contract manufacturers, primarily located in Indonesia. We intend to continue to expand our sales and operations outside of the United States and expand our presence in international emerging markets. As a result, our business is subject to the risks inherent in international sales and operations, including, among other things:
various regulatory and statutory requirements,
difficulties in injecting and repatriating cash,
export and import restrictions,
transportation delays,
employment regulations and local labor conditions,
difficulties in staffing and managing foreign sales operations,
instability in economic or political conditions,
difficulties protecting intellectual property,
business systems connectivity issues, and
potentially adverse tax consequences.
ours. Any of these factorsadverse circumstances could have a material adverse effect on our operating results.
Risks Related to Execution of our Business Strategy
If we fail to attract and retain key talent and maintain our unique corporate culture, our business and operating results could suffer.
To support our growth and execute on our operating plans and strategic initiatives, we must effectively attract, train, develop, motivate, and retain skilled employees, while maintaining our unique corporate culture. During the COVID-19 pandemic, many of our employees have worked remotely at times due to health and safety concerns or to comply with governmental regulations, with the primary exception of our distribution center employees who have remained on-site in shifts throughout the pandemic to deliver products to our customers. While we have been able to effectively conduct most business activities in this manner, these conditions have made it more challenging to maintain our collaborative corporate culture. When regulatory and health conditions have allowed, we have returned to a more collaborative, largely on-site work environment. Our longer-term intention is to have a hybrid work model, where our employees work on-site in a team environment the majority of the time. If we are unsuccessful in bringing our employees back into the office when safe to do so for a hybrid work model, or our employees choose to leave the company altogether for more remote work flexibility or higher compensation, the company's business and ability to execute its plans could be adversely affected in a material way.
We use stock options and restricted stock units (RSUs) as a key component of compensation for our more senior employees in order to align employee interests with the interests of our shareholders, provide competitive compensation packages, and encourage employee retention. Our stock price volatility may cause periods of time during which option exercise prices might be less than the sale price of our common stock or the value of RSUs might be less competitive, which may lessen the retentive attributes of these awards. We are limited as to the number of stock options and RSUs that we may grant under our stock plans, and we are unsure how effective different stock-based awards with different vesting schedules will be to retain key talent. Accordingly, we may find it difficult to attract, retain, and motivate employees, and any such difficulties could materially adversely affect our business.
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Our failure to introduce new products in a successful and timely manner could result in the loss of our market share and a decrease in our revenues and profits.
The market for our products is characterized by rapidly changing technology. Accordingly, we believe that our future success will depend on our ability to accelerate time-to-market for new products with improved functionality, ease-of-use, performance, and price. There can be no assurance that we will be able to introduce new products in accordance with scheduled release dates or that new products will achieve market acceptance. Our inability to keep pace with the rapid rate of technological change in the high-technology marketplace could have a material adverse effect on our operating results.
Product development is often a complex, time-consuming, and costly process involving significant investment in research and development with no assurance of return on investment. Our strong balance sheet allows us to continue to make significant investments in research, development, and marketing for new products and technologies. Research is by its nature speculative, and the ultimate commercial success of a product depends on various factors, many of which are not under our control. We may not achieve significant revenue from new product investments for a number of years, if at all. Moreover, new products, if introduced, may not generate the gross margins that we have experienced historically.
Our failure to properly manage the distribution of our products and services could result in the loss of revenues and profits.
We utilize a direct sales force, as well as a network of distribution and integration partners, to sell our products and services. Successfully managing the interaction of our direct and indirect sales channels to reach various potential customers for our products and services is a complex process. In addition, our reliance on indirect selling methods may reduce visibility to demand and pricing issues.
To support the expansion of our business internationally, we may decide to make changes to our operating structure in other countries when we believe these changes will make us more competitive by offering faster delivery, importation services, and/or local currency sales. These new operating models may require changes in legal structures, business systems, and business processes that may result in significant business disruption and negatively impact our customers’ experience, resulting in loss of sales. Furthermore, as we assume more responsibility for the importation of our products into other countries, we face higher compliance risk to adhering to local regulatory and trade requirements. Finally, the local stocking of finished products in countries outside of our primary distribution centers may result in higher costs and increased risk of excess or obsolete inventory associated with maintaining the appropriate level and mix of stock in multiple inventory locations, resulting in lower gross margins.
Our go-to-market strategy has distinct risks and costs, and therefore, our failure to implement the most advantageous balance in the sales and operating model for our products and services could adversely affect our revenue and profitability.
Increased competition may result in decreased demand or prices for our products and services.
The machine vision market is highly fragmented and competitive. Our competitors include other vendors of machine vision systems, controllers, and components; manufacturers of image processing systems, sensors, and components; and system integrators. We also compete with internal engineering departments of current or prospective customers, as well as open-source tools available for free by various companies. In recent years, we have encountered increased competition from low-cost vision providers in China, as well as from large technology companies that may offer free open-source solutions. Any of these competitors may have greater financial and other resources than we do, or develop more compelling technological innovations. We may not be able to compete successfully in the future and our investments in research and development, sales and marketing, and support activities may be insufficient to enable us to maintain our competitive advantage. In addition, competitive pressures could lead to price erosion that could have a material adverse effect on our gross margins and operating results.
Implementation of our acquisition strategy may not be successful, which could affect our ability to increase our revenue or profitability and may otherwise adversely affect our business.
We have acquired, and may continue to acquire, new businesses and technologies. These acquisitions may involve significant risks and uncertainties, which could include, among others:
the diversion of management's attention from other operational matters,
difficulties or delays integrating personnel, operations, technologies, products, and systems of the acquired business, particularly in locations far from the company's headquarters,
the inability to realize expected synergies or other benefits resulting from the acquisition,
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the failure to retain key talent,
the impairment of acquired intangible assets resulting from lower-than-expected cash flows from the acquired assets,
acquisition-related charges, which could adversely impact operating results and cash flows in any given period, and the impact may be substantially different from period to period,
difficulties with closing a transaction due to regulatory approvals, required consents, litigation, or other challenges, which could increase costs and prevent the acquisition from being completed within the expected timeframe, or from being completed at all,
the inability to protect and secure acquired intellectual property or confidential information,
difficulties or delays completing the development of acquired in-process technology,
the failure to retain key customers, and
the failure to achieve projected sales of acquired products.
Acquisitions are inherently risky and the inability to effectively manage these risks could have a material adverse effect on our operating results.
Business system disruptions may adversely affect our business.
The Company is making significant investments in business systems related to our sales processes, including systems to help our sales team more efficiently manage customer relationships and sales opportunities. Implementing new business systems requires a significant investment of time and money, and may divert management’s attention from other operational matters. The implementation of new business systems and changes to associated business processes, particularly those that are customer-facing, may result in significant business disruption and negatively impact our customers’ experience, resulting in loss of sales. The Company intends to continue to make IT-related investments to improve its management information systems and support the expansion of our business internationally. Any disruption occurring with our business systems may have a material adverse effect on our operating results.
Risks Related to Financial Matters
We are at risk for impairment charges with respect to our investments or acquired intangible assets, which could have a material adverse effect on our operating results.
As of December 31, 2021, we had approximately $721 million of debt securities in our investment portfolio. These debt securities are reported at fair value, with unrealized gains and losses, net of tax, included in shareholders’ equity as other comprehensive income (loss) since these securities are designated as available-for-sale securities. As of December 31, 2021, our portfolio of debt securities had a net unrealized loss of $3,902,000. Included in this net loss, were gross unrealized losses totaling $4,971,000, of which $4,896,000 were in a loss position for less than twelve months and $75,000 were in a loss position for greater than twelve months. Management monitors its debt securities that are in an unrealized loss position to determine whether a loss exists related to the credit quality of the issuer that would be reported in current operations. It is our policy to invest in investment-grade debt securities that minimize our exposure to credit losses. No credit losses were recorded in 2021.
As of December 31, 2021, we had approximately $12 million in acquired intangible assets, consisting primarily of acquired technologies and customer relationships. These assets are susceptible to changes in fair value due to a decrease in the historical or projected cash flows from the use of these assets, which may be negatively impacted by economic trends. In 2020, deteriorating global economic conditions from the COVID-19 pandemic triggered a review of long-lived assets for potential impairment, which resulted in intangible asset impairment charges totaling $19,571,000. A further decline in the cash flows generated by these or other intangible assets may result in future impairment charges.
If we determine that any of these investments or intangible assets are impaired, we would be required to take a related charge to earnings that could have a material adverse effect on our results of operations.
We may have additional tax liabilities and our effective tax rate may increase or fluctuate, which could adversely affect our operating results and financial condition.
As a multinational corporation, we are subject to income taxes, as well as non-income based taxes, in the United States and numerous foreign jurisdictions. Our effective income tax rate is dependent on the geographic distribution of our worldwide earnings or losses and the tax laws and regulations in each geographic region in which we operate. Significant judgment is required in determining our worldwide provision for income and other taxes. The application of tax laws and regulations is subject to legal and factual interpretation, judgment, and uncertainty, and
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tax laws themselves are subject to change. For example, many countries have recently adopted, or are considering the adoption of, revisions to their respective tax laws based on the Organization for Economic Co-operation and Development (“OECD”)’s Inclusive Framework, which could impact our tax liability due to our organizational structure and significant operations outside of the United States. Furthermore, we are subject to regular review and audit by both domestic and foreign tax authorities and may be assessed additional taxes, penalties, fees, or interest, which could have an adverse effect on our financial position, liquidity, or results of operations.
Although we believe our tax positions are reasonable, the final determination of tax audits or any related litigation could be different from what is reflected in our financial statements and could have a material adverse effect on our income tax provision, net income, or cash flows in the period in which the determination is made.
Fluctuations in foreign currency exchange rates and the use of derivative instruments to hedge these exposures could adversely affect our reported results, liquidity, and competitive position.
We face exposure to foreign currency exchange rate fluctuations, as a significant portion of our revenues, expenses, assets, and liabilities are denominated in currencies other than the functional currencies of our subsidiaries or the reporting currency of our company, which is the U.S. Dollar. In certain instances, we utilize forward contracts to hedge against foreign currency fluctuations. These contracts are used to minimize foreign currency gains or losses, as the gains or losses on the derivative are intended to offset the losses or gains on the underlying exposure. We do not engage in foreign currency speculation. If the counterparty to any of our hedging arrangements experiences financial difficulties, or is otherwise unable to honor the terms of the contract, we may experience material losses.
Our foreign currency hedging program includes foreign currency cash flow hedges that protect our budgeted revenues and expenses against foreign currency exchange rate changes compared to our budgeted rates. These derivatives

are designated for hedge accounting, and therefore, the effective portion of the forward contract's gain or loss is reported in shareholders' equity as other comprehensive income (loss) and is reclassified into current operations as the hedged transaction impacts current operations. Should these hedges fail to qualify for hedge accounting or be ineffective, the gain or loss on the forward contract would be reported in current operations immediately as opposed to when the hedged transaction impacts current operations, which may result in material foreign currency gains or losses.
The success of our foreign currency risk management program depends uponon forecasts of transaction activity denominated in various currencies. To the extent that these forecasts are overstated or understated during periods of currency volatility, we could experience unanticipated foreign currency gains or losses that could have a material impact on our results of operations. Furthermore,In addition, our failure to identify new exposures and hedge them in an effective manner may result in material foreign currency gains or losses. Furthermore, our ability to hedge the Chinese Renminbi is limited, which has resulted in unhedged exposures. To date, foreign currency gains and losses related to the Chinese Renminbi have been immaterial to our total results; however, further fluctuations in this currency may result in material foreign currency gains or losses in the future.
AIn addition to the U.S. Dollar, a significant portion of our revenues and expenses are denominated in the Euro and Chinese Renminbi, and to a lesser extent the Japanese Yen, Korean Won, and the Chinese Yuan, also known as Renminbi. Our predominant currency of sale is the U.S. Dollar in the Americas, the Euro and U.S. Dollar in Europe, the Yuan in Mainland China, the Yen in Japan, and the U.S. Dollar in other regions.Mexican Peso. We estimate that approximately 39%49% of our sales in 20172021 were invoiced in currencies other than the U.S. Dollar, and we expect sales denominated in foreign currencies to continue to represent a significant portion of our total revenue. While we also have expenses denominated in these same foreign currencies, the impact on revenues has historically been, and is expected to continue to be, greater than the offsetting impact on expenses. Therefore, in times when the U.S. Dollar strengthens in relation to these foreign currencies, we would expect to report a net decrease in operating income. Conversely, in times when the U.S. Dollar weakens in relation to these foreign currencies, we would expect to report a net increase in operating income. Thus, changes in the relative strength of the U.S. Dollar may have a material impact on our operating results.
Information security breachesGeneral Risk Factors
Unfavorable global economic conditions may negatively impact our operating results.
Our revenue levels are impacted by global economic conditions, as we have a significant business presence in many countries throughout the world. Unfavorable economic conditions, such as inflation, slower growth or recession, higher interest rates, and tighter credit, may cause industrial companies to delay or reduce spending for automation projects, including those with machine vision, amid weaker general manufacturing confidence and heightened uncertainty around global trade. When global economic conditions are unfavorable, our revenue and our ability to generate operating profits could be materially adversely affected.
As a result of global economic conditions, our business systemis subject to the following risks, among others:
our customers may not have sufficient cash flow or access to financing to purchase our products,
our customers may not pay us within agreed upon terms or may default on their payments altogether,
our vendors may be unable to fulfill their delivery obligations to us in a timely manner,
lower demand for our products may result in charges for excess and obsolete inventory if we are unable to sell inventory that is either already on hand or committed to purchase,
lower cash flows may result in impairment charges for acquired intangible assets or goodwill,
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a decline in our stock price may make stock-based awards a less attractive form of compensation and a less effective form of retention for our employees, and
the trading price of our common stock may be volatile.
As of December 31, 2021, the Company had approximately $907 million in cash and investments. In addition, Cognex has no long-term debt. We believe that our strong cash position puts us in a relatively good position to weather economic downturns. Nevertheless, our operating results have been materially adversely affected in the past, and could be materially adversely affected in the future, as a result of unfavorable economic conditions and reduced capital spending by manufacturers worldwide.
A natural disaster, widespread public health issue, or man-made disaster could result in business disruptions that may adversely affect our business.
We rely on our information technology infrastructure and management information systems to effectively run our business. We may be subject to information security breaches caused by hacking, malicious software, or acts of vandalism or terrorism. Our security measures or those of our third-party service providers may not detect or prevent such breaches. Any such compromise to our information security could result in theft of our intellectual property, a misappropriation of our cash or other assets, an interruption in our operations, the unauthorized publication of our confidential business or proprietary information, the unauthorized release of customer, vendor, or employee data, the violation of privacy or other laws, and the exposure to litigation, any of which could harm our business and operating results.
Disruptions withOur business, and the businesses of our management information systemscustomers, suppliers, and third-party service providers, could be disrupted by natural disasters, public health crises, such as pandemics and epidemics, man-made disasters, such as cyber-attacks and terrorism, or other events outside of our control. Certain of the Company’s business operations, such as our third-party contractor manufacturer in Indonesia, are in locations that may cause significant business disruption. In 2017, we began workbe more prone to replace our Enterprise Resource Planning (ERP) system, which is the management information system that integrates our manufacturing, order fulfillment,natural disasters, and financial activities. We expect the new system to be placed into service in the second quarter of 2018. Replacing an ERP system is a significant investment in terms of both time and money, and may divert management's attention from other operational matters. The conversion from the old system to the new systemglobal climate change may result in significantcertain types of natural disasters occurring more frequently or with more intense effects. Following a business disruption, including our abilitythe Company could be subject to process orders, ship products, invoice customers, process payments,production downtimes, operational delays, substantial recovery time, significant expenditures to resume operations, the diversion of management’s attention and otherwise run our business. Any disruption occurring with our ERP system,resources, or loss of business, any of our other management information systems, may have a material adverse effect on our operating results.
Our business could suffer if we lose the services of, or fail to attract, key personnel.
We are highly dependent upon the management and leadership of Robert J. Shillman, our Chairman of the Board of Directors and Chief Culture Officer, and Robert J. Willett, our President and Chief Executive Officer, as well as other members of our senior management team. Although we have many experienced and qualified senior managers, the loss of key personnelwhich could have a material adverse effect on our company.
We have historically used stock options as a key componentcompetitive position, operating results, or financial condition. Because the Company relies on single or limited sources for the supply of certain components and manufacture of our employee compensation program in order to align employee interests with the interests of our shareholders, provide competitive compensation and benefits packages, and encourage employee retention. We are limited asproducts, a business disruption affecting such sources would worsen any adverse consequences to the numberCompany.
While the Company maintains insurance coverage for certain types of optionslosses, such insurance coverage may be insufficient to cover all losses that we may grant under our stock option plans. Accordingly, we may find itarise. The impact of any such business disruption is difficult to attract, retain,predict.
Economic, political, and motivate employees,other risks associated with international sales and any such difficultiesoperations could materially adversely affect our business.Furthermore, we expect our stock-based compensation expense to increase in future years due to a higher valuation of our stock options resulting primarily from the significant increase in our stock price in 2017, which is used as an input to this valuation.

If we fail to effectively manage our growth, our business and operating results could suffer.
In 2017, the Company’s revenue grew by 44% over the prior year. To help support this growth, our headcount increased from 1,421 employees as of December 31, 2016 to 1,771 employees as of December 31, 2017. Although this represents a net headcount increase of 350 persons, the number of new employees that we hired and trained was higher due to workforce attrition. In addition, we currently utilize a large number of third-party contractors to provide on-site technical support and installation services.
To support our growth and execute on our operating plans and strategic initiatives, we must effectively attract, train, develop, motivate, and retain skilled employees, while maintaining our unique corporate culture. We believe our strong corporate culture is critical to our ability to collaborate, innovate, execute, and adapt in a high-growth, fast-changing business environment. We may not be able to hire and train new employees and contractors quickly enough to meet our business needs. If we fail to quickly adapt our hiring and training plans to our business levels or effectively execute on our hiring plans, our efficiency and ability to meet our operating goals could suffer. Furthermore, employee productivity, morale, and retention could suffer, which may have a material adverse effect on our business and operating results.
Additionally, the growth and expansionIn 2021, approximately 62% of our business and product offerings place significant demand on our employees and, in particular, our management team. The growthrevenue was derived from customers located outside of our business may require significant additional resourcesthe United States. We anticipate that international sales will continue to meet these daily requirements, which may not scale inaccount for a cost-effective manner or may negatively impact our customers’ experience. Effective management information systems, including our new Enterprise Resource Planning (ERP) system to be implemented in 2018, and strong internal controls are also necessary to support our growth. If we are unable to manage the growth of our organization and business effectively, our operating results may be materially and adversely affected.
The failure of a key supplier to deliver quality product in a timely manner or our inability to obtain components for our products could adversely affect our operating results.
A significant portion of our product is manufactured by arevenue. In addition, we source components from suppliers located outside of the United States, including China, and utilize third-party contractorcontract manufacturers, primarily located in Indonesia. This contractor has agreedIndonesia, to provide Cognex with termination notification periods and last-time-buy rights, if and when that may be applicable. We rely upon this contractor to provide quality product and meet delivery schedules. We engage in extensive product quality programs and processes, including actively monitoring the performanceassemble certain of our third-party manufacturers; however, we may not detect all product quality issues through these programsproducts. We intend to continue to expand our sales and processes.
Certain components are presently sourced from a single vendor that is selected based on price and performance considerations. In the event of a supply disruption from a single-source vendor, these components may be purchased from alternative vendors, which may result in manufacturing delays based on the lead timeoperations outside of the new vendor. Certain key electronicUnited States and mechanical components that are purchased from strategic suppliers, such as processors or imagers, are fundamental to the design of Cognex products. A disruptionexpand our presence in the supply of these key components, such asinternational emerging markets. As a last-time-buy announcement, natural disaster, financial bankruptcy, or other event, may require us to purchase a significant amount of inventory at unfavorable prices resulting in lower gross margins and higher risk of carrying excess inventory.
We areresult, our business is subject to the risks inherent in international sales and operations, including, among other things:
various regulatory and statutory requirements,
difficulties in injecting and repatriating cash,
export and import restrictions,
trade tariffs,
transportation delays,
product certification requirements,
employment regulations and local labor conditions,
difficulties in staffing and managing foreign sales operations,
corruption,
instability in economic or political conditions,
political or trade sanctions,
difficulties protecting intellectual property,
business systems connectivity issues, and
potentially adverse tax consequences.
Any of the Dodd-Frank Wall Street Reform and Consumer Protection Act that obligates companies to inquire into the origin of conflict minerals in their supply chains. We are working with our supply chain partners to take reasonable steps to assure conflict minerals are not sourced by Cognex or our supply chain partners. These steps may include purchasing supply from alternative vendors. If we are unable to secure adequate supply from alternative vendors, we may have to redesign our products, which may lead to a delay in manufacturing and a possible loss of sales. Although we are taking certain actions to mitigate supply risk, an interruption in, termination of, or material change in the purchase terms of any key componentsthese factors could have a material adverse effect on our operating results. In recent years, trade tariffs imposed by the United States on certain components imported from Chinese suppliers resulted in higher costs for
Our failure to effectively manage product transitions or accurately forecast customer demand could result in excess or obsolete inventory and resulting charges.
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Because the market for our products, is characterized by rapid technological advances, we frequently introduce new products with improved ease-of-use, improved hardware performance, additional software features and functionality,which, to date, have been immaterial to our total cost of goods. However, cost increases as a result of these or lower cost that may replace existing products. Amongother trade tariffs could be material in the risks associated withfuture.
Trade tariffs have also had an indirect impact on the introduction of new products are difficulty predicting customer demand and effectively managing inventory levels to ensure adequate supply of the new product and avoid excess supply of the legacy product.

We may strategically enter into non-cancelable commitments with vendors to purchase materials for our productseconomic climate in advance of demand to take advantage of favorable pricing, address concerns about the availability of future supplies, or build safety stock to help ensure customer shipments are not delayed should we experience higher than anticipated demand for materials with long lead times. In 2017, inventories increased significantly from $26,984,000 as of December 31, 2016 to $67,923,000 as of December 31, 2017. WhileChina, which in turn, has had a portion of this increase was to support the higher business level, we also made strategic purchases to build safety stock in advance ofnegative impact on the Company's Enterprise Resource Planning (ERP) system implementation planned for 2018 andrevenue from customers based in China who see risk in doing business with a U.S. company. In addition to mitigate our exposure to significant increases in demand similar to what we experienced in 2017. These measures to purchase inventory may expose us to an increased risk of excess or obsolete inventory and resulting charges if actual demand is lower than anticipated. Our failure to effectively manage product transitions or accurately forecast customer demand, in terms of both volume and configuration, has led to, and may again intrade tariffs, United States export controls that place restrictions on the future lead to, an increased risk of excess or obsolete inventory and resulting charges.
Our products may contain design or manufacturing defects, which could result in reduced demand, significant delays, or substantial costs.
If flaws in either the design or manufactureexportation of our products were to occur, we could experienceor a ratesubset of failure in our products, that could resultincluding applicable regulations promulgated by the U.S. Commerce Department’s Bureau of Industry and Security, have had a negative impact on our revenue from customers based in significant delays in shipment and material repair or replacement costs. Our release-to-market process may not be robust enough to detect significant design flaws or software bugs. While we engage in extensive product quality programs and processes, including actively monitoring and evaluatingChina. To date, the qualityimpact of our component suppliers and contract manufacturers, these actions may not be sufficient to avoid a product failure rate that results in:
substantial delays in shipment,
significant repair or replacement costs,
product liability claims or lawsuits, or
potential damagerestrictions has been immaterial to our reputation.
Any of these resultstotal revenue; however, further or continued restrictions could have a material adverse effect on our operating results.results in the future.
Our failureAdditionally, we are subject to introduce new productsapplicable anti-corruption laws, such as the U.S. Foreign Corrupt Practices Act and the U.K. Bribery Act, and similar anti-corruption and anti-kickback laws in the jurisdictions in which we operate. These laws generally prohibit offering, promising, giving, or authorizing others to provide anything of value, either directly or indirectly, to a successfulgovernment official or private party in order to influence official action or otherwise gain an unfair business advantage, such as to obtain or retain business. Particularly as a result of our global operations, including in developing countries, and timely mannerour growing international sales force, our relationships with our customers and resellers could expose us to liability under these laws. Violations of anti-corruption laws may result in the loss ofsevere civil and criminal penalties for noncompliance. Even an unsuccessful challenge or investigation into our market sharepractices is costly to defend, and a decrease in our revenuescould cause adverse publicity, and profits.
The market for our products is characterized by rapidly changing technology. Accordingly, we believe that our future success will depend upon our ability to accelerate time-to-market for new products with improved functionality, ease-of-use, performance, or price. There can be no assurance that we will be able to introduce new products in accordance with scheduled release dates or that new products will achieve market acceptance. Our ability to keep pace with the rapid rate of technological change in the high-technology marketplacethus could have a material adverse effect on our operating results.
Product development is often a complex, time-consuming, and costly process involving significant investment in research and development with no assurance of return on investment. Our strong balance sheet allows us to continue to make significant investments in research, development, and marketing for new products and technologies. Research is by its nature speculative and the ultimate commercial success of a product depends upon various factors, many of which are not under our control. We may not achieve significant revenue from new product investments for a number of years, if at all. Moreover, new products may not generate the gross margins that we have experienced historically.
Our failure to properly manage the distribution of our products and services could result in the loss of revenues and profits.
We utilize a direct sales force, as well as a network of integration and distribution partners, to sell our products and services. Successfully managing the interaction of our direct and indirect sales channels to reach various potential customers for our products and services is a complex process. In addition, our reliance upon indirect selling methods may reduce visibility to demand and pricing issues. Each sales channel has distinct risks and costs, and therefore, our failure to implement the most advantageous balance in the sales model for our products and services could adversely affect our revenue and profitability.

If we fail to successfully protect our intellectual property, our competitive position and operating results could suffer.
We rely on our proprietary software technology and hardware designs, as well as the technical expertise, creativity, and knowledge of our personnel to maintain our position as a leading provider of machine vision products. Software piracy and reverse engineering, specifically from companies in Russia and Asia, may result in counterfeit products that are misrepresented in the market as Cognex products. Although we use a variety of methods to protect our intellectual property, we rely most heavily on patent, trademark, copyright, and trade secret protection, as well as non-disclosure agreements with customers, suppliers, employees, and consultants. We also attempt to protect our intellectual property by restricting access to our proprietary information by a combination of technical and internal security measures. These measures, however, may not be adequate to:
protect our proprietary technology,
protect our patents from challenge, invalidation,business, financial condition, or circumvention, or
ensure that our intellectual property will provide us with competitive advantages.

Our pending and future patent applications may not issue as patents or, if issued, may not issue in a form that will provide us with any meaningful protection or any competitive advantage. Even if issued, existing or future patents may be challenged, narrowed, invalidated, or circumvented, which could limit our ability to stop competitors from developing and marketing similar products or limit the length of terms of patent protection we may have for our products. Furthermore, other companies may design around technologies we have patented, licensed, or developed. Moreover, changes in patent laws or their interpretation in the United States and other countries could also diminish the value of our intellectual property or narrow the scope of our patent protection. In addition, the legal systems of certain countries do not favor the aggressive enforcement of patents, and the laws of foreign countries may not protect our rights to the same extent as the laws of the United States. As a result, our patent portfolio may not provide us with sufficient rights to exclude others from commercializing products similar to ours.
Any of these adverse circumstances could have a material adverse effect on our operating results.
Our Company may be subject to time-consuming and costly litigation.
From time to time, we may be subject to various claims and lawsuits by competitors, shareholders, customers, distributors, patent trolls, former employees, or other parties arising in the ordinary course of business, including lawsuits charging patent infringement, or claims and lawsuits instituted by us to protect our intellectual property and confidential information or for other reasons. We may be a party to actions that are described in the section captioned “Legal Proceedings,” appearing in Part I - Item 3 of this Annual Report on Form 10-K. These matters can be time-consuming,time consuming, divert management’s attention and resources, and cause us to incur significant expenses. Furthermore, the results of any of these actions may have a material adverse effect on our operating results.
Increased competition may result in decreased demand or prices for our products and services.
The machine vision market is highly fragmented and competitive. Our competitors include other vendors of machine vision systems, controllers, and components; manufacturers of image processing systems, sensors, and components; and system integrators. Any of these competitors may have greater financial and other resources than we do. We may not be able to compete successfully in the future and our investments in research and development, sales and marketing, and support activities may be insufficient to enable us to maintain our competitive advantage. In addition, competitive pressures could lead to price erosion that could have a material adverse effect on our gross margins and operating results. We refer you to the section captioned “Competition,” appearing in Part I - Item 1 of this Annual Report on Form 10-K for further information regarding the competition that we face.
Implementation of our acquisition strategy may not be successful, which could affect our ability to increase our revenue or profitability and result in the impairment of acquired intangible assets.
We have in the past acquired, and will in the future consider the acquisition of, businesses and technologies in the machine vision industry. Our business may be negatively impacted by risks related to those acquisitions. These risks include, among others:
the inability to find or close attractive acquisition opportunities,
the diversion of management’s attention from other operational matters,
the inability to realize expected synergies resulting from the acquisition,
difficulties or delays in integrating the personnel, operations, technologies, products and systems of acquired businesses,

the failure to retain key customers or employees, and
the impairment of acquired intangible assets resulting from lower-than-expected cash flows from the acquired assets.
Acquisitions are inherently risky and the inability to effectively manage these risks could have a material adverse effect on our operating results.
We are at risk for impairment charges with respect to our investments or for acquired intangible assets or goodwill, which could have a material adverse effect on our results of operations.
As of December 31, 2017, our investment portfolio of debt securities totaled $721 million. These debt securities are reported at fair value, with unrealized gains and losses, net of tax, recorded in shareholders’ equity as other comprehensive income (loss) since these securities are designated as available-for-sale securities. As of December 31, 2017, our portfolio of debt securities had a net unrealized loss of $58,000. Included in this net loss, were gross unrealized losses totaling $1,164,000, of which $837,000 were in a loss position for less than twelve months and $327,000 were in a loss position for greater than twelve months. As of December 31, 2017, these unrealized losses were determined to be temporary. However, if conditions change and future unrealized losses were determined to be other-than-temporary, we would be required to record an impairment charge.
Management monitors the carrying value of its debt securities compared to their fair value to determine whether an other-than-temporary impairment has occurred. In considering whether a decline in fair value is other-than-temporary, we consider many factors, both qualitative and quantitative. Management considers the type of security, the credit rating of the security, the length of time the security has been in a loss position, the size of the loss position, our ability and intent to hold the security to expected recovery of value, and other meaningful information. If a decline in fair value is determined to be other-than-temporary, an impairment charge would be recorded in current operations to reduce the carrying value of the investment to its fair value. Should the fair value of investments decline in future periods below their carrying value, management will need to determine whether this decline is other-than-temporary and future impairment charges may be required.
As of December 31, 2017, we had $113 million in acquired goodwill. The fair value of goodwill is susceptible to changes in the fair value of the reporting segment in which the goodwill resides, and therefore, a decline in our market capitalization or cash flows relative to our net book value may result in future impairment charges.
As of December 31, 2017, we had $13 million in acquired intangible assets, consisting primarily of acquired completed technologies and customer relationships. These assets are susceptible to changes in fair value due to a decrease in the historical or projected cash flows from the use of the asset, which may be negatively impacted by economic trends. A decline in the cash flows generated by these assets may result in future impairment charges.
If we determine that any of these investments, goodwill, or intangible assets is impaired, we would be required to take a related charge to earnings that could have a material adverse effect on our results of operations.
We may have additional tax liabilities, which could adversely affect our operating results and financial condition.
We are subject to income taxes in the United States, as well as numerous foreign jurisdictions. Significant judgment is required in determining our worldwide provision for income taxes. In the ordinary course of business, there are many transactions and calculations where the ultimate tax determination is uncertain. We are regularly under audit by tax authorities. Although we believe our tax positions are reasonable, the final determination of tax audits and any related litigation could be materially different than that which is reflected in our financial statements and could have a material adverse effect on our income tax provision, net income, or cash flows in the period in which the determination is made.
On December 22, 2017, the Tax Cuts and Jobs Act (the "Tax Act") was signed into law and, as a result, the U.S. federal statutory corporate tax rate was lowered from 35% to 21%. The Company has remeasured its deferred tax positions as of December 31, 2017 at the new enacted tax rate, and accordingly, has recognized tax expense of $12,523,000 from the write-down of deferred tax assets in 2017. The Tax Act also subjects unrepatriated foreign earnings to a one-time transition tax, for which the Company has recorded estimated tax expense of $101,379,000 in 2017. The Securities and Exchange Commission (SEC) released Staff Accounting Bulletin (SAB) No. 118 to provide guidance to companies on how to implement the accounting and disclosure changes required as a result of the Tax Act. The SEC staff guidance has recognized that, due to the complexity of the Tax Act, the accounting for this change in the law may be incomplete for income tax effects of the Tax Act upon issuance of a company's financial statements for the reporting period in which the Tax Act was enacted. SAB No. 118 states that if a company can determine a reasonable estimate for the effects of the Tax Act then this estimate can be included in the financial statements. The Company has made what it considers to be a reasonable estimate of the impact of the new taxes relating to foreign earnings and the write-down

of its deferred tax assets in its financial statements. This significant estimate is highly judgmental and changes to this estimate could result in material charges or credits in future reporting periods. U.S. Treasury regulations and administrative guidance have not been finalized as of the date of this Annual Report on Form 10-K.  The issuance of final regulations may require the Company to revise its estimates of earnings and profits as well as certain deferred taxes as required.
The Company will continue to gather and analyze information on historical unrepatriated foreign earnings and to monitor state laws relating to this income to finalize both the federal and state tax impact. The Tax Act limits certain deductions and these limitations may impact the value of existing deferred tax assets. The Company will continue to review the impact of these limitations as regulatory guidance is issued.
ITEM 1B: UNRESOLVED STAFF COMMENTS
None
ITEM 2: PROPERTIES
In 1994, Cognex purchased and renovated a 100,000 square-foot building located in Natick, Massachusetts that serves as our corporate headquarters and is occupied by employees primarily in research, development, and engineering, manufacturing and quality assurance, and information technology, finance and administration functions. In 1997, Cognex completed construction of a 50,000 square-foot addition to this building.
In 1995, Cognex purchased an 83,000 square-foot office building adjacent to our corporate headquarters that is partially occupied by employees primarily in research, development, and engineering, sales, marketing, service, finance, and information technology functions. The remainder of this building is occupied by a tenant who has a lease agreement that expires in 2021.
In 1997, Cognex purchased a three and one-half acre parcel of land adjacent to our corporate headquarters. This land is being held for future expansion.expansion and is currently used as an Ultimate Frisbee Field for our Cognoids.
In 2007, Cognex purchased a 19,000 square-foot building adjacent to our corporate headquarters. A portion of thisThis facility serves as the distribution center for customers in the Americas. The remainder of this building is occupied by a tenant who hasIn December 2021, Cognex entered into a lease agreement that expiresfor a 65,000 square-foot building in Southborough, Massachusetts for a term of 10 years to serve as a new distribution center for customers in the Americas. The transition of the distribution center to the new facility is expected to take place during the first half of 2022. Once the transition is complete, the 19,000 square-foot building adjacent to our corporate headquarters is expected to be held for future expansion.
In 2014, Cognex purchased thea 50,000 square footsquare-foot building in Cork, Ireland where we had previously leased space for several years.Ireland. This facility serves as the distribution center for customers outside of the Americas.
Cognex conducts certain of its operations in other leased facilities.facilities, predominantly research, development, and engineering, sales, and administration functions. These lease agreements expire at various dates through 2024.2032. Certain of these leases contain renewal options, retirement obligations, escalation clauses, rent holidays, and leasehold improvement incentives.
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ITEM 3: LEGAL PROCEEDINGS
Various claims and legal proceedings generally incidental to the normal course of business are pending or threatened on behalf of or against the Company. While we cannot predict the outcome of these matters, we believe that any liability arising from them will not have a material adverse effect on our financial position, liquidity, or results of operations.
ITEM 4: MINE SAFETY DISCLOSURES
Not applicable.
ITEM 4A: INFORMATION ABOUT OUR EXECUTIVE OFFICERS OF THE REGISTRANT
The following table sets forth the names, ages, and titles of Cognex’s executive officers as of December 31, 2017:
2021:
NameAgeTitle
Robert J. Shillman71Chairman of the Board of Directors and Chief Culture Officer
Robert J. Willett5054President and Chief Executive Officer
John J. CurranPaul D. Todgham5145Senior Vice President of Finance and Chief Financial Officer and Treasurer
Sheila M. DiPalma5155SeniorExecutive Vice President of Corporate Employee Services and Chief Culture Officer
Carl W. Gerst III54Executive Vice President of Vision and ID Products
Executive officers are elected annually by the Board of Directors. There are no family relationships among the directors and executive officers of the Company.
Dr. Shillman and Mr. Willett, havewho is a member of the Company's Board of Directors, has been employed by Cognex in theirhis current positionsposition for no less than the past five years.

Mr. CurranTodgham joined Cognex in 2016 after 21March 2020. Prior to joining Cognex, Mr. Todgham spent six years at EMC Corporation,Levi Strauss & Company (LEVI), where he served in a company that manages business involvedvariety of senior finance and strategy roles at Levi’s involving corporate development, operational planning, and financial oversight. For the three years prior to joining Levi’s, Mr. Todgham worked for Ross Stores, Inc. (ROST) in senior finance and strategy roles. Earlier in his career, Mr. Todgham worked at The Boston Consulting Group, advising clients in the transformationtechnology and consumer sectors on issues of information technology, where he most recently served as Senior Vice Presidentstrategy, operations, and Corporate Controller. While at EMC,organization. Mr. Curran also held leadership positions in corporate and international finance, and served as Interim CFO of Pivotal, Inc., a $200M subsidiary of EMC focusing on application and data infrastructure software, agile development services, and data science consulting. HeTodgham holds a Bachelor of Science degreeArts in AccountingApplied Mathematics from Harvard University, a Master of Philosophy in Economics from the University of Cambridge and a Master of Business Administration from Babson College.Stanford University’s Graduate School of Business.
Ms. DiPalma joined Cognex in 1992 as Senior Reporting Accountant.1992. She has served for more than 2025 years in a series of increasingly responsible roles in the Finance Department,finance function, including six years as Cognex Treasurer, before transitioning to Corporate Employee Services in 2016. Ms. DiPalma was promoted to Senior Vice President of Employee Services and became a named executive officer in 2017. Prior to joining Cognex, Ms. DiPalma was a member of the audit firm PricewaterhouseCoopers. She holds a Bachelor of Science degree in Accounting from Boston College, a Master of Science degree in Taxation from Bentley College, and is a Certified Public Accountant.

Mr. Gerst joined Cognex in 1999. He worked in a number of product-focused roles before being promoted to Senior Vice President of the ID Products Business Unit in 2014. Following 2014, Mr. Gerst’s leadership role expanded into Vision Products and he was promoted to Executive Vice President of Vision and ID Products in October 2020. Prior to joining Cognex, Mr. Gerst held roles in engineering, sales, and product marketing for Hand Held Products (now part of Honeywell’s Safety and Productivity Solutions). Mr. Gerst holds a Bachelor of Science degree in Electrical Engineering from Clarkson University and a Master in Business Administration from the Simon School of Business at the University of Rochester.

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PART II
ITEM 5: MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS, AND ISSUER PURCHASES OF EQUITY SECURITIES
The Company’s common stock is traded on The NASDAQ Stock Market LLC, under the symbol CGNX. As of January 28, 2018,30, 2022, there were approximately 700650 shareholders of record of the Company’s common stock. The Company believes the number of beneficial owners of the Company’s common stock on that date was substantially greater.
In October 2017,2018, the Company's Board of Directors declared a two-for-one stock split of the Company's common stock, which was effected through a stock dividend distributed on December 1, 2017. All references made to share or per share amounts in the tables and narratives below have been restated to reflect the effect of this two-for-one stock split.
The high and low sales prices of the Company’s common stock as reported by the NASDAQ Stock Market for each quarter in 2017 and 2016 were as follows:
 First Second Third Fourth
2017       
High$42.31
 $49.00
 $57.68
 $72.99
Low31.18
 39.74
 42.23
 55.26
2016       
High$20.79
 $22.62
 $26.73
 $32.98
Low14.01
 17.58
 20.97
 24.84
The Company’s Board of Directors declared and paid cash dividends for each quarter of 2017 and 2016 as follows:
 First Second Third Fourth
2017$0.0375
 $0.0425
 $0.0425
 $0.0450
2016$0.0350
 $0.0375
 $0.0375
 $0.0375
Future dividends will be declared at the discretion of the Company's Board of Directors and will depend upon such factors as the Board deems relevant, including, among other things, the Company's ability to generate positive cash flow from operations.
In April 2017, the Company’s Board of Directors authorized the repurchase of $100,000,000$200,000,000 of the Company’sCompany's common stock. Purchases underUnder this October 2018 program, began in the third quarter of 2017 when the prior program was completed. During the fourth quarter of 2017, the Company repurchased 365,0001,398,000 shares at a cost of $24,368,000$61,690,000 in 2019, 1,215,000 shares at a cost of $51,036,000 in 2020, and 957,000 shares at a cost of $78,652,000 in 2021, which completed purchases under this program. On March 12, 2020, the Company's Board of Directors authorized the repurchase of an additional $200,000,000 of the Company's common stock. Under this March 2020 program, the Company repurchased 1,060,000 shares, including 5,000 shares that had not yet settled as of December 31, 2021, at a cost of $83,000,000 in 2021, leaving a remaining balance of $117,000,000. The Company may repurchase shares under this program in future periods depending on a variety of factors, including, among other things, the impact of dilution from employee stock options,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.
The following table sets forth information with respect to purchases by the Company of shares of its common stock during each fiscal month of the fourth quarter of 2017:2021:
Total Number of
Shares Purchased
Average
Price Paid
per Share
Total Number of
Shares Purchased as
Part of Publicly
Announced Plans or
Programs
Approximate Dollar
Value of Shares that
May Yet Be
Purchased Under the
Plans or Programs
October 4 - October 31, 2021376,000 $80.70 376,000 $199,990,000 
November 1 - November 28, 2021624,000 79.76 624,000 150,229,000 
November 29 - December 31, 2021436,000 76.19 436,000 117,000,000 
Total1,436,000 $78.92 1,436,000 $117,000,000 
 
Total Number of
Shares Purchased
 
Average
Price Paid
per Share
 
Total Number of
Shares Purchased as
Part of Publicly
Announced Plans or
Programs
 
Approximate Dollar
Value of Shares that
May Yet Be
Purchased Under the
Plans or Programs
October 2 - October 29, 2017
 
 
 $69,568,000
October 30 - November 26, 2017365,000
 66.76
 365,000
 45,200,000
November 27 - December 31, 2017
 
 
 45,200,000
Total365,000
 66.76
 365,000
 $45,200,000


The information required by Item 5 of Form 10-K regarding equity compensation plans is incorporated herein by reference to Item 12 of Part III of this Annual Report.
In February 2018,The Company’s Board of Directors declared and paid cash dividends of $0.050 per share in the first, second, and third quarters of 2019, $0.055 per share in the fourth quarter of 2019 and in the first, second, and third quarters of 2020, and $0.060 per share in the fourth quarter of 2020 and in the first, second, and third quarters of 2021. The dividend was increased to $0.065 per share in the fourth quarter of 2021. Also, in the fourth quarter of 2020, an additional special cash dividend of $2.00 per share was declared and paid.
Total dividends paid were $43,263,000 in 2021, $390,508,000 in 2020, which included $351,428,000 paid for the special cash dividend, and $35,124,000 in 2019. Future dividends will be declared at the discretion of the Company's Board of Directors authorized the repurchase of an additional $150,000,000 of common stock, which repurchases may commence once the Company completes the existing program and will be subjectdepend on such factors as the Board deems relevant, including, among other things, the Company's ability to market conditions and other relevant factors.generate positive cash flow from operations.

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Set forth below is a line graph comparing the annual percentage change in the cumulative total shareholder return on the Company’s common stock, based uponon the market price of the Company’s common stock, with the total return on companies within the Nasdaq Composite Index and the Research Data Group, Inc. Nasdaq Lab Apparatus & Analytical, Optical, Measuring & Controlling Instrument (SIC 3820-3829 US Companies) Index (the “Nasdaq Lab Apparatus Index”). The performance graph assumes an investment of $100 in each of the Company and the two indices, and the reinvestment of any dividends. The historical information set forth below is not necessarily indicative of future performance. Data for the Nasdaq Composite Index and the Nasdaq Lab Apparatus Index was provided to the Company by Research Data Group, Inc.

cgnx-20211231_g1.jpg






*$100 invested on 12/31/2016 in stock or index, including reinvestment of dividends. Fiscal year ended December 31.
12/1612/1712/1812/1912/2012/21
Cognex Corporation100.00 192.93 122.47 178.26 270.18 262.48 
NASDAQ Composite100.00 129.64 125.96 172.17 249.51 304.85 
NASDAQ Stocks100.00 156.42 147.15 208.82 292.61 341.98 
(SIC 3820-3829 U.S. Companies) Lab Apparatus & Analyt,Opt, Measuring, and Controlling Instrument)
16
*$100 invested on 12/31/2012 in stock or index, including reinvestment of dividends. Fiscal year ended December 31.
 12/12 12/13 12/14 12/15 12/16 12/17
Cognex Corporation100.00
 207.56
 224.68
 184.56
 349.89
 674.36
NASDAQ Composite100.00
 141.63
 162.09
 173.33
 187.19
 242.29
NASDAQ Stocks100.00
 141.84
 171.12
 170.50
 176.31
 270.62
(SIC 3820-3829 U.S. Companies) Lab Apparatus & Analyt,Opt, Measuring, and Controlling Instrument  

Table of Content

ITEM 6: SELECTED FINANCIAL DATA[RESERVED]
 Year Ended December 31,
 2017 2016 2015 2014 2013
 (In thousands, except per share amounts)
Statement of Operations Data:         
Revenue$747,950
 $520,753
 $450,557
 $426,449
 $307,651
Cost of revenue (1)168,698
 115,590
 102,571
 94,067
 62,889
Gross margin579,252
 405,163
 347,986
 332,382
 244,762
Research, development, and engineering expenses (1)99,205
 78,269
 69,791
 55,831
 44,315
Selling, general, and administrative expenses (1)220,728
 166,110
 156,674
 148,699
 123,509
Operating income259,319
 160,784
 121,521
 127,852
 76,938
Non-operating income7,603
 8,011
 5,441
 3,904
 1,518
Income from continuing operations before income tax expense266,922
 168,795
 126,962
 131,756
 78,456
Income tax expense on continuing operations89,744
 18,968
 19,298
 20,915
 11,273
Net income from continuing operations177,178
 149,827
 107,664
 110,841
 67,183
Net income (loss) from discontinued operations (1)
 (255) 79,410
 10,644
 6,390
Net income$177,178
 $149,572
 $187,074
 $121,485
 $73,573
          
Basic earnings per weighted-average common and common-equivalent share (2):         
Net income from continuing operations$1.02
 $0.88
 $0.62
 $0.64
 $0.39
Net income (loss) from discontinued operations$
 $
 $0.46
 $0.06
 $0.03
Net income$1.02
 $0.88
 $1.08
 $0.70
 $0.42
          
Diluted earnings per weighted-average common and common-equivalent share (2):         
Net income from continuing operations$0.99
 $0.86
 $0.61
 $0.62
 $0.38
Net income (loss) from discontinued operations$
 $
 $0.45
 $0.06
 $0.03
Net income$0.99
 $0.86
 $1.06
 $0.68
 $0.41
          
Weighted-average common and common-equivalent shares outstanding (2):         
Basic173,287
 170,676
 172,592
 173,716
 173,892
Diluted179,551
 174,144
 175,982
 178,142
 177,802
          
Cash dividends per common share (2)$0.17
 $0.15
 $0.11
 $
 $
          
(1) Amounts include stock-based compensation expense, as follows:         
Cost of revenue$1,881
 $1,052
 $1,515
 $1,116
 $820
Research, development, and engineering11,022
 6,271
 5,194
 3,709
 2,502
Selling, general, and administrative19,039
 13,235
 13,032
 9,234
 6,461
Discontinued operations
 
 1,533
 1,099
 837
Total stock-based compensation expense$31,942
 $20,558
 $21,274
 $15,158
 $10,620
          
(2) Prior period results have been adjusted to reflect the two-for-one stock split effected in the form of a stock dividend which occurred in 2017.
 December 31,
 2017 2016 2015 2014 2013
 (In thousands)
Balance Sheet Data:         
Working capital$517,036
 $460,571
 $390,806
 $182,252
 $270,549
Total assets1,287,870
 1,038,604
 887,756
 821,734
 709,699
Shareholders’ equity1,095,353
 962,599
 825,667
 736,437
 643,912

ITEM 7: MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
FORWARD-LOOKING STATEMENTS
Certain statements made in this report, as well as oral statements made by the Company from time to time, constitute forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Readers can identify these forward-looking statements by our use of the words “expects,” “anticipates,” “estimates,” “believes,” “projects,” “intends,” “plans,” “will,” “may,” “shall,” “could,” “should,” and similar words and other statements of a similar sense. These statements are based uponon our current estimates and expectations as to prospective events and circumstances, which may or may not be in our control and as to which there can be no firm assurances given. These forward-looking statements, which include statements regarding business and market trends, future financial performance, the expected impact of the COVID-19 pandemic on our assets, business and results of operations, customer demand and order rates expected areasand timing of growth, emerging markets,related revenue, managing supply shortages, delivery lead times, future product mix, research and development activities, sales and marketing activities, new product offerings, capital expenditures, investments, liquidity, dividends and stock repurchases, strategic and growth plans, and estimated tax benefits and expenses and other tax matters, involve known and unknown risks and uncertainties that could cause actual results to differ materially from those projected. Such risks and uncertainties include: (1) the loss of a large customer; (2) current and future conditions in the global economy; (3) the reliance on revenue from the consumer electronics or automotive industries; (4) the inability to penetrate new markets; (5) the inability to achieve significant international revenue; (6) fluctuations in foreign currency exchange rates and the use of derivative instruments; (7) information security breaches or business system disruptions; (8) the inability to attract and retain skilled employees; (9) the failure to effectively manage our growth; (10) the reliance upon key suppliers to manufacture and deliver criticalquality products; (2) the inability to obtain components for our products; (11)(3) the failure to effectively manage product transitions or accurately forecast customer demand; (12)(4) the ability to manage disruptions to our distribution centers; (5) the inability to design and manufacture high-quality products; (13)(6) the impact, duration, and severity of the COVID-19 pandemic, including the availability and effectiveness of vaccines; (7) the loss of, or curtailment of purchases by, large customers in the logistics industry; (8) information security breaches; (9) the inability to protect our proprietary technology and intellectual property; (10) the inability to attract and retain skilled employees and maintain our unique corporate culture; (11) the technological obsolescence of current products and the inability to develop new products; (14)(12) the failure to properly manage the distribution of products and services; (15) the inability to protect our proprietary technology and intellectual property; (16) our involvement in time-consuming and costly litigation; (17)(13) the impact of competitive pressures; (18)(14) the challenges in integrating and achieving expected results from acquired businesses; (19)(15) potential disruptions in our business systems; (16) potential impairment charges with respect to our investments or for acquired intangible assets or goodwill; and (20)assets; (17) exposure to additional tax liabilities.liabilities; (18) fluctuations in foreign currency exchange rates and the use of derivative instruments; (19) unfavorable global economic conditions; (20) business disruptions from natural or man-made disasters or public health issues; (21) economic, political, and other risks associated with international sales and operations; and (22) our involvement in time-consuming and costly litigation. The foregoing list should not be construed as exhaustive and we encourage readers to refer to the detailed discussion of risk factors included in Part I - Item 1A of this Annual Report on Form 10-K. The Company cautions readers not to place undue reliance upon any such forward-looking statements, which speak only as of the date made. The Company disclaims any obligation to subsequently revise forward-looking statements to reflect the occurrence of anticipated or unanticipated events or circumstances after the date such statements are made.
EXECUTIVE OVERVIEW
Cognex Corporation is a leading worldwide provider of machine vision products that capture and analyze visual information in order to automate tasks, primarily in manufacturing processes,and distribution tasks where vision is required. On July 6, 2015, the Company completed the sale of its Surface Inspection Systems Division (SISD) that specialized in machine vision products that inspect the surfaces of materials processed in a continuous fashion. The financial results of SISD are reported as a discontinued operation for all periods presented.
In addition to product revenue derived from the sale of machine vision products, the Company also generates revenue by providing maintenance and support, consulting, and training services to its customers; however, service revenue accounted for less than 10% of total revenue for all periods presented.
The Company’s customers are predominantlyCognex machine vision is used to automate manufacturing and distribution processes in a variety of industries, where the factory automation market. Factory automation customers purchase Cognex productstechnology is widely recognized as an important component of automated production and incorporate them into their manufacturing processes. Customers in the consumer electronics and automotive industries contribute the largest percentage to the Company's factory automation revenue.quality assurance. Virtually every manufacturer or distributor can achieve better quality and manufacturing efficiency by using machine vision, and therefore, this market also includesCognex products are used by a broad base of customers across a variety of other industries, including logistics, automotive, consumer electronics, medical-related, semiconductor, consumer products, and food and beverage, medical devices, and pharmaceuticals. Factory automation customers also purchase Cognex products for use outside of the manufacturing process, such as using ID products in logistics automation for package sorting and distribution. A small percentage of the Company’s customers are in the semiconductor and electronics capital equipment market. These customers purchase Cognex products and integrate them into the automation equipment that they manufacture and then sell to their customers to either make semiconductor chips or assemble printed circuit boards.beverage.
Revenue for the year ended December 31, 20172021 totaled $747,950,000,$1,037,098,000, representing an increase of 44% over 2016. Revenue28% from 2020. The increase was due in part to significantly higher revenue from the logistics industry, which was our largest market in 2021, as well as the impact of a broader recovery in industries that were adversely affected by the COVID-19 pandemic in 2020, most notably the automotive industry.
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Gross margin as a percentage of revenue was 73% in 2021 compared to 75% in 2020, primarily due to higher prices paid to purchase inventories, as well as a greater percentage of total revenue coming from the logistics industry, which has relatively lower gross margins.
Operating expenses increased by $10,656,000, or 2%, from the prior year in all major regions across a varietyas higher incentive compensation costs, the impact of industries, including the consumer electronics, automotive,foreign currency exchange rate changes, and logistics industries. Gross margin was 77%costs of additional headcount to support our future growth plans, were partially offset by savings from 2020 cost-cutting measures and one-time restructuring and intangible asset impairment charges of $35,495,000. Excluding these one-time restructuring and intangible asset impairment charges, operating expenses increased by $46,151,000, or 12%.
Operating income expanded to 30% of revenue in 20172021 compared to 78%21% of revenue in 2016 due primarily to2020. This higher revenue from a material customer with preferred pricing. Operating expenses increased by 31% from the prior year due principally to higher personnel-related costs from headcount additions,

incentive compensation plans, and stock-based compensation expense. The significant increase in revenue drove a 61% increase inlevel of operating income from the prior year, and an operatingresulted in net income margin that expanded to 35%of 27% of revenue in 2017 from 31%2021 compared to 22% of revenue in 2016. Income tax expense in 2017 included a one-time transition tax on unrepatriated foreign earnings under the Tax Cuts2020, and Jobs Act signed into law on December 22, 2017. As a result, net income increased by 18% from the prior year, and the net income margin was 24% of revenue in 2017 compared to 29% of revenue in 2016. Net income per diluted share increasedof $1.56 in 2021 compared to $0.99$1.00 in 2017 from $0.86 in 2016.2020.
The following table sets forth certain consolidated financial data for continuing operations as a percentage of revenue:
 Year Ended December 31,
202120202019
Revenue100 %100 %100 %
Cost of revenue27 25 26 
Gross margin73 75 74 
Research, development, and engineering expenses13 16 16 
Selling, general, and administrative expenses30 33 38 
Restructuring charges — 
Intangible asset impairment charges — 
Operating income30 21 20 
Non-operating income1 
Income before income tax expense (benefit)31 23 23 
Income tax expense (benefit)4 (5)
Net income27 %22 %28 %
 Year Ended December 31,
 2017 2016 2015
Revenue100% 100% 100%
Cost of revenue23
 22
 23
Gross margin77
 78
 77
Research, development, and engineering expenses13
 15
 15
Selling, general, and administrative expenses29
 32
 35
Operating income35
 31
 27
Non-operating income1
 1
 1
Income from continuing operations before income tax expense36
 32
 28
Income tax expense on continuing operations12
 3
 4
Net income from continuing operations24% 29% 24%
RESULTS OF OPERATIONS
As foreign currency exchange rates are a factor in understanding period-to-period comparisons, we believe the presentation of results on a constant-currency basis in addition to reported results helps improve investors’ ability to understand our operating results and evaluate our performance in comparison to prior periods. We also use results on a constant-currency basis as one measure to evaluate our performance. Constant-currency information compares results between periods as if exchange rates had remained constant period-over-period. We generally refer to such amounts calculated on a constant-currency basis as excluding the impact of foreign currency exchange rate changes. Results on a constant-currency basis are not in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP) and should be considered in addition to, and not as a substitute for, results prepared in accordance with U.S. GAAP.
Year Ended December 31, 20172021 Compared to Year Ended December 31, 20162020
Revenue
Revenue for the year ended December 31, 20172020 was $1,037,098,000 compared to $811,020,000 for the prior year, representing an increase of 28%. Revenue from customers in the logistics industry increased by $227,197,000, or 44%,approximately 65% from the prior year, with the most significant portion of this growth coming from e-commerce and omni-channel retailers. Higher sales from traditional brick-and-mortar retailers also contributed to growth in the logistics industry.
Growth in the automotive, semiconductor, medical-related, and consumer products industries also contributed to the increase in total revenue. After declining for two consecutive years, revenue from customers in the automotive industry grew faster than the company average in 2021, due in part to electric vehicle investments. These increases were partially offset by a decrease in revenue from customers in the consumer electronics industry due to lower investment in smartphone manufacturing and other devices that we believe benefited from remote work conditions in 2020.
From a geographic perspective, revenue from customers based in the Americas increased by 40% from the prior year driven primarily by higher revenue in the logistics industry. Revenue from customers in medical-related industries was also notably higher than the prior year.
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Revenue from customers based in Europe increased by 19% from the prior year. Changes in foreign currency exchange rates did not haveresulted in a materialhigher level of reported revenue in 2021, as sales denominated in Euros were translated into U.S. Dollars at a higher rate. Excluding the impact on revenue. Revenueof foreign currency exchange rate changes, revenue from customers based in Europe increased by 33% in15% from the Americas, 40% in Europe, and 63% in Asia due to a higher volume of machine vision products sold in all regions. Although theprior year. The increase in revenue came from customers in a variety of industries, strongmost notably logistics, automotive, and consumer products, partially offset by lower revenue in the consumer electronics industry. The decline in revenue from consumer electronics was partially a result of procurement changes made by certain customers, shifting their purchases to China from Europe.
Revenue from customers based in Greater China increased by 19% from the prior year. Changes in foreign currency exchange rates resulted in a higher level of reported revenue in 2021, as sales denominated in Chinese Renminbi were translated into U.S. Dollars at a higher rate. Excluding the impact of foreign currency exchange rate changes, revenue from customers based in Greater China increased by 12% from the prior year. The increase was driven primarily by higher revenue in the automotive and semiconductor industries, partially offset by lower revenue in the consumer electronics industry.
Revenue from other countries in Asia increased by 24% from the prior year due primarily to higher revenue in the automotive, semiconductor, and consumer electronics industries.
As of the date of this report, we expect revenue for the first quarter of 2022 to be higher than the revenue reported for the fourth quarter of 2021 of $244,065,000. We anticipate a significant portion of this increase to come from more favorable product supply conditions, as well as higher revenue in the logistics industry, was a large contributordue particularly to the growthtiming of large customer deployments in the Americas and strong sales in the consumer electronics industry was a large contributor to the growth in Europe and Asia.this industry.
Gross Margin
Gross margin as a percentage of revenue was 77%decreased to 73% in 20172021 compared to 78%75% in 2016.2020. The decrease in gross margin percentage was primarily due primarily to higher revenue from a material customerprices paid to purchase inventories in the consumer electronics industry under a preferred pricing arrangement,2021, including higher costs for components and freight, due largely to global supply chain constraints. The decrease was also due to a lesser extent, an increased levelgreater percentage of projects intotal revenue coming from the logistics industry, that require installation services withwhich has relatively lower margins. These decreases weregross margins and included some comparatively lower margins from strategic logistics projects in 2021.
The unfavorable impact of higher inventory purchase prices and a higher percentage of logistics revenue was partially offset by the favorable impact of material cost reductions and volume purchasing, as well as manufacturing efficiencies achieved from arelated to the higher revenue level and lower provisions for excess and obsolete inventories as fixed manufacturing costs were spread overcompared to the prior year. The higher provisions for excess and obsolete inventories in 2020 took into account the global economic conditions resulting from the COVID-19 pandemic.
As of the date of this report, we expect gross margin as a largerpercentage of revenue base.for the first quarter of 2022 to be in the low-70% range. The expected gross margin percentage reflects our expectations that higher inventory purchase prices will continue throughout and beyond the first quarter of 2022. Our estimates also reflect a significant percentage of total revenue coming from the logistics industry, which has relatively lower gross margins.
Operating Expenses
Research, Development, and Engineering Expenses
Research, development, and engineering (RD&E) expenses in 20172021 increased by $20,936,000,$4,390,000, or 27%3%, from the prior year as detailed in the table below (in thousands).

RD&E expenses in 2016$78,269
Personnel-related costs9,234
Stock-based compensation expense4,725
Outsourced engineering costs1,275
Other5,702
RD&E expenses in 2017$99,205
RD&E expenses in 2020$130,982 
Foreign currency exchange rate changes2,919 
Outsourced engineering services1,464 
Personnel-related costs(517)
Other524 
RD&E expenses in 2021$135,372
RD&E expenses increased due to foreign currency exchange rate changes, as costs denominated in foreign currencies were translated into U.S. Dollars at a higher personnel-related costs resulting primarily from headcount additions, which included engineering talent from six business acquisitions completed since August 2016. The Company also incurred higherrate. Higher spending on outsourced engineering services due to the timing of product development activities, including engineering prototypes for large sales opportunities, also contributed to the increase. These increases were partially offset by lower personnel-related costs due to a workforce reduction in the second quarter of 2020. Higher costs from annual salary increases and fringe benefits provided to employees, as well as headcount additions to support new product initiatives. Stock-based compensation expense was higher thaninitiatives, partially offset the prior year due to a higher valuationlower costs from the workforce reduction.
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Table of stock options granted early in 2017.Content
RD&E expenses as a percentage of revenue was 13% in 20172021 compared to 15%16% in 2016.2020. We believe that a continued commitment to RD&E activities is essential in order to maintain or achieve product leadership with our existing products and to provide innovative new product offerings, as well as to provide engineering support for large customers. In addition, we consider our ability to accelerate the time to market for new products to be critical to our revenue growth. Therefore, we expect to continue to make significant RD&E investments in the future, and we target our annual RD&E spending to be between 10% and 15% of revenue. This quarterly percentage is impacted by revenue levels and investing cycles.
Selling, General, and Administrative Expenses
Selling, general, and administrative (SG&A) expenses increased in 2017 increased2021 by $54,618,000,$41,761, or 33%16%, from the prior year as detailed in the table below (in thousands).
SG&A expenses in 2016$166,110
Personnel-related costs17,387
Incentive compensation plans10,513
Stock-based compensation expense

5,752
Travel expenses5,654
ERP outside services3,684
Sales demonstration equipment2,985
Recruiting costs2,421
Other6,222
SG&A expenses in 2017$220,728
SG&A expenses in 2020$267,593 
Incentive compensation15,709 
Personnel-related costs6,734 
Foreign currency exchange rate changes6,420 
Business system investments2,798 
Marketing programs2,599 
Travel expenses2,057 
Other5,444 
SG&A expenses in 2021$309,354
SG&A expenses increased due to higher personnel-related and recruiting costs resulting from headcount additions, principally sales personnel. In addition, higherexpenses related to annual incentive compensation plan expenses, includingplans, which include sales commissioncommissions and Company bonusincentive bonuses. Relevant performance goals for these plans, were recorded in 2017 as a resultwell as any changes to employee eligibility, are set at the beginning of each year, with the additional headcount and higher achievement levels based uponability to earn upside if the Company's performance. Travel expenses and sales demonstration equipment costsgoals are exceeded. Sales commissions were also higher in 2017 due to additional sales personnel and the higher business level. Stock-based compensation expense was higher than the prior year primarily due to the higher business levels, which resulted in a greater portion of our sales team exceeding the performance goals set in their commission plans in 2021 versus 2020. Likewise, the performance goal set for 2021 incentive bonuses was exceeded based on the Company's operating income margin, with the same being true in 2020. However, incentive bonus accruals in 2021 were higher valuationthan the prior year primarily due to the impact of stock options granted early in 2017.
In 2017,changes to employee eligibility, of which the Company incurred costs for outside servicesmost significant related to the preliminary project and application development stages for a new Enterprise Resource Planning (ERP) system, which is the management information system that integratesmembers of the Company's manufacturing, order fulfillment, and financial activities. Assenior leadership team who were not eligible for 2020 incentive bonuses as part of the dateCompany's restructuring plan. These annual incentive compensation plans will be reset with relevant performance goals for 2022, and incentive compensation expenses will reflect our estimates of this report,achievement throughout the year, which we expect will result in lower expense for the first quarter of 2022 as compared to place the new ERP system into servicefourth quarter of 2021.
Personnel-related costs increased due to higher costs from annual salary increases and fringe benefits provided to employees, as well as sales headcount additions in strategic growth areas of the business, partially offset by the impact of the workforce reduction that took place in the second quarter of 2018.2020. Changes in foreign currency exchange rates also resulted in a higher level of expenses, as costs denominated in foreign currencies were translated into U.S. Dollars at a higher rate. Expenses were also higher due to investments the Company is making in business systems related to its sales process, including systems to help our sales team more efficiently manage customer relationships and sales opportunities. A portion of these costs was expensed as incurred, while the majority of these investments were accounted for as a capital asset that was placed into service in the first quarter of 2022. The Company also increased spending on marketing programs in an effort to generate future sales opportunities, particularly related to new product introductions, and incurred higher travel expenses as restrictions related to COVID-19 eased in certain regions.
Restructuring and Intangible Asset Impairment Charges
On May 26, 2020, the Company's Board of Directors approved a restructuring plan intended to reduce the Company's operating costs, optimize its business model, and address the impact of the COVID-19 pandemic. The Company recorded restructuring charges of $15,924,000 in 2020, as a result of actions related to the restructuring plan, which included a global workforce reduction of approximately 8% and office closures. In addition, the adverse impact of the COVID-19 pandemic triggered a review of long-lived assets for potential impairment in the second quarter of 2020. This review resulted in intangible asset impairment charges totaling $19,571,000 recorded in the second quarter of 2020.
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Non-operating Income (Expense)
The Company recorded foreign currency losses of $1,601,000$2,270,000 in 20172021 and foreign currency gains of $101,000$3,697,000 in 2016. The foreign2020. Foreign currency gains and losses in 2017 resultedresult primarily from the revaluation and settlement of accounts receivableassets and liabilities that are denominated in U.S. Dollars recorded on the books of the Company's Irish subsidiary, for whichcurrencies other than the functional currencies of our subsidiaries or the reporting currency of our company, which is the Euro. During the period of time that these receivables were outstanding, the U.S. Dollar weakened versus the Euro resulting in foreign currency losses.Dollar.
Investment income increaseddecreased by $2,503,000,$6,334,000, or 36%49%, from the prior year. The increasedecrease was due primarily to higherlower yields as well as additional funds available for investment on the Company's portfolio of debt securities.securities, partially offset by higher invested balances.
The Company recorded other expense of $338,000$591,000 in 20172021 and other income of $871,000$309,000 in 2016.2020. Other income (expense) included a benefit of $28,000 in 2017 and a benefit of $463,000 in 2016 resulting from the revaluationincludes fair value adjustments of contingent consideration liabilities arising from business acquisitions. In addition, the Company received a foreign

government subsidy in the amount of $422,000 that was recorded in other income in 2016. Other income (expense) also included rental income, net of associated expenses, from leasing space in buildings adjacent to the Company’s corporate headquarters. Fewer tenants occupied this space in 2017, resulting in lower non-operating rental income.
Income Tax Expense (Benefit)
The Company’s effective tax rate was 34%12% of the Company’s pre-tax income in 20172021, compared to 11%6% in 2016.
On December 22, 2017, the United States Congress passed and the President signed into law the Tax Cuts and Jobs Act of 2017 (the "Tax Act").2020. The Tax Act includes a number of changes that impact the Company's deferred tax positions, with the primary impact resulting from a decrease in the U.S. federal statutory corporateeffective tax rate from 35% to 21%. The Company has remeasured its deferredin both years reflected several discrete tax positions as of December 31, 2017 at the new enacted tax rate, and accordingly, has recognized tax expense of $12,523,000 from the write-down of deferred tax assets in 2017.items described below.
In addition, the Tax Act subjects unrepatriated foreign earnings to a one-time transition tax, regardless of the Company's financial statement assertion related to indefinite reinvestment or whether the Company ultimately repatriates any of the foreign earnings, for which the Company has recorded estimated tax expense of $101,379,000 in 2017.
Furthermore, the Tax Act replaces the current system of taxing U.S. corporations on repatriated foreign earnings with a partial territorial system that provides a 100% dividends-received deduction to domestic corporations for foreign-source dividends received from 10% or more owned foreign corporations. The Company has recorded a decrease in tax expense of $3,843,000 in 2017 from the reversal of the tax effect of a 2016 dividend paid in 2017 from a wholly-owned foreign subsidiary to its domestic entity.
In addition to the 2017 impact of the Tax Act, the effective tax rate included a decrease in tax expense of $38,569,000$11,036,000 in 20172021 and $11,889,000$12,788,000 in 20162020 related to stock options, primarily from the excess tax benefit arising from the difference between the deduction for tax purposes and the compensation cost recognized for financial reporting purposes from stock option exercises. The Company cannot accurately predict the level of stock option exercises by employees in future periods.
RemainingIncome tax expense in 2021 and 2020 also included discrete tax events resulted in a decrease in tax expense of $2,502,000 in 2017, consisting primarily ofitems related to the final true-up of the prior year's tax accrual upon filing the actualrelated tax returns and the expirationreturn. In 2020, this included a tax benefit of the statutes of limitations for$13,984,000 primarily to recognize a foreign tax benefit on certain reserves for income tax uncertainties, and an increase in tax expense of $475,000 in 2016.
The majority of income earnedgains taxed outside of the United States is indefinitely reinvestedbased on clarifications to provide fundsrules relating to the use of foreign tax credits. This benefit was partially offset by tax expense for international expansion.a transfer price adjustment in China of $3,267,000 and smaller tax expense adjustments related to foreign tax filings of $843,000.
In 2020, interpretations of a German law relating to withholding taxes on intellectual property rights emerged. The Company is tax resident in numerous jurisdictions around the world and has identified its major tax jurisdictions as the United States, Ireland, and China. The statutory tax rate is 12.5% in Ireland and 25% in China. International rights to certainconducted a careful review of the Company’s intellectual property are held by a subsidiary whose legal jurisdiction does notinterpretation, submitted required tax filings, and believes it has adequate reserves for this income, resulting in a foreignGerman tax exposure.
Excluding the impact of all discrete tax items, the Company’s effective tax rate lower than the above mentioned statutory rates. However, thiswas an expense of 16% of pre-tax income has been includedin 2021 and 17% of pre-tax income in 2020. The decrease in the provisional estimateeffective tax rate excluding discrete tax items was due to the impact of higher estimated tax credits in 2021, partially offset by more of the one-time transitionalCompany's profits being earned and taxed in higher tax on unrepatriated foreign earnings under the Tax Act. The Company has not yet determined how the Tax Act will impact its financial statement assertion related to indefinite reinvestment in future years.jurisdictions.
Year Ended December 31, 20162020 Compared to Year Ended December 31, 20152019
Revenue
Revenue for the year ended December 31, 20162020 was $811,020,000 compared to $725,625,000 for the prior year, representing an increase of 12%. The increase was due largely to higher revenue from customers in the consumer electronics and logistics industries, which were our two largest markets in 2020. During the year, it appeared that manufacturers of electronics products and e-commerce providers in the logistics industry both benefited from the "stay-at-home" conditions that arose from the COVID-19 pandemic in 2020. Revenue from customers in the consumer electronics and logistics industries increased by $70,196,000, or 16%approximately 30% and 40%, respectively, from the prior year. Changesyear, and a significant portion of this growth came from large customers in foreign currency exchange rates did not have a material impact on revenue. Revenue from factory automation customers increasedthese industries. Our total revenue and quarterly timing of revenue is impacted by $70,737,000, or 17%, whilethe purchasing cycles of these large customers.
In contrast, our results indicated that other industries we serve had experienced significantly lower demand during the COVID-19 pandemic, most notably the automotive industry, which was our largest market in 2019. Although revenue from semiconductor and electronics capital equipment manufacturers, which represented only 4% of revenuecustomers in 2016 and 5% of revenue in 2015,the automotive industry for the full year 2020 decreased by $541,000, or 2%,approximately 20% from the prior year.
The increaseyear, automotive revenue for the fourth quarter of 2020 was slightly higher than the fourth quarter of 2019 and increased sequentially in factory automationthe last two quarters of 2020. In addition, revenue wasfrom customers in certain industries in which we have a smaller presence, including medical-related industries, increased for the full year 2020 from the prior year, due in part to higher revenueCOVID-19 applications for Cognex products. Although we continue to experience certain disruptions to our business from a material customerCOVID-19 and the situation is continuously changing, the impact of these conditions on our business appears to have been most severe in the consumer electronics industry. Revenue from all other factory automation customers increased from the prior year by 15% due tosecond quarter of 2020.
From a higher volume of machine vision products sold. This increase from all other factory automation customers came from all major regions, including a 12% increasegeographic perspective, revenue from customers based in the Americas a 17% increaseincreased by 12% from the prior year driven by higher revenue in the logistics industry, partially offset by lower revenue in the automotive industry. A significant portion of our logistics business currently comes from customers based in the Americas. Although this region had the largest dollar growth of logistics revenue in 2020, we are making investments to grow our logistics
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business outside of the Americas and our logistics revenue increased in all of our major regions in 2020. Revenue from customers based in Europe decreased by 8% from the prior year due to lower revenue in the automotive and a 19% increaseconsumer electronics industries, partially offset by higher revenue in the logistics industry. Revenue from customers based in Asia.Greater China increased by 46% from the prior year due largely to higher revenue in the consumer electronics industry, partially offset by lower revenue in the automotive industry. In recent years, there has been a shift in procurement for certain electronics orders for Cognex products used on assembly lines in China. This procurement shift resulted in an increase in consumer electronics revenue reported in Greater China that was previously reported in Europe. Revenue from other countries in Asia increased by 17% from the prior year due primarily to higher revenue in the consumer electronics and logistics industries.
Gross Margin
Gross margin as a percentage of revenue was 78%improved to 75% in 20162020 compared to 77%74% in 2015.2019. The increase in the gross margin percentage was primarily due primarily to the favorable impact of material cost reductions and volume purchasing,the higher revenue on fixed manufacturing costs, as well as manufacturing efficiencies achievedfavorable product mix. In 2020, revenue from customers in the consumer electronics and logistics industries each represented a highergreater percentage of our total revenue level as fixed manufacturing costs were spread overthan the prior year. Although our logistics margins are lower relative to our total gross margin, these margins improved from 2019 and the impact of logistics on our gross margin was more than offset by a larger revenue base. These increases weregreater contribution of relatively higher-margin consumer electronics revenue.
The favorable impact of sales volume and product mix was partially offset by a trend toward higher hardware contentprovisions for excess and obsolete inventories, which totaled $9,908,000 in our product sales as we

move away from software-only solutions,2020 compared to $5,296,000 in 2019. The higher inventory charges, and an increased level of projectsprovisions in 2020 was due to lower projected sales of excess inventories as a result of the logistics industry that require installation services with lower margins.deteriorating global economic conditions from the COVID-19 pandemic.
Operating Expenses
Research, Development, and Engineering Expenses
Research, development, and engineering (RD&E) expenses in 20162020 increased by $8,478,000,$11,555,000, or 12%10%, from the prior year as detailed in the table below (in thousands).
RD&E expenses in 2015$69,791
Personnel-related costs3,615
Incentive compensation plans3,014
Stock-based compensation expense1,067
Other782
RD&E expenses in 2016$78,269
RD&E expenses in 2019$119,427 
Acquisition-related compensation costs7,963 
Incentive compensation7,912 
Stock-based compensation expense(2,405)
Travel expenses(2,083)
Other168 
RD&E expenses in 2020$130,982
RD&E expenses increased due to higher compensation costs related to the Company's acquisition of Sualab Co., Ltd. in the fourth quarter of 2019. These incremental compensation costs included a new team of deep learning engineers, as well as deferred payments from the acquisition that are being recorded as compensation expense over four years from the closing date and that accounted for $4,189,000 of this increase. Excluding the addition of the Sualab deep learning team, RD&E personnel-related costs resulting primarilydecreased slightly from headcount additions2019 to support new product initiatives and2020, as the higher business level. These headcount additions included engineering talentimpact of incremental resources added largely in 2019 were offset by savings from four business acquisitions completeda workforce reduction in the last few monthssecond quarter of 2016 that are expected2020.
RD&E expenses also increased due to help accelerate the development of future products. In addition, higher expenses for annual incentive compensation plan accrualsplans. Relevant performance goals for these plans are set at the beginning of each year, with the ability to earn upside if the goals are exceeded. The Company did not achieve its performance goal to earn a company bonus in 2019, while the goal set for 2020 was exceeded based on the Company's operating income margin. Expenses for the fourth quarter of 2020 included a true-up of the annual liability to reflect the upside achievement based on our strong operating results for the quarter that exceeded our prior estimates.
These increases were recorded in 2016partially offset by lower stock-based compensation expense as a result of higher achievement levels based upona lower total value of awards granted in 2020 as compared to 2019, as well as the Company's performance. Stock-basedimpact on the timing of expense recognition due to changes in restricted stock unit vesting schedules. In addition, credits were recorded to stock-based compensation expense wasin the second quarter of 2020 for awards canceled as a result of a workforce reduction. The Company also higher than the prior year.incurred lower travel expenses resulting from COVID-19 restrictions.

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Selling, General, and Administrative Expenses
Selling, general, and administrative (SG&A) expenses decreased in 2016 increased2020 by $9,436,000,$6,249,000, or 6%2%, from the prior year as detailed in the table below (in thousands).
SG&A expenses in 2015$156,674
Incentive compensation plans6,388
Personnel-related costs4,232
Sales demonstration equipment1,159
Depreciation expense1,500
Microscan legal fees and settlement(5,023)
Other1,180
SG&A expenses in 2016$166,110
SG&A expenses in 2019$273,842 
Travel expenses(13,980)
Contract labor(2,444)
Marketing programs(1,813)
Recruiting fees(1,077)
Incentive compensation19,079 
Other(6,014)
SG&A expenses in 2020$267,593
SG&A expenses increaseddecreased due to lower travel expenses resulting from COVID-19 restrictions. The majority of these savings came from sales activities, which were redirected to online efforts due to shutdowns of customer facilities for portions of 2020. In addition, the Company reduced spending on contract labor, marketing programs, and recruiting activities as part of actions taken to reduce operating costs during the global pandemic.
These decreases were partially offset by higher expenses for annual incentive compensation plan accruals, includingplans. Relevant performance goals for these plans are set at the beginning of each year, with the ability to earn upside if the goals are exceeded. The Company did not achieve its performance goal to earn a company bonus in 2019, while the goal set for 2020 was exceeded based on the Company's operating income margin. Expenses for the fourth quarter of 2020 included a true-up of the annual liability to reflect the upside achievement based on our strong operating results for the quarter that exceeded our prior estimates. Likewise, sales commissions were higher than the prior year due to a greater portion of our sales team exceeding the performance goals set in their commission plans and bonus plans as a result of higher achievement levels based upon the Company's performance. In addition,in 2020 versus 2019.
SG&A personnel-related costs were higherrelatively flat from the prior year, as the impact of incremental resources added largely in 2016 resulting2019 were offset by savings from headcount additions, principally sales personnel. The Company also increased its spending on sales demonstration equipment related to new products and incurred higher depreciation expense related primarily to information technology and facilities investments. Offsetting these increases wasa workforce reduction in the settlementsecond quarter of patent litigation actions with Microscan Systems, Inc. in 2015. The company recorded legal fees of $3,190,000 and a settlement expense of $1,833,000 related to these actions in 2015.2020.
Non-operating Income (Expense)
The Company recorded foreign currency gains of $101,000$3,697,000 in 20162020 and $1,122,000 in 2015. The foreign currency losses of $509,000 in 2019. Foreign currency gains in each period resultedand losses result primarily from the revaluation and settlement of cash, accounts receivable, accounts payable, and intercompany balances that are reported in one currency and collecteddenominated in another. In 2020, the Company recognized foreign currency gains related to the revaluation of intercompany payables reported on the Company's China entity that are denominated in U.S. Dollars.
Investment income increaseddecreased by $3,365,000,$6,695,000, or 92%34%, from the prior year. In 2016, the Company received $2,257,000 in cash distributions from its limited partnership investment, of which $942,000 was accounted for as a return of capital, reducing the carrying value of this investment to zero, with the remaining $1,315,000 recorded as investment income. Future distributions will be recorded as investment income as they occur. The remaining increase in investment incomedecrease was due to increased funds available for investment, as well as higherlower yields on the Company's portfolio of debt securities.securities, and to a lesser extent, lower average investment balances.
The Company recorded other expense of $309,000 in 2020 and other income of $871,000$1,212,000 in 2016 and $645,000 in 2015.2019. Other income included a benefit(expense) includes fair value adjustments of $463,000 in 2016 and $790,000 in 2015contingent consideration liabilities arising from business acquisitions. In 2019, the Company recorded favorable fair value adjustments related to its acquisition of GVi Ventures, Inc., resulting from a decreaselower level of revenue in the fair value of the contingent consideration liability that arose from a 2015 business acquisition (refer to Note 20 to the Consolidated Financial Statements in Part II - Item 8 of this Annual Report on Form 10-K for further information). Other income also included a foreign government

subsidy of $422,000 in 2016 and $268,000 in 2015. In addition, other income (expense) included rental income, net of associated expenses, from leasing space in buildings adjacent to the Company’s corporate headquarters. Rental expenses declined from the prior year, while rental income was relatively flat.Americas' automotive industry.
Income Tax Expense (Benefit)
The Company’s effective tax rate was 11%an expense of the Company’s6% of pre-tax income in 20162020 compared to 15%a benefit of 25% of pre-tax income in 2015.2019. The effective tax rate in both years reflected several discrete tax items described below.
The effective tax rate for 2016 included a decrease in tax expense of $11,889,000$12,788,000 in 2020 and $6,472,000 in 2019 related to stock options, primarily from the excess tax benefit arising from the difference between the deduction for tax purposes and the compensation cost recognized for financial reporting purposes from stock option exercises.
In 2016,2020, the Company adopted Accounting Standards Update 2016-09, "Improvementsrecorded discrete tax items related to Employee Share-Based Payment Accounting," which was issued by the Financial Accounting Standards Board in March 2016. This Update requires excess tax benefits to be recognized as income tax benefit in the income statement. Previous guidance required excess tax benefits to be recognized as additional paid-in-capital in shareholders' equity on the balance sheet. The effective tax rate for 2016 also included the impactfinal true-up of the following additional discreteprior year tax events: (1)accrual upon filing the related tax return. This included a decrease in tax expense of $893,000 from the expiration$13,984,000 primarily to recognize a foreign tax benefit on certain gains taxed outside of the statutesUnited States based on clarifications to rules related to the use of limitationsforeign tax credits. This benefit was partially offset by tax expense for certaina transfer price adjustment in China of $3,267,000 and smaller tax expense adjustments related to foreign tax filings of $843,000.
In 2020, interpretations of a German law relating to withholding taxes on intellectual property rights emerged. The Company conducted a careful review of the interpretation and believes it has adequate reserves for incomethis German tax uncertainties, (2)exposure.
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In 2019, the Company made changes to its international tax structure as a result of European Union tax reform legislation, and as a result, recorded a net discrete tax benefit of $87,500,000. Also, in 2019, the Company migrated acquired intellectual property to certain subsidiaries, and as a result, recorded a discrete tax expense of $28,528,000.
Other discrete tax items, none of which were individually material, resulted in a net decrease in tax expense of $439,000 from the final true-up of the prior-year's tax accrual upon filing the actual tax returns, (3) an increase$307,000 in tax expense of $547,000 from a 5% withholding tax triggered by the movement of intellectual property purchased as part of a foreign business acquisition,2020 and (4) an increase$1,932,000 in tax expense of $1,260,000 from the write-off of a deferred tax asset related to foreign branches resulting from an IRS rule change.
The effective tax rate for 2015 included the impact of the following discrete tax events: (1) a decrease in tax expense of $1,105,000 from the final true-up of the prior year’s tax accrual upon filing the actual tax returns, (2) a decrease in tax expense of $975,000 from the expiration of statutes of limitations for certain reserves for income tax uncertainties, (3) a decrease in tax expense, net of reserves, of $910,000 from the retroactive application of the 2015 research and development tax credit passed by Congress in December 2015 and applied retroactively to January 1, 2015, and (4) an increase in tax expense of $65,000 from the write down of a deferred tax asset.
2019. Excluding the impact of theseall discrete tax events,items, the Company’s effective tax rate was 18%an expense of 17% of pre-tax income in both 20162020 and 2015.16% of pre-tax income in 2019. The majority of income earned outsideincrease in the effective tax rate excluding discrete tax items was due to more of the United States is indefinitely reinvested to provide funds for international expansion. The Company is tax residentCompany's profits being earned and taxed in numerous jurisdictions around the world and has identified its majorhigher tax jurisdictions, as well as the United States, Ireland and China. The statutory tax rate is 12.5%impact of changes in Ireland and 25% in China, compared2019 to the U.S. federal statutory corporateCompany's international tax rate of 35%. International rights to certain of the Company’s intellectual property are held by a subsidiary whose legal jurisdiction does not tax this income, resulting in a foreign effective tax rate lower than the above mentioned statutory rates.structure.
Discontinued Operations
On July 6, 2015, the Company completed the sale of its Surface Inspection Systems Division (SISD) that specialized in machine vision products that inspect the surfaces of materials processed in a continuous fashion. The financial results of SISD are reported as a discontinued operation for all periods presented. Net loss from discontinued operations was $255,000 in 2016 compared to net income of $79,410,000 in 2015. Net income in 2015 included a gain on the sale of SISD, net of tax, of $78,182,000. Refer to Note 19 to the Consolidated Financial Statements in Part II - Item 8 of this Annual Report on Form 10-K for further information.
A binding arbitration was concluded in the second quarter of 2016 with respect to certain product performance claims made by an SISD customer, for which the Company remained responsible under the indemnity provisions of the sale transaction. In that proceeding, the tribunal ordered the Company to pay the customer approximately $326,000, primarily representing a refund of the product purchase price. The tribunal also ordered the customer to pay the Company approximately $45,000, primarily representing reimbursement of legal fees. The net settlement of $281,000 was recorded in discontinued operations in 2016, along with $123,000 of legal fees. The tax benefit related to this expense was $149,000, resulting in a net loss from discontinued operations of $255,000.
LIQUIDITY AND CAPITAL RESOURCES
The Company has historically been able to generate positive cash flow from operations, which has funded its operating activities and other cash requirements and has resulted in an accumulated cash and investment balance of $827,984,000$907,364,000 as of December 31, 2017.2021. The Company has established guidelines relative to credit ratings, diversification, and maturities of its investments that maintain liquidity.
The Company’s cash requirements in 20172021 were primarily met with positive cash flows from operations investment maturities, and the proceeds from stock option exercises. Cash requirements consisted of operating activities, investment purchases, the repurchase of common stock, the payment of dividends, cash paid for business acquisitions, and capital

expenditures. Working capital requirementsOperating activities included a significant increase in accounts receivable resulting from the higher business level and the timing of invoicing for a material customer, as well as a significant increase incash outflows to secure inventories to support the higher business levellevels and build safety stock in advance of the Company's Enterprise Resource Planning (ERP) system implementation and to mitigate the Company's exposure to significant increasesdemand changes or supply disruptions. Cash outlays in demand similarthe first quarter of 2022 are planned to what it experiencedinclude incentive compensation payments that were earned and accrued in 2017.2021.
Capital expenditures in 20172021 totaled $28,754,000$15,455,000 and consisted primarily of computer hardware and software, (including the ERP system referred to in the subsequent paragraph), manufacturing test equipment related to new product introductions, and improvements made to the Company’sCompany's headquarters building in Natick, Massachusetts, andMassachusetts. In 2021, the Company's distribution centerCompany made investments in Cork, Ireland.
In 2017, cash outflowsbusiness systems related to its sales process, the preliminary project and application development activities for a new ERP system totaled $10,814,000, consisting of $3,684,000 of external direct costs for outside services and $1,716,000 of internal personnel-related costs for employees assigned to this project, bothmajority of which were expensed, and $5,414,000 ofaccounted for as a capital expenditures. As of the date of this report, the Company expects the capitalized software to beasset that was placed into service in the secondfirst quarter of 2018.2022. Although the Company continues to make investments in its business systems related to its sales process, these investments are not expected to be material over the long term.
The Tax CutsCompany's material cash requirements include contractual obligations related to inventory purchase commitments and Jobs Act was signed into law onleases. As of December 22, 2017, and as a result,31, 2021, the Company has recorded a one-time estimated transition tax on unrepatriated foreign earningshad inventory purchase commitments of $101,379,000 in 2017. The Company has offset this expense$100,750,000, with net operating lossesthe majority payable within 12 months, and tax prepayments resulting in a net estimated liabilitylease payment obligations of $66,741,000, which is$37,968,000, with $9,178,000 payable over eight years beginning in 2019.

The following table summarizes the Company’s material contractual obligations, both fixed and contingent (in thousands):
Year Ended December 31,Inventory Purchase Commitments Leases Total
2018$6,528
 $5,762
 $12,290
2019
 4,087
 4,087
2020
 2,962
 2,962
2021
 2,371
 2,371
2022
 1,219
 1,219
Thereafter
 865
 865
 $6,528
 $17,266
 $23,794

within 12 months.
In addition to the obligations described above, the following items may also result in future material uses of cash:
Stock Repurchases
In November 2015,October 2018, the Company's Board of Directors authorized the repurchase of $100,000,000$200,000,000 of the Company's common stock. As of December 31, 2017,Under this October 2018 program, the Company repurchased 2,670,0001,398,000 shares at a cost of $100,000,000 under this program, including 1,592,000$61,690,000 in 2019, 1,215,000 shares at a cost of $68,915,000$51,036,000 in 2017. Stock repurchases2020, and 957,000 shares at a cost of $78,652,000 in 2021, which completed purchases under this November 2015 program are now complete. In April 2017,program. On March 12, 2020, the Company's Board of Directors authorized the repurchase of an additional $100,000,000$200,000,000 of the Company's common stock. As of December 31, 2017,Under this March 2020 program, the Company repurchased 941,0001,060,000 shares at a cost of $54,800,000 under this program,$83,000,000 in 2021, leaving a remaining authorized balance of $45,200,000. Total stock repurchases in 2017 amounted to $123,715,000.$117,000,000. The Company may repurchase shares under this program in future periods depending on a variety of factors, including, among other things, the impact of dilution from employee stock options,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.
Dividends
The Company’s Board of Directors declared and paid cash dividends of $0.0375$0.050 per share in the first, quarter of 2017, $0.0425 per share in the second, and third quarters of 2017, and $0.04502019, $0.055 per share in the fourth quarter of 2017.2019 and in the first, second, and third quarters of 2020, and $0.060 per share in the fourth quarter of 2020 and in the first, second, and third quarters of 2021. The dividend was increased to $0.065 per share in the fourth quarter of 2021. Also, in the fourth quarter of 2020, an additional special cash dividend of $2.00 per share was declared and paid. Total cash dividends paid in 2017 amounted to $29,037,000.$43,263,000 in 2021, $390,508,000 in 2020, which included $351,428,000 paid for the special cash dividend, and $35,124,000 in 2019. Future dividends will be declared at the discretion of the Company's Board of Directors and will depend uponon such factors as the Board deems relevant, including, among other things, the Company's ability to generate positive cash flow from operations.

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Business Acquisitions
The Company’s business strategy includes selective expansion into new machine vision markets and applications throughtotal consideration for the 2019 acquisition of businessesSualab Co., Ltd. included deferred payments of $24,040,000 that may become payable in October 2023, contingent upon the continued employment of key talent.
Income Taxes
The Tax Cuts and technologies. The Company has completed seven business acquisitions since August 2015, noneJobs Act of 2017 subjected unrepatriated foreign earnings to a one-time transition tax, which are significant individually or in the aggregate to the Company's financial positions or operating results. Certain of these acquisitions have contractual obligations for deferred cash payments, contingent cash payments tied to performance, and special incentive cash payments tied to employment, none of which are materially individually or in the aggregate to the Company's cash flows.
On April 4, 2017, the Company acquired all of the outstanding shares of ViDi Systems, S.A., a privately-held vision software company based in Switzerland. The total purchase price of $23,015,000 included cash payment of $20,019,000 in 2017, with the remaining $2,996,000, representing a holdback to secure potential claims under the agreement,is expected to be paidresult in the fourth quartertax payments of 2018.
On April 12, 2017, the Company acquired selected assets$51,113,000. These payments started in 2021 and assumed selected liabilities of GVi Ventures, Inc., a privately-held maker of pre-configured vision solutions for common automotive applications based in the United States. The total purchase price of $5,368,000 included cash payment of $4,069,000 in 2017 and contingent consideration, valued at $1,299,000 as of the acquisition date,are expected to be paid out over five years. The undiscounted potential outcomes related to the contingent consideration range from $0 to $3,500,000. As of December 31, 2017, the fair value of the contingent consideration was $1,581,000.continue through 2025.
The Company believes that its existing cash and investment balances, together with cash flow from operations, will be sufficient to meet its operating, investing, and financing activities for the next twelve months. As of December 31, 2017,In addition, the Company had $827,984,000 in cash and investments. In addition, Cognex has no long-term debt and does not anticipate needing debt financing in the near future.debt. We believe that our strong cash position has put us in a relatively good position with respect to ouranticipated longer-term liquidity needs.
OFF-BALANCE SHEET ARRANGEMENTS
As of December 31, 2017, the Company has no off-balance sheet arrangements as defined in Item 303(a)(4)(ii) of Regulation S-K.
CRITICAL ACCOUNTING POLICIES AND ESTIMATES
Our discussion and analysis of the Company’s financial condition and results of operations are based uponon the consolidated financial statements included in this Annual Report on Form 10-K, which have been prepared in accordance with accounting principles generally accepted in the United States. The preparation of these financial statements requires management to make estimates and judgments that affect the reported amounts of assets, liabilities, revenue, and expenses, and related disclosure of contingent assets and liabilities. We base our estimates on historical experience and various other assumptions believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. ActualChanges in accounting estimates are reasonably likely to occur from period to period. Accordingly, actual results could differ from these estimates under different assumptions or circumstances resulting in charges that could be material in future reporting periods. We believe the following critical accounting policies require the use of significant estimates and judgments in the preparation of our consolidated financial statements.
Revenue Recognition
The Company’s productCompany recognizes revenue is derivedin accordance with Accounting Standards Codification (ASC) 606, “Revenue from the saleContracts with Customers.” The core principle of machine vision systems, which can take the form of hardware with embedded software or software-only, and related accessories. The Company also generates revenue by providing maintenance and support, consulting, and training services to its customers. Certain of the Company’s arrangements include multiple deliverables that provide the customer with a combination of products or services. In orderASC 606 is to recognize revenue in a manner that depicts the Company requires that a signed customer contracttransfer of promised goods or purchase order is received, the fee from the arrangement is fixed or determinable, and collection of the resulting receivable is probable. Assuming that these criteria have been met, product revenue is generally recognized upon delivery, revenue from maintenance and support programs is recognized ratably over the program period, and revenue from consulting and training services is recognized when the services have been provided. When customer-specified acceptance criteria exist that are substantive, product revenue is deferred, along with associated incremental direct costs, until these criteria have been met and any remaining performance obligations are inconsequential or perfunctory.

For the majority of the Company's revenue transactions, revenue recognition and invoicing both occur upon delivery. In certain circumstances, however, the agreement with the customer provides for invoicing terms which differ from revenue recognition criteria, resulting in either deferred revenue or unbilled revenue. Invoicing that precedes revenue recognition is common for variousto customers in an amount that reflects the logistics industry where milestone billings are prevalent, resulting in deferred revenue. Conversely, the Company records unbilled revenue in connection with a material customer in the consumer electronics industry. For this arrangement, the Company recognizes revenue for all delivered products when the first production line that incorporates these products is validated, because at that point the remaining performance obligations are inconsequential or perfunctory. Invoicing for all delivered products occurs as the production lines incorporating those products are installed over a period of several weeks. The Company also has a technical support obligation relatedconsideration to this arrangement for which revenue is deferred and recognized over the support period.
The majority of the Company’s product offerings consist of hardware with embedded software. Under the revenue recognition rules for tangible products, the fee from a multiple-deliverable arrangement is allocated to each of the deliverables based upon their relative selling prices as determined by a selling-price hierarchy. A deliverable in an arrangement qualifies as a separate unit of accounting if the delivered item has value to the customer on a stand-alone basis. A delivered item that does not qualify as a separate unit of accounting is combined with the other undelivered items in the arrangement and revenue is recognized for those combined deliverables as a single unit of accounting. The selling price used for each deliverable is based upon vendor-specific objective evidence (VSOE) if available, third-party evidence (TPE) if VSOE is not available, and management’s best estimate of selling price (BESP) if neither VSOE nor TPE are available. VSOE is the price charged for a deliverable when it is sold separately. TPE is the price of the Company’s or any competitor’s largely interchangeable products or services in stand-alone sales to similarly-situated customers. BESP is the price at which the Company would sell the deliverable if it were sold regularly on a stand-alone basis, considering market conditions and entity-specific factors.
The Company reports revenueexpects to be entitled in exchange for certain of its product accessory sales on a net basis, by reducing the gross sale amount by the related costs, when certain factors in the arrangement with the customer indicate that the Company is acting as an agent, rather than as a principal.those goods or services.
Management exercisesuses significant estimates and judgment in connection with the determination ofwhen determining the amount of revenue to be recognized each period. Such judgments include, butperiod for application-specific customer solutions. Accounting for application-specific customer solutions requires management to monitor and evaluate customer contracts to determine the point in time at which the solution is validated. The Company’s application-specific customer solutions are not limitedcomprised of a combination of products and services which are accounted for as one performance obligation to determining whether separate contracts withdeliver a total solution to the same customercustomer. On-site support services that are entered into at or nearprovided to the same time should becustomer after the solution is deployed are accounted for as a single arrangement, identifyingseparate performance obligation. These solutions are provided to customers in a variety of industries, including the various elementsconsumer electronics and logistics industries.
Revenue for application-specific customer solutions is recognized at the point in time when the solution is validated, which is the point in time when the Company can objectively determine that the agreed-upon specifications in the contract have been met and the customer will accept the performance obligations in the arrangement. Although the customer may have taken legal title and physical possession of the goods when they arrived at the customer’s designated site, the significant risks and rewards of ownership transfer to the customer only upon validation. Revenue for on-site support services related to these solutions is recognized over the time the service is provided.
In certain instances, an arrangement determining ifmay include customer-specified acceptance provisions or performance guarantees that allow the customer to accept or reject delivered items have stand-alone value, determiningproducts that do not meet the relative selling pricescustomer’s specifications. If the Company can objectively determine that control of a good or service has been transferred to the arrangement’s deliverables, determining whether options to buy additional products or servicescustomer in accordance with the agreed-upon specifications in the futurecontract, then customer acceptance is a formality. If acceptance provisions are presumed to be substantive, and should be accounted for as a deliverable in the original arrangement, assessing whether the feethen revenue is fixed or determinable, determining the probabilitydeferred until customer acceptance.
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Table of collecting the receivable, determining whether customer-specified acceptance criteria are substantive in nature, determining whether remaining performance obligations are inconsequential or perfunctory, assessing whether vendor-specific objective evidence of fair value has been established for undelivered elements, and determining whether the Company is acting as a principal or an agent in an arrangement.Content
Investments
As of December 31, 2017,2021, the Company’s investment portfolio of debt securities totaled $721,402,000. The$721,203,000. These debt securities are reported at fair value, with unrealized gains and losses, net of tax, recordedincluded in shareholders’ equity as other comprehensive income (loss) since these securities are designated as available-for-sale securities. As of December 31, 2017,2021, the Company’s portfolio of debt securities had a net unrealized loss of $58,000.$3,902,000. Included in this net loss, were gross unrealized losses totaling $1,164,000,$4,971,000, of which $837,000$4,896,000 were in a loss position for less than twelve months and $327,000$75,000 were in a loss position for greater than twelve months.
The Company applies a three-level valuation hierarchy for fair value measurements. The categorization of assets and liabilities within the valuation hierarchy is based upon the lowest level of input that is significant to the measurement of fair value. Level 1 inputs to the valuation methodology utilize unadjusted quoted market prices in active markets for identical assets and liabilities. Level 2 inputs to the valuation methodology are other observable inputs, including quoted market prices for similar assets and liabilities, quoted prices for identical and similar assets and liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data. Level 3 inputs to the valuation methodology are unobservable inputs based upon management’s best estimate of the inputs that market participants would use in pricing the asset or liability at the measurement date, including assumptions about risk. Changes in the valuation methodology, interest rates, credit rates, or the market for these investments could result in changes to their fair values. Changes to the Level of an investment within the fair value hierarchy are determined at the end of the reporting period.

The Company’s debt securities are reported at fair value based upon 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, and are therefore classified as Level 2. Management is responsible for estimating the fair value of these financial assets and liabilities, and in doing so, considers valuations provided by a large, third-party pricing service. This service maintains regular contact with market makers, brokers, dealers, and analysts to gather information on market movement, direction, trends, and other specific data. They use this information to structure yield curves for various types of debt securities and arrive at the daily valuations.
Management monitors the carrying value of its debt securities compared to their fair valuethat are in an unrealized loss position to determine whether an other-than-temporary impairment has occurred. In considering whether a decline in fair value is other-than-temporary, we consider many factors, both qualitative and quantitative in nature, including the type of security, the credit rating of the security, the length of time the security has been in a loss position, the size of the loss position, our ability and intent to hold the security to expected recovery of value, and other meaningful information. If a decline in fair value is determined to be other-than-temporary, an impairment charge would be recorded in current operations to reduce the carrying value of the investment to its fair value. There were no other-than-temporary impairments of investments in 2017, 2016, or 2015.
Accounts Receivable
The Company maintains reserves against its accounts receivable for potential credit losses. Ongoing credit evaluations of customers are performed and the Company has historically not experienced significant lossesexists related to the collection of its accounts receivable. Allowances for specific accounts determined to be at risk for collection are estimated by management taking into account the length of time the receivable has been outstanding, the customer’s current ability to pay its obligations to the Company, general economic and industry conditions, as well as various other factors. Global economic uncertainty may result in longer payment cycles and challenges in collecting accounts receivable balances, which make these estimates more judgmental. An adverse change in any of these factors could result in higher than expected customer defaults and may result in the need for additional bad debt provisions. As of December 31, 2017, the Company’s reserve against accounts receivable was $1,568,000, or 1%credit quality of the gross accounts receivable balance. A 10% differenceissuer. 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. Credit losses on debt securities were not material in the reserve against accounts receivable as of December 31, 2017 would have affected net income by approximately $144,000.2021, 2020, or 2019.
Inventories
Inventories are stated at the lower of cost and net realizable value. Cost is determined using standard costs, which approximates actual costs under the first-in, first-out (FIFO) method. Net realizable value is the estimated selling price in the ordinary course of business, less readily predictable costs of completion, disposal, and transportation.
Management estimates excess and obsolescence exposures based uponon assumptions about future demand, product transitions, and marketgeneral economic and industry conditions, and records reserves to reduce the carrying value of inventories to their net realizable value. Volatility in the global economy makes these assumptions about future demand more judgmental. Among the risks associated with the introduction of new products are difficulty predicting customer demand and effectively managing inventory levels to ensure adequate supply of the new product and avoid excess supply of the legacy product. In addition, we may strategically enter into non-cancelable commitments with vendors to purchase materials for products in advance of demand to take advantage of favorable pricing or address concerns about the availability of future supplies, andbuild safety stock to help ensure customer shipments are not delayed should we experience higher than anticipated demand for materials with long lead times. Astimes, or take advantage of December 31, 2017, the Company’s reserve for excess and obsolete inventory totaled $4,961,000, or 6% of the gross inventory balance. A 10% difference in inventory reserves as of December 31, 2017 would have affected net income by approximately $456,000.favorable pricing.
Long-livedIntangible Assets
The Company has long-lived assets, including property, plant, and equipment and acquiredCompany's intangible assets. These assets are susceptible to shortened estimated useful lives and changes in fair value due to changes in their use, market or economic changes, or other events or circumstances. The Company evaluates the potential impairment of these long-livedintangible assets whenever events or circumstances indicate theirthe carrying value may not be recoverable. Factors that could trigger an impairment review include historical or projected results that are less than the assumptions used in the original valuation of an acquired asset, a change in the Company’s business strategy or its use of an acquired asset, or negative economic or industry trends.
If an event or circumstance indicates the carrying value of long-livedintangible assets may not be recoverable, the Company assesses the recoverability of the assets by comparing the carrying value of the assets to the sum of the undiscounted future cash flows that the assets are expected to generate over their remaining economic lives. If the carrying value exceeds the sum of the undiscounted future cash flows, the Company compares the fair value of the long-livedintangible assets to the carrying value and records an impairment loss for the difference. The Company generally estimates the fair value of its long-livedintangible assets using the income approach based uponon a discounted cash flow model. The income approach requires the use of many assumptions and estimates including future revenues and expenses, discount

factors, income tax rates, the identification of groups of assets with highly independent cash flows, and assets’ economic lives. Volatility in the global economy makes these assumptions and estimates more judgmental. No impairment losses were recorded in 2017, 2016, or 2015. Actual future operating results and the remaining economic lives of our long-livedintangible assets could differ from those used in assessing the recoverability of these assets and could result in an impairment of long-livedintangible assets in future periods.
Internal-use Software
The accounting treatmentDeteriorating global economic conditions from the COVID-19 pandemic triggered a review of intangible assets for computer software developed for internal use depends upon the nature of activities performed at each stage of development. The preliminary project stage includes conceptual formulation of design alternatives, determination of system requirements, vendor demonstrations, and final selection of vendors, and during this stage costs are expensed as incurred. The application development stage includes software configuration, coding, hardware installation, and testing. During this stage, certain costs are capitalized, including external direct costs of materials and services, as well as payroll and payroll-related costs for employees who are directly associated with the project, while certain costs are expensed as incurred, including training and data conversion costs. The post-implementation stage includes support and maintenance, and during this stage costs are expensed as incurred. Capitalization begins when both the preliminary project stage is completed and management commits to funding the project. Capitalization ceases at the point the project is substantially complete and ready for its intended use, that is, after all substantial testing is completed. The application of these rules requires the use of judgment to determine when the project has reached the next stage of development, which costs are directly associated with the project, and when the asset is ready for its intended use.
Goodwill
Management evaluates the potential impairment of goodwill annually each fourth quarter and whenever events or circumstances indicate their carrying value may not be recoverable. On July 6, 2015, the Company completed the sale of its Surface Inspection Systems Division (SISD). The Company had previously identified SISD, along with its Modular Vision Systems Division (MVSD), as reporting units for purposes of its goodwill impairment test. Given the disposition of SISD, management reviewed its reporting units and concluded that the Company now has one reporting unit. Determining the Company’s reporting units requires judgments regarding what constitutes a business and at what level discrete financial information is available and reviewed by management.
The Company performs a qualitative assessment of goodwill (commonly known as “step zero”) to determine whether further impairment testing is necessary. If this qualitative assessment indicates that it is more likely than not that the fair value of a reporting unit is less than its carrying amount, the entity would proceed to a two-step process. Step one compares the fair value of the reporting unit with its carrying value, including goodwill. If the carrying amount exceeds the fair value of the reporting unit, step two is required to measure the amount of impairment loss. Step two compares the implied fair value of the reporting unit goodwill to the carrying amount of the goodwill. The Company estimates the fair value of its reporting unit using the income approach based upon a discounted cash flow model. In addition, the Company uses the market approach, which compares the reporting unit to publicly-traded companies and transactions involving similar businesses, to support the conclusions based upon the income approach. The income approach requires the use of many assumptions and estimates including future revenues, expenses, capital expenditures, and working capital, as well as discount factors and income tax rates.
Factors that management considered in the qualitative assessment include macroeconomic conditions, industry and market considerations, overall financial performance (both current and projected), changessecond quarter of 2020. This review resulted in management or strategy, changesintangible asset impairment charges totaling $19,571,000 recorded in the composition or carrying amount of net assets, and market capitalization. Based on the qualitative assessment, management does not believe that it is more likely than not that the carrying value of its reporting unit exceeds its fair value.2020. No impairment lossescharges related to intangible assets were recorded in 2017, 2016,2021 or 2015.
Warranty Obligations
The Company records the estimated cost of fulfilling product warranties at the time of sale based upon historical costs to fulfill claims. Obligations may also be recorded subsequent to the time of sale whenever specific events or circumstances impacting product quality become known that would not have been taken into account using historical data. While we engage in extensive product quality programs and processes, including actively monitoring and evaluating the quality of our component suppliers and third-party contract manufacturers, the Company’s warranty obligation is affected by product failure rates, material usage, and service delivery costs incurred in correcting a product failure. An adverse change in any of these factors may result in the need for additional warranty provisions. As of December 31, 2017, the Company’s accrued warranty obligations amounted to $4,701,000. A 10% difference in accrued warranty obligations as of December 31, 2017 would have affected net income by approximately $433,000.

Contingencies
Estimated losses from contingencies are accrued by management based upon whether a loss is probable and whether management has the ability to reasonably estimate the amount of the loss. Estimating potential losses, or even a range of losses, is difficult and involves a great deal of judgment. Management relies primarily on assessments made by its internal and external legal counsel to make the determination as to whether a loss contingency arising from litigation should be recorded or disclosed. This analysis is performed each reporting period or when facts and circumstances dictate. Should the resolution of a contingency result in a loss that we did not accrue because management did not believe that the loss was probable or capable of being reasonably estimated, then this loss would result in a charge to income in the period the contingency was resolved. The Company did not have any significant accrued contingencies as of December 31, 2017.
Derivative Instruments
In certain instances, the Company enters into forward contracts to hedge against foreign currency fluctuations. The Company's forward contracts are reported at fair value based upon 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. The Company's forward contracts are typically traded or executed in over-the-counter markets with a relatively high degree of pricing transparency. The market participants are generally large commercial banks.
Currently, the Company enters into two types of hedges to manage foreign currency exchange rate risk. The first are economic hedges which utilize foreign currency forward contracts 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. These economic hedges are not designated as effective hedges, and therefore, do not qualify for effective hedge accounting. The second are cash flow hedges which utilize foreign currency forward contracts to protect our budgeted revenues and expenses against foreign currency exchange rate changes compared to our budgeted rates. These cash flow hedges are designated for hedge accounting, and therefore, the effective portion of the forward contract's gain or loss is reported in shareholders' equity as other comprehensive income (loss) and is reclassified into current operations as the hedged transaction impacts current operations. Should these hedges fail to qualify for hedge accounting or be ineffective, the gain or loss on the forward contract would be reported in current operations immediately as opposed to when the hedged transaction impacts current operations. This may result in material foreign currency gains or losses.2019.
Stock-Based Compensation
Compensation expense is recognized for all grants of stock optionoptions and restricted stock grants.units. Determining the appropriate valuation model and estimating the fair values of thesestock option grants requires the input of subjective assumptions, including expected stock price volatility, dividend yields, expected term, and forfeiture rates. The expected volatility assumption is based partially upon the historical volatility of the Company’s common stock, which may or may not be a true indicator of future volatility, particularly as the Company continues to seek to diversify its customer base.volatility. The assumptions used in calculating the fair values of stock option grants represent management’s best estimates, but these estimates involve inherent uncertainties and the
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Table of Content
application of judgment. As a result, if factors change and different assumptions are used, stock-based compensation expense could be significantly different from what the Company recorded in the current period.
Income Taxes
Significant judgment is required in determining worldwide income tax expense based uponon tax laws in the various jurisdictions in which the Company operates. The Company has established reserves for income taxes by applying the “more likely than not” criteria, under which the recognition threshold is met when an entity concludes that a tax position, based solely on its technical merits, is more likely than not to be sustained upon examination by the relevant tax authority. All tax positions are analyzed periodically and adjustments are made as events occur that warrant modification, such as the completion of audits or the expiration of statutes of limitations, which may result in future charges or credits to income tax expense. The Company is currently under audit by the Internal Revenue Service (“IRS”) for the tax years 2017 and 2018. Additionally, the Company is under audit by the Commonwealth of Massachusetts for tax years 2017 and 2018. Although management believes the Company is adequately reserved for these audits, the evaluation of the Company’s tax positions involves significant judgment, and the final determination these tax audits and any related litigation could result in material changes in our estimates.
As part of the process of preparing consolidated financial statements, management is required to estimate income taxes in each of the jurisdictions in which the Company operates. This process involves estimating the current tax liability, as well as assessing temporary differences arising from the different treatment of items for financial statement and tax purposes. These differences result in deferred tax assets and liabilities, which are recorded on the Consolidated Balance Sheets.

On December 22, 2017, theThe Tax Cuts and Jobs Act (the "Tax Act")of 2017 imposed a minimum tax on foreign earnings related to intangible assets, known as the Global Intangible Low-Taxed Income (GILTI) tax. In 2019, the Company elected to account for the impact of the GILTI minimum tax in deferred taxes, a change from the Company’s initial election made in 2018 whereby the GILTI minimum tax was signed into law and, as a result, the U.S. federal statutory corporate tax rate was lowered from 35% to 21%. The Company has remeasured its deferred tax positions as of December 31, 2017 at the new enacted tax rate, and accordingly, has recognizedincluded in income tax expense of $12,523,000 from the write down of deferred tax assets in 2017.as incurred on an annual basis. Management has evaluated the realizability of these remeasured deferred tax assets and has determined that this change is considered preferable, based on the conclusion that it is more likely than not that the remeasured value of these assets will be realized, net of any valuation allowance. In reaching this conclusion, we have evaluated relevant criteria, includingappropriately matches the Company’s historical profitability, current projections of future profitability, and deferred income tax implications related to the lives ofchange in tax credits, net operating and capital losses, and other carryforwards, certain of which have indefinite lives. Shouldstructure noted below.
In 2019, the Company failmade changes to generate sufficient pre-tax profits in future periods, we may be required to record further material adjustments to these deferredits international tax assets, resulting in additional charges to income in the period of determination.
The Tax Act also subjects unrepatriated foreign earnings to a one-time transition tax, for which the Company has recorded estimated tax expense of $101,379,000 in 2017. The Securities and Exchange Commission (SEC) released Staff Accounting Bulletin (SAB) No. 118 to provide guidance to companies on how to implement the accounting and disclosure changes requiredstructure as a result of tax reform legislation enacted by the Tax Act. The SEC staff guidance has recognizedEuropean Union that due toresulted in an intercompany sale of intellectual property based on the complexity and timing of the release of the Tax Act, the accounting for this change in the law may be incomplete upon issuance of a company's financial statements for the reporting period in which the Tax Act was enacted. SAB No. 118 states that if a company can determine a reasonable estimate for the effects of the Tax Act then this estimate can be included in the financial statements. The Company has made what it considers to be a reasonable estimate of the impact of the new taxes relating to foreign earnings and the write-down of its deferred tax assets in its financial statements. This significant estimate is highly judgmental and changes to this estimate could result in material charges or credits in future reporting periods. U.S. Treasury regulations and administrative guidance have not been finalized as of the datefair value of this Annual Report on Form 10-K.  The issuanceintellectual property. Also in 2019, in connection with the acquisition of final regulations may requireSualab Co. Ltd., the Company migrated acquired intellectual property to revisecertain subsidiaries to align with its estimates of earnings and profits as well as certain deferred taxes as required.
The Company will continuecorporate tax structure. Significant judgment was required to gather and analyze information on historical unrepatriated foreign earnings and to monitor state laws relating to this income to finalize both the federal and state tax impact. The Tax Act limits certain deductions and these limitations may impact the value of existing deferred tax assets. The Company will continue to review the impact of these limitations as regulatory guidance is issued.
Business Combinations
Business combinations are accounted for under the acquisition method of accounting. Determining what constitutes a business to qualify as a business combination requires some judgment. Allocating the purchase price requires the Company to identify and estimate the fair values of various assets acquired and liabilities assumed. Management is responsible for determining the appropriate valuation model and estimated fair values, and in doing so, considers a number of factors, including information provided by an outside valuation advisor. Management primarily establishes fair value using the income approach based upon a discounted cash flow model. The income approach requires the use of many assumptions and estimates including future revenues and expenses, as well as discount factors. Contingent consideration liabilities are reported at their estimated fair values based upon probability-adjusted present values of the consideration expectedmigrated intellectual property, including management estimates related to be paid, using significant inputs and estimates. Key assumptions used in these estimates include probability assessments with respect to the likelihood of achieving certain milestonesforecasted future cash flows and discount rates consistent with the level of risk of achievement. The fair value of these contingent consideration liabilities are remeasured each reporting period, with changes in the fair value recorded in "Other income (expense)" on the Consolidated Statement of Operations. The remeasured liability amount could be significantly different from the amount at the acquisition date, resulting in material charges or credits in future reporting periods.rates.
NEW PRONOUNCEMENTS
Refer to Part II, Item 8 - Note 2 within this Form 10-K, for a full description of recently issued accounting pronouncements including the expected dates of adoption and expected impact on the financial position and results of operations of the Company.
ITEM 7A: QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The Company is exposed to certain risks relating to its ongoing business operations, including foreign currency exchange rate risk and interest rate risk. The Company currently mitigates certain foreign currency exchange rate risks with derivative instruments. The Company does not currently manage its interest rate risk with derivative instruments.

Foreign Currency Risk
The Company faces exposure to foreign currency exchange rate fluctuations, as a significant portion of its revenues, expenses, assets, and liabilities are denominated in currencies other than the functional currencies of the Company’s subsidiaries or the reporting currency of the Company, which is the U.S. Dollar. In certain instances, we utilize forward contracts to hedge against foreign currency fluctuations. These contracts are used to minimize foreign currency gains or losses, as the gains or losses on the derivative are intended to offset the losses or gains on the underlying exposure. We do not engage in foreign currency speculation.
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 two types of hedges to manage this risk. The first are economic hedges which utilizeutilizing foreign currency forward contracts with maturities of up to 4595 days 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
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Table of the assets and liabilities being hedged. The second are cash flow hedges which utilize foreign currency forward contracts with maturities of up to 18 months to hedge specific forecasted transactions of the Company's foreign subsidiaries with the goal of protecting our budgeted revenues and expenses against foreign currency exchange rate changes compared to our budgeted rates.Content
The Company had the following outstanding forward contracts (in thousands):
December 31, 2017 December 31, 2016December 31, 2021December 31, 2020
CurrencyNotional ValueUSD EquivalentHigh RateLow Rate Notional ValueUSD EquivalentHigh RateLow RateCurrencyNotional ValueUSD EquivalentHigh RateLow RateNotional ValueUSD EquivalentHigh RateLow Rate
       
Derivatives Designated as Hedging Instruments:     
Japanese Yen
$


 342,500
$2,960
132.28
113.98
Hungarian Forint



 39,000
130
316.62
316.13
Singapore Dollar



 150
97
1.6328
1.6293
Derivatives Not Designated as Hedging Instruments:Derivatives Not Designated as Hedging Instruments: Derivatives Not Designated as Hedging Instruments:
EuroEuro65,000 $73,748 0.8814 0.8814 50,000 $61,342 0.8151 0.8151 
Chinese RenminbiChinese Renminbi54,374 8,500 6.40— — — — 
Mexican PesoMexican Peso140,000 6,842 20.46 20.46 155,000 7,776 19.93 19.93 
Japanese Yen455,000
$4,049
134.88
134.88
 650,000
$5,554
123.12
123.12
Japanese Yen600,000 5,213 115.10 115.10 600,000 5,808 103.30 103.30 
British Pound1,650
2,232
0.8874
0.8874
 1,350
1,658
0.8567
0.8567
British Pound3,370 4,552 0.7403 0.7403 1,675 2,287 0.7324 0.7324 
Hungarian ForintHungarian Forint1,355,000 4,155 326.11 326.11 1,330,000 4,494 295.93 295.93 
Canadian DollarCanadian Dollar1,480 1,167 1.27 1.27 1,285 1,010 1.27 1.27 
Korean Won1,825,000
1,708
1,282
1,282
 1,750,000
1,450
1,270
1,270
Korean Won— — — — 6,925,000 6,377 1,086 1,086 
Hungarian Forint545,000
2,110
309.95
309.95
 425,000
1,448
308.79
308.79
Taiwanese DollarTaiwanese Dollar— — — — 38,035 1,362 27.93 27.93 
Singapore Dollar



 1,350
929
1.5287
1.5287
Singapore Dollar— — — — 1,465 1,110 1.32 1.32 
Taiwanese Dollar37,725
1,278
35.43
35.43
 26,000
802
34.12
34.12
Swiss Franc1,365
1,401
0.9740
0.9740
 



A change in foreign currency exchange rates could materially impact the fair value of these contracts; however, if this occurred, the fair value of the underlying exposures hedged by the contracts would change by a similar amount. Accordingly, management does not believe that a material change in foreign currency exchange rates used in the fair value of our derivative instruments would materially impact operations or cash flows.
The success of our foreign currency risk management program depends uponon forecasts of transaction activity denominated in various currencies. To the extent that these forecasts are overstated or understated during periods of currency volatility, we could experience unanticipated foreign currency gains or losses that could have a material impact on our results of operations. Furthermore, our failure to identify new exposures and hedge them in an effective manner may result in material foreign currency gains or losses.
The Company’s functional currency/reporting currency exchange rate exposures result from revenues and expenses that are denominated in currencies other than the U.S. Dollar. AIn addition to the U.S. Dollar, a significant portion of our revenues and expenses are denominated in the Euro and Chinese Renminbi, and to a lesser extent the Japanese Yen, Korean Won, and the Chinese Yuan, also known as Renminbi. Our predominant currency of sale is the U.S. Dollar in the Americas, the Euro and U.S. Dollar in Europe, the Yuan in Mainland China, the Yen in Japan, and the U.S. Dollar in other regions.Mexican Peso. We estimate that approximately 39%49% of our sales in 20172021 were invoiced in currencies other than the U.S. Dollar, and we expect sales denominated in foreign currencies to continue to represent a significant portion of our total revenue. While we also have expenses denominated in these same foreign currencies, the impact on revenues has historically been, and is expected to continue to be, greater than the

offsetting impact on expenses. Therefore, in times when the U.S. Dollar strengthens in relation to these foreign currencies, we would expect to report a net decrease in operating income. Conversely, in times when the U.S. Dollar weakens in relation to these foreign currencies, we would expect to report a net increase in operating income. Thus, changes in the relative strength of the U.S. Dollar may have a material impact on our operating results.
Interest Rate Risk
The Company’s investment portfolio of debt securities includes corporate bonds, treasury bills, asset-backed securities, agency bonds, sovereign bonds, and municipal bonds. Debt securities with original maturities greater than three months are designated as available-for-sale and are reported at fair value. As of December 31, 2017,2021, the fair value of the Company’s portfolio of debt securities amounted to $721,402,000$721,203,000 with amortized cost amounts totaling $721,460,000,$725,105,000, maturities that do not exceed sevenfive years, and a yield to maturity of 1.72%0.92%. Differences betweenthe fair value and principal amounts of the Company’s portfolio of debt securities are primarily attributable to discounts and premiums arising at the acquisition date, as well as unrealized gains and losses as of the balance sheet date.
Although it is theThe Company’s investment policy to investallows investment in debt securities with effective maturities that do not exceedup to ten years, 89%however as of December 31, 2021, 84% of the investment portfolio as of December 31, 2017 has effective maturity dates of less than three years. Given the relatively short maturities and investment-grade quality of the Company’s portfolio of debt securities as of December 31, 2017,2021, a sharp rise in interest rates should not have a material adverse effect on the fair value of these instruments. As a result, the Company does not currently hedge these interest rate exposures.
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Table of Content
The following table presents the hypothetical change in the fair value of the Company’s portfolio of debt securities arising from selected potential changes in interest rates (in thousands). This modeling technique measures the change in fair value that would result from a parallel shift in the yield curve plus or minus 50 and 100 basis points (BP) over a twelve-month time horizon.
Type of securityValuation of securities given
an interest rate decrease
No change in
interest rates
Valuation of securities given
an interest rate increase
(100 BP)(50 BP)50 BP100 BP
Corporate bonds$563,840 $559,073 $554,306 $549,539 $544,772 
Asset-backed securities82,998 82,297 81,595 80,893 80,192 
Treasury bills59,674 59,170 58,665 58,161 57,656 
Agency bonds19,203 19,041 18,879 18,716 18,554 
Municipal bonds5,736 5,687 5,639 5,591 5,542 
Sovereign bonds2,156 2,138 2,119 2,101 2,083 
$733,607 $727,406 $721,203 $715,001 $708,799 


29
Type of security 
Valuation of securities given
an interest rate decrease
 
No change in
interest rates
 
Valuation of securities given
an interest rate increase
  (100 BP)
 (50 BP)
   50 BP
 100 BP
Corporate bonds $345,451
 $344,430
 $343,409
 $342,388
 $341,368
Treasury bills 174,869
 174,349
 173,830
 173,310
 172,790
Asset-backed securities 131,714
 131,322
 130,930
 130,539
 130,147
Sovereign bonds 34,934
 34,830
 34,726
 34,622
 34,518
Agency bonds 25,650
 25,574
 25,498
 25,422
 25,345
Municipal bonds 13,084
 13,047
 13,009
 12,970
 12,933
  $725,702
 $723,552
 $721,402
 $719,251
 $717,101


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ITEM 8: FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
INDEX TO FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
Consolidated Financial Statements:
Financial Statement Schedule:

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM



Board of Directors and Shareholders
Cognex Corporation



Opinion on the financial statements
We have audited the accompanying consolidated balance sheets of Cognex Corporation (a Massachusetts corporation) and subsidiaries (the “Company”) as of December 31, 20172021 and 2016,2020, the related consolidated statements of operations, comprehensive income, shareholders’ equity, and cash flows and shareholders’ equity for each of the three years in the period ended December 31, 2017,2021, and the related notes and financial statement schedule included under Item 15(2) (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 20172021 and 2016,2020, and the results of theirits operations and theirits cash flows for each of the three years in the period ended December 31, 2017,2021, in conformity with accounting principles generally accepted in the United States of America.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), the Company’s internal control over financial reporting as of December 31, 2017,2021, based on criteria established in the 2013 Internal Control-IntegratedControl—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”), and our report dated February 15, 201817, 2022 expressed an unqualified opinion.

Basis for opinion
These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence supportingregarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical audit matters
The critical audit matters communicated below are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

Revenue Recognition – Application-Specific Customer Solutions

As described further in Notes 1 and 14 to the financial statements, the Company recognizes revenue from application-specific customer solutions. For these transactions, revenue is recognized at the point in time when the solution is validated, which is when the Company can objectively determine that the agreed-upon specifications in the contract have been met and the customer will accept the performance obligation in the contract. We identified revenue recognition related to application-specific customer solutions as a critical audit matter.

The principal considerations for our determination that application-specific customer solutions revenue is a critical audit matter are that determining the timing of validation and that the agreed-upon specifications in the contract have been met relies on the use of management estimates and requires a higher degree of auditor subjectivity and judgement in designing and executing audit procedures. Accounting for application-specific customer solutions requires the Company to monitor and evaluate customer contracts on an ongoing basis to determine the point in time at which the agreed-upon specifications in the contract have been met.

Our audit procedures related to the revenue recognition of application-specific customer solutions included the following, among others.


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We tested the design and operating effectiveness of internal controls related to the monitoring of application-specific customer solutions and the determination of the timing of revenue recognition.

We evaluated management’s significant accounting policies related to these customer contracts for appropriate revenue recognition based on key terms and provisions.

For a sample of transactions, we inspected source documents, including the customer contract or purchase order, third-party shipping information, invoice, and evidence of acceptance.
/s/ GRANT THORNTON LLP


We have served as the Company’s auditor since 2007.


Boston, Massachusetts
February 15, 201817, 2022

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COGNEX CORPORATION – CONSOLIDATED STATEMENTS OF OPERATIONS

 Year Ended December 31,
202120202019
 (In thousands, except per share amounts)
Revenue$1,037,098 $811,020 $725,625 
Cost of revenue277,271 206,421 189,754 
Gross margin759,827 604,599 535,871 
Research, development, and engineering expenses135,372 130,982 119,427 
Selling, general, and administrative expenses309,354 267,593 273,842 
Restructuring charges (Note 22) 15,924 — 
Intangible asset impairment charges (Note 9) 19,571 — 
Operating income315,101 170,529 142,602 
Foreign currency gain (loss)(2,270)3,697 (509)
Investment income6,660 12,994 19,689 
Other income (expense)(591)(309)1,212 
Income before income tax expense (benefit)318,900 186,911 162,994 
Income tax expense (benefit)39,019 10,725 (40,871)
Net income$279,881 $176,186 $203,865 
Net Income per weighted-average common and common-equivalent share:
Basic$1.59 $1.02 $1.19 
Diluted$1.56 $1.00 $1.16 
Weighted-average common and common-equivalent shares outstanding:
Basic176,463 173,489 171,194 
Diluted179,916 176,592 175,269 
Cash dividends per common share$0.245 $2.225 $0.205 

 Year Ended December 31,
 2017 2016 2015
 (In thousands, except per share amounts)
      
Revenue$747,950
 $520,753
 $450,557
Cost of revenue168,698
 115,590
 102,571
Gross margin579,252
 405,163
 347,986
Research, development, and engineering expenses99,205
 78,269
 69,791
Selling, general, and administrative expenses220,728
 166,110
 156,674
Operating income259,319
 160,784
 121,521
Foreign currency gain (loss)(1,601) 101
 1,122
Investment income9,542
 7,039
 3,674
Other income (expense)(338) 871
 645
Income from continuing operations before income tax expense266,922
 168,795
 126,962
Income tax expense on continuing operations89,744
 18,968
 19,298
Net income from continuing operations177,178
 149,827
 107,664
Net income (loss) from discontinued operations (Note 19)
 (255) 79,410
Net income$177,178
 $149,572
 $187,074
      
Basic earnings per weighted-average common and common-equivalent share (1):     
Net income from continuing operations$1.02
 $0.88
 $0.62
Net income (loss) from discontinued operations$
 $
 $0.46
Net income$1.02
 $0.88
 $1.08
      
Diluted earnings per weighted-average common and common-equivalent share (1):     
Net income from continuing operations$0.99
 $0.86
 $0.61
Net income (loss) from discontinued operations$
 $
 $0.45
Net income$0.99
 $0.86
 $1.06
      
Weighted-average common and common-equivalent shares outstanding (1):     
Basic173,287
 170,676
 172,592
Diluted179,551
 174,144
 175,982
      
Cash dividends per common share (1)$0.17
 $0.15
 $0.11
      
(1) Prior period results have been adjusted to reflect the two-for-one stock split effected in the form of a stock dividend which occurred in the fourth quarter of 2017.
































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

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COGNEX CORPORATION – CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
 
Year Ended December 31, Year Ended December 31,
2017 2016 2015202120202019
(In thousands) (In thousands)
Net income$177,178
 $149,572
 $187,074
Net income$279,881 $176,186 $203,865 
Other comprehensive income (loss), net of tax:     Other comprehensive income (loss), net of tax:
Cash flow hedges:     
Net unrealized gain (loss), net of tax of ($5), ($22), and $22 in 2017, 2016, and 2015, respectively4
 (567) (27)
Reclassification of net realized (gain) loss into current operations(41) 398
 201
Net change related to cash flow hedges(37) (169) 174
     
Available-for-sale investments:     Available-for-sale investments:
Net unrealized gain (loss), net of tax of $2, $248, and ($279) in 2017, 2016, and 2015, respectively703
 1,672
 (939)
Net unrealized gain (loss), net of tax of $(2,206), $981, and $515 in 2021, 2020, and 2019, respectivelyNet unrealized gain (loss), net of tax of $(2,206), $981, and $515 in 2021, 2020, and 2019, respectively(7,152)6,478 5,219 
Reclassification of net realized (gain) loss into current operations(829) (191) (344)Reclassification of net realized (gain) loss into current operations(236)(4,119)(1,452)
Net change related to available-for-sale investments(126) 1,481
 (1,283)Net change related to available-for-sale investments(7,388)2,359 3,767 
     
Foreign currency translation adjustments:     Foreign currency translation adjustments:
Foreign currency translation adjustments, net of tax of $0, ($228) and ($711) in 2017, 2016, and 2015, respectively21,992
 (5,616) (11,616)
Foreign currency translation adjustmentsForeign currency translation adjustments(6,753)1,115 (541)
Net change related to foreign currency translation adjustments21,992
 (5,616) (11,616)Net change related to foreign currency translation adjustments(6,753)1,115 (541)
     
Other comprehensive income (loss), net of tax21,829
 (4,304) (12,725)Other comprehensive income (loss), net of tax(14,141)3,474 3,226 
Total comprehensive income$199,007
 $145,268
 $174,349
Total comprehensive income$265,740 $179,660 $207,091 
 





























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

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COGNEX CORPORATION – CONSOLIDATED BALANCE SHEETS
 
 December 31,
20212020
 (In thousands)
ASSETS
Current assets:
Cash and cash equivalents$186,161 $269,073 
Current investments, amortized cost of $137,124 and $102,258 in 2021 and 2020, respectively, allowance for credit losses of $0 in 2021 and 2020137,455 103,240 
Accounts receivable, allowance for credit losses of $776 and $831 in 2021 and 2020, respectively130,348 125,696 
Unbilled revenue3,990 5,632 
Inventories113,102 60,830 
Prepaid expenses and other current assets68,742 37,220 
Total current assets639,798 601,691 
Non-current investments, amortized cost of $587,981 and $390,417 in 2021 and 2020, respectively, allowance for credit losses of $0 in 2021 and 2020583,748 395,125 
Property, plant, and equipment, net77,546 79,173 
Operating lease assets23,157 22,582 
Goodwill241,713 244,078 
Intangible assets, net11,888 15,555 
Deferred income taxes418,570 434,704 
Other assets7,242 7,794 
Total assets$2,003,662 $1,800,702 
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable$44,051 $16,270 
Accrued expenses92,432 77,264 
Accrued income taxes8,577 9,379 
Deferred revenue and customer deposits35,743 21,274 
Operating lease liabilities7,786 8,110 
Total current liabilities188,589 132,297 
Non-current operating lease liabilities17,795 18,120 
Deferred income taxes293,769 314,952 
Reserve for income taxes14,780 14,257 
Non-current accrued income taxes43,160 48,915 
Other liabilities15,476 9,959 
Total liabilities573,569 538,500 
Commitments and contingencies (Note 11)00
Shareholders’ equity:
Preferred stock, $.01 par value - Authorized: 400 shares in 2021 and 2020, respectively, no shares issued and outstanding — 
Common stock, $.002 par value – Authorized: 300,000 shares in 2021 and 2020, respectively, issued and outstanding: 175,481 and 175,790 shares in 2021 and 2020, respectively351 352 
Additional paid-in capital914,802 807,739 
Retained earnings562,882 487,912 
Accumulated other comprehensive loss, net of tax(47,942)(33,801)
Total shareholders’ equity1,430,093 1,262,202 
Total liabilities and shareholders' equity$2,003,662 $1,800,702 
 December 31,
 2017 2016
 (In thousands)
ASSETS   
Current assets:   
Cash and cash equivalents$106,582
 $79,641
Short-term investments297,961
 341,194
Accounts receivable, less reserves of $1,568 and $873 in 2017 and 2016, respectively119,388
 55,438
Unbilled revenue7,454
 2,217
Inventories67,923
 26,984
Prepaid expenses and other current assets30,800
 20,870
Total current assets630,108
 526,344
Long-term investments423,441
 324,335
Property, plant, and equipment, net78,048
 53,992
Goodwill113,208
 95,280
Intangible assets, net13,189
 8,312
Deferred income taxes27,385
 28,022
Other assets2,491
 2,319
Total assets$1,287,870
 $1,038,604
    
LIABILITIES AND SHAREHOLDERS’ EQUITY   
Current liabilities:   
Accounts payable$23,463
 $9,830
Accrued expenses68,249
 42,539
Accrued income taxes11,391
 5,193
Deferred revenue and customer deposits9,969
 8,211
Total current liabilities113,072
 65,773
Deferred income taxes312
 
Reserve for income taxes6,488
 5,361
Accrued income taxes66,741
 
Other non-current liabilities5,904
 4,871
Total liabilities192,517
 76,005
    
Commitments and contingencies (Note 10)

 

Shareholders’ equity (1):   
Common stock, $.002 par value – Authorized: 200,000 shares, issued and outstanding: 173,507 and 171,878 shares in 2017 and 2016, respectively347
 344
Additional paid-in capital461,338
 374,847
Retained earnings668,267
 643,836
Accumulated other comprehensive loss, net of tax(34,599) (56,428)
Total shareholders’ equity1,095,353
 962,599
 $1,287,870
 $1,038,604
    
(1) Prior period amounts have been adjusted to reflect the two-for-one stock split effected in the form of a stock dividend which occurred in the fourth quarter of 2017.






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

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COGNEX CORPORATION – CONSOLIDATED STATEMENTS OF CASH FLOWS
 
Year Ended December 31, Year Ended December 31,
2017 2016 2015202120202019
(In thousands) (In thousands)
Cash flows from operating activities:     Cash flows from operating activities:
Net income$177,178
 $149,572
 $187,074
Net income$279,881 $176,186 $203,865 
Adjustments to reconcile net income to net cash provided by operating activities:     Adjustments to reconcile net income to net cash provided by operating activities:
(Gain) loss on sale of discontinued business
 255
 (78,182)
Stock-based compensation expense31,942
 20,558
 20,168
Stock-based compensation expense43,774 42,661 45,589 
Depreciation of property, plant, and equipment13,683
 11,678
 9,868
Depreciation of property, plant, and equipment16,616 22,139 21,527 
Loss (gain) on disposal of property, plant, and equipmentLoss (gain) on disposal of property, plant, and equipment33 1,817 324 
Amortization of intangible assets3,308
 3,391
 4,250
Amortization of intangible assets3,667 4,364 3,373 
Impairment of intangible assets469
 
 
Intangible asset impairment chargesIntangible asset impairment charges 19,571 — 
Excess and obsolete inventory chargesExcess and obsolete inventory charges2,573 9,908 5,296 
Operating lease asset impairment chargesOperating lease asset impairment charges 3,427 — 
Amortization of discounts or premiums on investments205
 383
 690
Amortization of discounts or premiums on investments4,887 1,274 (618)
Realized (gain) loss on sale of investments(829) (1,506) (344)
Realized gain on sale of investmentsRealized gain on sale of investments(236)(4,119)(1,452)
Revaluation of contingent consideration(28) (463) (790)Revaluation of contingent consideration (114)(1,401)
Change in deferred income taxes1,787
 (1,908) (1,409)Change in deferred income taxes(3,118)(3,353)(94,866)
Changes in operating assets and liabilities:     Changes in operating assets and liabilities:
Accounts receivable(55,185) (13,251) (3,950)Accounts receivable(4,503)(21,285)16,807 
Unbilled revenue(4,604) (2,308) (242)Unbilled revenue1,637 (848)3,530 
Inventories(37,088) 10,409
 (9,457)Inventories(54,920)(10,319)17,841 
Prepaid expenses and other current assetsPrepaid expenses and other current assets(32,342)(9,909)7,405 
Accounts payable12,322
 2,087
 (8,872)Accounts payable27,828 (1,688)1,633 
Accrued expenses14,476
 7,771
 (2,831)Accrued expenses16,861 24,542 (8,938)
Accrued income taxes71,327
 2,110
 9,957
Accrued income taxes(6,401)(22,973)25,266 
Deferred revenue and customer deposits1,035
 (3,188) 1,527
Deferred revenue and customer deposits14,417 6,571 3,875 
Other(5,675) (3,509) 870
Other3,411 4,548 4,255 
Net cash provided by operating activities224,323
 182,081
 128,327
Net cash provided by operating activities314,065 242,400 253,311 
Cash flows from investing activities:     Cash flows from investing activities:
Purchases of investments(636,856) (751,868) (686,650)Purchases of investments(668,053)(922,867)(1,031,642)
Maturities and sales of investments584,464
 657,250
 601,441
Maturities and sales of investments430,969 1,104,605 1,062,962 
Purchases of property, plant, and equipment(28,754) (12,816) (18,228)Purchases of property, plant, and equipment(15,455)(13,303)(21,745)
Cash paid for acquisition of business, net of cash acquired(24,118) (14,285) (1,023)
Cash paid for purchased technology
 
 (10,475)
Net cash received (paid) from sale of discontinued business(291) (113) 104,388
Net cash used in investing activities(105,555) (121,832) (10,547)
Business acquisitionsBusiness acquisitions 1,004 (166,911)
Net cash provided by (used in) investing activitiesNet cash provided by (used in) investing activities(252,539)169,439 (157,336)
Cash flows from financing activities:     Cash flows from financing activities:
Issuance of common stock under stock plans54,557
 43,468
 27,582
Net proceeds from issuance of common stock under stock plansNet proceeds from issuance of common stock under stock plans63,292 125,715 64,581 
Repurchase of common stock(123,715) (47,149) (126,351)Repurchase of common stock(161,652)(51,036)(61,690)
Payment of dividends(29,037) (25,213) (18,062)Payment of dividends(43,263)(390,508)(35,124)
Payment of contingent consideration(1,926) (337) 
Payment of contingent consideration (1,039)— 
Net cash used in financing activities(100,121) (29,231) (116,831)Net cash used in financing activities(141,623)(316,868)(32,233)
Effect of foreign exchange rate changes on cash and cash equivalents8,294
 (3,352) (4,668)Effect of foreign exchange rate changes on cash and cash equivalents(2,815)2,671 (523)
Net change in cash and cash equivalents26,941
 27,666
 (3,719)Net change in cash and cash equivalents(82,912)97,642 63,219 
Cash and cash equivalents at beginning of year79,641
 51,975
 55,694
Cash and cash equivalents at beginning of year269,073 171,431 108,212 
Cash and cash equivalents at end of year$106,582
 $79,641
 $51,975
Cash and cash equivalents at end of year$186,161 $269,073 $171,431 
Non-cash items related to discontinued operations:     
Stock-based compensation expense$
 $
 $1,533
Depreciation and amortization expense
 
 566
Capital expenditures
 
 482



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

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COGNEX CORPORATION – CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY
 
  Common Stock (1) 
Additional
Paid-in
Capital (1)
 
Retained
Earnings (1)
 
Accumulated
Other
Comprehensive
Loss
 
Total
Shareholders’
Equity
(In thousands) Shares Par Value 
Balance as of December 31, 2014 173,084
 $346
 $251,541
 $523,949
 $(39,399) $736,437
Issuance of common stock under stock plans 3,040
 6
 27,576
 
 
 27,582
Repurchase of common stock (6,412) (12) 
 (126,339) 
 (126,351)
Stock-based compensation expense 
 
 21,274
 
 
 21,274
Excess tax benefit from stock option exercises 
 
 9,964
 
 
 9,964
Tax benefit for research and development credits as a result of stock options 
 
 474
 
 
 474
Payment of dividends 
 
 
 (18,062) 
 (18,062)
Net income 
 
 
 187,074
 
 187,074
Net unrealized loss on cash flow hedges, net of tax of $22 
 
 
 
 (27) (27)
Reclassification of net realized loss on cash flow hedges 
 
 
 
 201
 201
Net unrealized loss on available-for-sale investments, net of tax of ($279) 
 
 
 
 (939) (939)
Reclassification of net realized gain on the sale of available-for-sale investments 
 
 
 
 (344) (344)
Foreign currency translation adjustment, net of tax of ($711) 
 
 
 
 (11,616) (11,616)
Balance as of December 31, 2015 169,712
 $340
 $310,829
 $566,622
 $(52,124) $825,667
Issuance of common stock under stock plans 3,954
 8
 43,460
 
 
 43,468
Repurchase of common stock (1,788) (4) 
 (47,145) 
 (47,149)
Stock-based compensation expense 
 
 20,558
 
 
 20,558
Payment of dividends 
 
 
 (25,213) 
 (25,213)
Net income 
 
 
 149,572
 
 149,572
Net unrealized loss on cash flow hedges, net of tax of ($22) 
 
 
 
 (567) (567)
Reclassification of net realized loss on cash flow hedges 
 
 
 
 398
 398
Net unrealized gain on available-for-sale investments, net of tax of $248 
 
 
 
 1,672
 1,672
Reclassification of net realized gain on the sale of available-for-sale investments 
 
 
 
 (191) (191)
Foreign currency translation adjustment, net of tax of ($228) 
 
 
 
 (5,616) (5,616)
Balance as of December 31, 2016 171,878
 $344
 $374,847
 $643,836
 $(56,428) $962,599
Issuance of common stock under stock plans 4,162
 8
 54,549
 
 
 54,557
Repurchase of common stock (2,533) (5) 
 (123,710) 
 (123,715)
Stock-based compensation expense 
 
 31,942
 
 
 31,942
Payment of dividends 
 
 
 (29,037) 
 (29,037)
Net income 
 
 
 177,178
 
 177,178
Net unrealized gain on cash flow hedges, net of tax of ($5) 
 
 
 
 4
 4
Reclassification of net realized gain on cash flow hedges 
 
 
 
 (41) (41)
Net unrealized gain on available-for-sale investments, net of tax of $2 
 
 
 
 703
 703
Reclassification of net realized gain on the sale of available-for-sale investments 
 
 
 
 (829) (829)
Foreign currency translation adjustment, net of tax of $0 
 
 
 
 21,992
 21,992
Balance as of December 31, 2017 173,507
 $347
 $461,338
 $668,267
 $(34,599) $1,095,353
             
(1) Prior period amounts have been adjusted to reflect the two-for-one stock split effected in the form of a stock dividend which occurred in the fourth quarter of 2017.

 Common StockAdditional
Paid-in
Capital
Retained
Earnings
Accumulated
Other
Comprehensive
Loss
Total
Shareholders’
Equity
(In thousands)SharesPar Value
Balance as of December 31, 2018170,820 $342 $529,208 $646,214 $(40,501)$1,135,263 
Net issuance of common stock under stock plans3,018 64,575 — — 64,581 
Repurchase of common stock(1,398)(3)— (61,687)— (61,690)
Stock-based compensation expense— — 45,589 — — 45,589 
Payment of dividends ($0.205 per common share)— — — (35,124)— (35,124)
Net income— — — 203,865 — 203,865 
Net unrealized gain (loss) on available-for-sale investments, net of tax of $515— — — — 5,219 5,219 
Reclassification of net realized (gain) loss on the sale of available-for-sale investments— — — — (1,452)(1,452)
Foreign currency translation adjustment, net of tax of $0— — — — (541)(541)
Balance as of December 31, 2019172,440 $345 $639,372 $753,268 $(37,275)$1,355,710 
Net issuance of common stock under stock plans4,565 125,706 — — 125,715 
Repurchase of common stock(1,215)(2)— (51,034)— (51,036)
Stock-based compensation expense— — 42,661 — — 42,661 
Payment of dividends ($2.225 per common share)— — — (390,508)— (390,508)
Net income— — — 176,186 — 176,186 
Net unrealized gain (loss) on available-for-sale investments, net of tax of $981— — — — 6,478 6,478 
Reclassification of net realized (gain) loss on the sale of available-for-sale investments— — — — (4,119)(4,119)
Foreign currency translation adjustment, net of tax of $0— — — — 1,115 1,115 
Balance as of December 31, 2020175,790 $352 $807,739 $487,912 $(33,801)$1,262,202 
Net issuance of common stock under stock plans1,703 63,289 — — 63,292 
Repurchase of common stock(2,012)(4)— (161,648)— (161,652)
Stock-based compensation expense— — 43,774 — — 43,774 
Payment of dividends ($0.245 per common share)— — — (43,263)— (43,263)
Net income— — — 279,881 — 279,881 
Net unrealized gain (loss) on available-for-sale investments, net of tax of $(2,206)— — — — (7,152)(7,152)
Reclassification of net realized (gain) loss on the sale of available-for-sale investments— — — — (236)(236)
Foreign currency translation adjustment, net of tax of $0— — — — (6,753)(6,753)
Balance as of December 31, 2021175,481 $351 $914,802 $562,882 $(47,942)$1,430,093 




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

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NOTE 1: Summary of Significant Accounting Policies
The accompanying consolidated financial statements reflect the application of the significant accounting policies described below.
Nature of Operations
Cognex Corporation is a leading provider of machine vision products that capture and analyze visual information in order to automate tasks, primarily in manufacturing processes,and distribution tasks where vision is required.
Use of Estimates in the Preparation of Financial Statements
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP) requires management to make estimates and judgments that affect the reported amounts of assets and liabilities and the disclosure of contingent liabilities as of the balance sheet date, and the reported amounts of revenues and expenses during the year. Actual results could differ from those estimates. Significant estimates and judgments include those related to revenue recognition, investments, accounts receivable, inventories, long-livedintangible assets, internal-use software, goodwill, warranty obligations, contingencies, derivative instruments, stock-based compensation, income taxes, business acquisitions, and business combinations.restructuring charges.
Basis of Consolidation
The consolidated financial statements include the accounts of Cognex Corporation and its subsidiaries, all of which are wholly-owned. All intercompany accounts and transactions have been eliminated.
Foreign Currency Translation
The financial statements of the Company’s foreign subsidiaries, where the local currency is the functional currency, are translated using exchange rates in effect at the end of the year for assets and liabilities and average exchange rates during the year for results of operations. The resulting foreign currency translation adjustment, net of tax, is recordedincluded in shareholders’ equity as accumulated other comprehensive income (loss).loss.
Fair Value Measurements
The Company applies a three-level valuation hierarchy for fair value measurements. The categorization of assets and liabilities within the valuation hierarchy is based uponon the lowest level of input that is significant to the measurement of fair value. Level 1 inputs to the valuation methodology utilize unadjusted quoted market prices in active markets for identical assets and liabilities. Level 2 inputs to the valuation methodology are other observable inputs, including quoted market prices for similar assets and liabilities, quoted prices for identical and similar assets and liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data. Level 3 inputs to the valuation methodology are unobservable inputs based uponon management’s best estimate of the inputs that market participants would use in pricing the asset or liability at the measurement date, including assumptions about risk. A change to the level of an asset or liability within the fair value hierarchy is determined at the end of a reporting period.
Cash, Cash Equivalents, and Investments
Money market instruments, purchasedas well as debt securities with original maturities of three months or less, are classified as cash equivalents and are stated at amortized cost. Debt securities with original maturities greater than three months and remaining maturities of one year or less are classified as short-term investments, as well as equity securities that the Company intends to sell within one year.current investments. Debt securities with remaining maturities greater than one year are classified as long-termnon-current investments. It is the Company’s policy to invest in investment-grade debt securities with effective maturities that do not exceed ten years.
Debt securities with original maturities greater than three months are designated as available-for-sale and are reported at fair value, with unrealized gains and losses, net of tax, recordedincluded in shareholders’ equity as accumulated other comprehensive income (loss). Equity securities that are held for short periods of time with the intention of selling them in the near term are designated as trading and are reported at fair value, with unrealized gains and losses recorded in current operations.loss. Realized gains and losses are included in current operations, along withcalculated using the specific identification method. Realized gains and losses, interest income, and the amortization of the discount or premium on debt securities arising at acquisition, and are calculated usingincluded in "Investment income" on the specific identification method. The Company’s limited partnership interest is accounted for using the cost method because the Company’s investment is less than 5%Consolidated Statements of the partnership and the Company has no influence over the partnership’s operating and financial

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policies. The carrying value of this investment has been reduced to zero, and therefore, distributions are recorded as investment income as they occur.Operations.
Management monitors the carrying value of its investments in debt securities compared to their fair value to determine whether an other-than-temporary impairment has occurred. If the fair value of a debt security is less than its amortized cost, the Company assesses whether the impairment is other-than-temporary. In considering whether a decline in fair value is other-than-temporary, we consider many factors. In its evaluation of its debt securities, management considers the type of security,loss exists related to the credit ratingquality of the security, the length of time the security has been in a loss position, the size of the loss position, our intent and ability to hold the security to expected recovery of value, and other meaningful information. An impairment is considered other-than-temporary if (i) the Company has the intent to sell the security, (ii) it is more likely than not that the Company will be required to sell the security before recovery of the entire amortized cost basis, or (iii) the Company does not expect to recover the entire amortized cost basis of the security.issuer. If impairment is considered other-than-temporary based upon condition (i) or (ii) described above, the entire difference between the amortized cost and the fair value of the security is recognized in current operations. If an impairment is considered other-than-temporary based upon condition (iii), the amount representing credit losses (defined as the difference between the present value of the cash flows expected to be collected andfrom the security is less than the amortized cost basis of the security)security, then a credit loss exists and an allowance against the security for credit losses is recognized in current operations andrecorded. The allowance is limited to the amount relatingby which fair value is below amortized cost, recognizing that the investment could be sold at fair value. Credit losses continue to be remeasured in subsequent reporting periods. Credit losses and recoveries related to debt securities are included in “Other income (expense)” on the Consolidated Statements of
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Operations. When developing an estimate of expected credit losses, management considers all other factors is recognized in shareholders' equity as other comprehensive income (loss).relevant information including historical experience, current conditions, and reasonable forecasts of expected future cash flows.
Accounts Receivable
The Company extends credit with various payment terms to customers based uponon an evaluation of their financial condition. Accounts that are outstanding longer than the payment terms are considered to be past due. The Company establishes reservesan allowance against accounts receivable for potential credit losses and records bad debt expense in current operations when it determines receivables are at risk for collection based uponon the length of time the receivable has been outstanding, the customer’s current ability to pay its obligations to the Company, and general economic and industry conditions, as well as various other factors. Receivables are written off against these reservesthis allowance in the period they are determined to be uncollectible and payments subsequently received on previously written-off receivables are recorded as a reversalrecovery of the bad debt expense.credit loss. Credit losses and recoveries related to accounts receivable are included in "Selling, general, and administrative expenses" on the Consolidated Statements of Operations.
Inventories
Inventories are stated at the lower of cost and net realizable value. Cost is determined using standard costs, which approximates actual costs under the first-in, first-out (FIFO) method. Net realizable value is the estimated selling pricesprice in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation.
Purchase price variances are incurred when actual costs are different than standard costs due to favorable or unfavorable market prices. Management applies judgment to recognize purchase price variances in the same period that the associated standard costs of the finished goods that consume these components are sold.
The Company’s inventory is subject to rapid technological change or obsolescence. The Company reviews inventory quantities on hand and estimates excess and obsolescence exposures based uponon assumptions about future demand, product transitions, and marketgeneral economic and industry conditions, and records reserves to reduce the carrying value of inventories to their net realizable value. If actual future demand is less than estimated, additional inventory write-downs would be required.
The Company generally disposes of obsolete inventory upon determination of obsolescence. The Company does not dispose of excess inventory immediately, due to the possibility that some of this inventory could be sold to customers as a result of differences between actual and forecasted demand. When inventory has been written down below cost, such reduced amount is considered the new cost basis for subsequent accounting purposes. As a result, the Company wouldcould recognize a higher than normal gross margin if the reserved inventory were subsequently sold.
Property, Plant, and Equipment
Property, plant, and equipment are stated at cost and depreciated using the straight-line method over the assets’ estimated useful lives. Buildings’ useful lives are 39 years, building improvements’ useful lives are ten years, and the useful lives of computer hardware and software, manufacturing test equipment, and furniture and fixtures range from two to fiveten years. Leasehold improvements are depreciated over the shorter of the estimated useful lives or the remaining terms of the leases. Maintenance and repairs are expensed when incurred; additions and improvements are capitalized. Upon retirement or disposition, the cost and related accumulated depreciation of the disposed assets are removed from the accounts, with any resulting gain or loss included in current operations.
Internal-use Software
Internal-use software is software acquired, internally developed, or modified solely to meet the entity'sCompany's internal needs, and during the software's development, no substantive plan exists to sell the software. The accounting treatment for computer software developed for internal use depends uponon the nature of activities performed at each stage of

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development. The preliminary project stage includes conceptual formulation of design alternatives, determination of system requirements, vendor demonstrations, and final selection of vendors, and during this stage costs are expensed as incurred. The application development stage includes software configuration, coding, hardware installation, and testing. During this stage, certain costs are capitalized, including external direct costs of materials and services, as well as payroll and payroll-related costs for employees who are directly associated with the project, while certain costs are expensed as incurred, including training and data conversion costs. The post-implementation stage includes support and maintenance, and during this stage costs are expensed as incurred.
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Capitalization begins when both the preliminary project stage is completed and management commits to funding the project. Capitalization ceases at the point the project is substantially complete and ready for its intended use, that is, after all substantial testing is completed. Costs of specified upgrades and enhancements to internal-use software are capitalized if it is probable that those expenditures result in additional functionality. Capitalized costs are amortized on a straight linestraight-line basis over the estimated useful life.
Leases
At inception of a contract, the Company determines whether that contract is or contains a lease by assessing whether there is an identified asset and whether the contract conveys the right to control the use of the identified asset for a period of time in exchange for consideration. The Company has control of the asset if it has the right to direct the use of the asset and obtains substantially all of the economic benefits from the use of the asset throughout the period of use.
As a practical expedient, the Company does not recognize a lease asset or lease liability for leases with a lease term of 12 months or less. In the determination of the lease term, the Company considers the existence of extension or termination options and the probability of those options being exercised.
Lease contracts may include lease components and non-lease components, such as common area maintenance and utilities for property leases. As a practical expedient, the Company accounts for the non-lease components together with the lease components as a single lease component for all of its leases.
The Company classifies a lease as a finance lease when it meets any of the following criteria at the lease commencement date: (1) the lease transfers ownership of the underlying asset to the Company by the end of the lease term; (2) the lease grants the Company an option to purchase the underlying asset that the Company is reasonably certain to exercise; (3) the lease term is for the major part of the remaining economic life of the underlying asset (the Company considers a major part to be 75% or more of the remaining economic life of the underlying asset); (4) the present value of the sum of the lease payments and any residual value guaranteed by the Company equals or exceeds substantially all of the fair value of the underlying asset (the Company considers substantially all the fair value to be 90% or more of the fair value of the underlying asset amount); or (5) the underlying asset is of such a specialized nature that it is expected to have no alternative use to the lessor at the end of the lease term. When none of the criteria above are met, the Company classifies the lease as an operating lease.
On the lease commencement date, the Company records a lease asset and lease liability on the balance sheet. The lease asset consists of: (1) the amount of the initial lease liability; (2) any lease payments made to the lessor at or before the lease commencement date, minus any lease incentives received; and (3) any initial direct cost incurred by the Company. Initial direct costs are incremental costs of a lease that would not have been incurred if the lease had not been obtained and are capitalized as part of the lease asset. The lease liability equals the present value of the future cash payments discounted using the Company's incremental borrowing rate. The Company’s incremental borrowing rate is the rate of interest that the Company would have to pay to borrow an amount equal to the lease payments over a similar term, which is the three-month London Interbank Offered Rate (LIBOR) plus a 2% credit risk spread.
Operating lease expense equals the total cash payments recognized on a straight-line basis over the lease term. The amortization of the lease asset is calculated as the straight-line lease expense less the accretion of the interest on the lease liability each period. The lease liability is reduced by the cash payment less the interest each period.
Goodwill
Goodwill is stated at cost. The Company evaluates the possiblepotential impairment of goodwill annually each fourth quarter and whenever events or circumstances indicate the carrying value of the goodwill may not be recoverable. For the past seven years, theThe Company has performedperforms a qualitative assessment of goodwill (commonly known as “step zero”) to determine whether further impairment testing is necessary. Factors that management considers in this assessment include macroeconomicgeneral economic and industry conditions, industry and market considerations, overall financial performance (both current and projected), changes in management or strategy, changes in the composition or carrying amount of net assets, and market capitalization. In addition, management takes into consideration the goodwill valuation under the last quantitative analysis that was performed. If this qualitative assessment indicates that it is more likely than not that the fair value of a reporting unit is less than its carrying amount,value, the entityCompany would proceed to perform a two-step process. Step one comparesquantitative impairment test. Under this quantitative analysis, the fair value of the reporting unit is compared with its carrying value, including goodwill. If the carrying amountvalue exceeds the fair value of the reporting unit, step two is required to measure the amount ofCompany recognizes an impairment loss. Step two comparescharge. The Company estimates the implied fair value of its reporting unit using the income approach based on a discounted cash flow model. In addition, the Company uses the market approach, which compares the reporting unit goodwill to publicly-traded companies and transactions involving
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similar businesses, to support the carrying amount ofconclusions based on the goodwill.income approach.
Intangible Assets
Intangible assets are stated at cost and amortized over the assets’ estimated useful lives. Intangible assets are either amortized in relation to the relative cash flows anticipated from the intangible asset or using the straight-line method, depending uponon facts and circumstances. The useful lives of distribution networks range from eleven to twelve years, of completed technologies from five to eight years, customer relationships from five to eight years, non-compete agreements from three to seven years, of customer relationships from five to eight years, and of non-compete agreements threetrademarks two years. In-process technology is an indefinite-lived intangible asset until the technology is completed, at which point it is amortized over its estimated useful life.
The Company evaluates the possiblepotential impairment of long-lived assets, including intangible assets whenever events or circumstances indicate the carrying value of the assets may not be recoverable. At the occurrence of a certain event or change in circumstances,For finite-lived intangible assets that are subject to amortization, the Company evaluatesfollows a two-step process for impairment testing. In step one, known as the potential impairmentrecoverability test, the carrying value of anthe asset by estimatingis compared to the futuresum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset. If the sum of the estimatedundiscounted future cash flows is less than the carrying value, the Company determinesasset is not recoverable and step two is performed. In step two, the impairment charge is measured as the amount by which the carrying value of such impairment by comparingthe asset exceeds its fair value. For indefinite-lived intangible assets that are not subject to amortization, the fair value of the asset to itsis measured and an impairment charge is recorded as the amount by which the carrying value. The fair value is based upon the present value of the estimated future cash flows using a discount rate commensurate with the risks involved.asset exceeds its fair value.
Warranty Obligations
The Company warrants its products to be free from defects in material and workmanship for periods primarily ranging from one to three years from the time of sale based uponon the product being purchased and the terms of the customer arrangement. Warranty obligations are evaluated and recorded at the time of sale since it is probable that customers will make claims under warranties related to products that have been sold and the amount of these claims can be reasonably estimated based uponon historical costs to fulfill claims. Obligations may also be recorded subsequent to the time of sale whenever specific events or circumstances impacting product quality become known that would not have been taken into account using historical data.
Contingencies
Loss contingencies are accrued if the loss is probable and the amount of the loss can be reasonably estimated. Legal costs associated with potential loss contingencies such as patent infringement matters, are expensed as incurred.

Derivative Instruments
Derivative instruments are recorded on the Consolidated Balance Sheets at fair value. Changes in the fair value of the Company’s economic hedges utilizing foreign currency forward contracts are included in "Foreign currency gain (loss)" on the Consolidated Statements of Operations. The Company recognizes all derivative instruments as either current assets or current liabilities at fair value on the Consolidated Balance Sheets. When the Company is engaged in more than one outstanding derivative contract with the same counterparty and also has a legally enforceable master netting agreement with that counterparty, the “net” mark-to-market exposure represents the netting of the positive and negative exposures with that counterparty. The cash flows from derivative instruments are presented in the same category on the Consolidated Statements of Cash Flows as the category for the cash flows from the hedged item. Generally, this accounting policy election results in cash flows related to derivative instruments being classified as an operating activity on the Consolidated Statements of Cash Flows.
Revenue Recognition
The Company recognizes revenue in accordance with Accounting Standards Codification (ASC) 606, “Revenue from Contracts with Customers.” The core principle of ASC 606 is to recognize revenue in a manner that depicts the transfer of promised goods or services to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services. The framework in support of this core principle includes: (1) identifying the contract with the customer; (2) identifying the performance obligations in the contract; (3) determining the transaction price; (4) allocating the transaction price to the performance obligations; and (5) recognizing revenue when (or as) the performance obligations are satisfied.
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Revenue RecognitionIdentifying the Contract with the Customer
The Company’s product revenue is derived from the sale of machine vision systems,Company identifies contracts with customers as agreements that create enforceable rights and obligations, which cantypically take the form of hardware with embedded softwarecustomer contracts or software-only, and related accessories.purchase orders. The Company also generates revenue by providing maintenanceaccounts for a contract when it has approval and support, consulting, and training services to its customers. Certaincommitment from both parties, the rights of the Company’s arrangements include multiple deliverablesparties are identified, payment terms are identified, the contract has commercial substance, and collectability of consideration is probable.
Identifying the Performance Obligations in the Contract
The Company identifies performance obligations as promises in contracts to transfer distinct goods or services. Standard products and services that providethe Company regularly sells separately, which customers can benefit from either on their own or with other readily available resources and are distinct within the context of the customer withcontract, are accounted for as distinct performance obligations. Application-specific customer solutions that are comprised of a combination of products or services. In orderand services are accounted for as one performance obligation to recognize revenue,deliver a total solution to the customer. On-site support services that are provided to the customer after the solution is deployed are accounted for as a separate performance obligation. These solutions are provided to customers in a variety of industries, including the consumer electronics and logistics industries.
Shipping and handling activities for which the Company requiresis responsible under the terms and conditions of the sale are not accounted for as performance obligations but as fulfillment costs. These activities are required to fulfill the Company’s promise to transfer the goods and are expensed when revenue is recognized.
The Company does not assess whether promised goods or services are performance obligations if they are immaterial in the context of the contract. If revenue is recognized before immaterial promises have been completed, then the costs related to such immaterial promises are accrued at the time of sale.
Determining the Transaction Price
The Company determines the transaction price as the amount of consideration it expects to receive in exchange for transferring promised goods or services to the customer. Amounts collected from customers for sales taxes are excluded from the transaction price.
If a contract includes a variable amount, such as a rebate, then the Company estimates the transaction price using either the expected value or the most likely amount of consideration to be received, depending on the specific facts and circumstances. The Company includes estimated variable consideration in the transaction price only to the extent it is probable that a signedsignificant reversal of revenue will not occur when the uncertainty is resolved. The Company updates its estimate of variable consideration at the end of each reporting period to reflect changes in facts and circumstances.
The Company does not grant customers the explicit right to return product. However, from time to time, the Company may allow a customer to return a product. As a practical expedient, the Company estimates the transaction price using the expected value based on its history of return experience using a portfolio approach in which the Company’s total revenue is reduced by an estimate of total customer returns. Management reasonably expects that the effect of applying a portfolio approach to a group of contracts would not differ materially from considering each contract separately.
Allocating the Transaction Price to the Performance Obligations
The Company allocates the transaction price to each performance obligation at contract inception based on a relative stand-alone selling price basis, or purchase orderthe price at which the Company would sell the good or service separately to similar customers in similar circumstances.
Recognizing Revenue When (or As) the Performance Obligations are Satisfied
The Company recognizes revenue when it transfers the promised goods or services to the customer. Revenue for standard products is received,recognized at the fee frompoint in time when the arrangement is fixed or determinable, and collectioncustomer obtains control of the resulting receivablegoods, which is probable. Assuming that these criteria have been met, product revenue is generally recognizedtypically upon delivery revenue from maintenancewhen the customer has legal title, physical possession, the risks and support programsrewards of ownership, and an enforceable obligation to pay for the products. Revenue for services, which are not material, is typically recognized over the time the service is provided.
Revenue for application-specific customer solutions is recognized ratably overat the program period, and revenue from consulting and training services is recognizedpoint in time when the services have been provided. When customer-specified acceptance criteria existssolution is validated, which is the point in time when the Company can objectively determine that are substantive, product revenue is deferred, along with associated incremental direct costs, until these criteriathe agreed-upon specifications in the contract have been met and any remainingthe customer will accept the performance obligations in the arrangement. Although the customer may have taken legal title and physical possession of the goods when they arrived at the customer’s
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designated site, the significant risks and rewards of ownership transfer to the customer only upon validation. Revenue for on-site support services related to these solutions is recognized over the time the service is provided.
In certain instances, an arrangement may include customer-specified acceptance provisions or performance guarantees that allow the customer to accept or reject delivered products that do not meet the customer’s specifications. If the Company can objectively determine that control of a good or service has been transferred to the customer in accordance with the agreed-upon specifications in the contract, then customer acceptance is a formality. If acceptance provisions are inconsequential or perfunctory. presumed to be substantive, then revenue is deferred until customer acceptance.
For the majority of the Company’s revenue transactions,standard products and services, revenue recognition and invoicing bothbilling typically occur upon delivery. In certain circumstances,at the same time. For application-specific customer solutions, however, the agreement with the customer providesmay provide for invoicingbilling terms which differ from revenue recognition criteria, resulting in either deferred revenue or unbilled revenue. Invoicing that precedes revenue recognitionCredit assessments are performed to determine payment terms, which vary by region, industry, and customer. Prepayment terms result in contract liabilities for customer deposits. When credit is common for variousgranted to customers, in the logistics industry where milestone billings are prevalent, resulting in deferred revenue. Conversely,payment is typically due 30 to 90 days from billing. The Company's contracts have an original expected duration of less than one year, and therefore as a practical expedient, the Company records unbilled revenue in connection withhas elected to ignore the impact of the time value of money on a material customer in the consumer electronics industry. For this arrangement, thecontract and to expense sales commissions. The Company recognizes an asset for costs to fulfill a contract if the costs relate directly to the contract and to future performance, and the costs are expected to be recovered.
Management exercises judgment when determining the amount of revenue forto be recognized each period. Such judgments include, but are not limited to, assessing the customer’s ability and intention to pay substantially all delivered products when the first production line that incorporates these products is validated, because at that point the remaining performance obligations are inconsequential or perfunctory. Invoicing for all delivered products occurs as the production lines incorporating those products are installed over a period of several weeks. The Company also has a technical support obligation related to this arrangement for which revenue is deferred and recognized over the support period.
The majority of the Company’s product offerings consist of hardware with embedded software. Under the revenue recognition rulescontract consideration when due, determining when two or more contracts should be combined and accounted for tangible products, the fee from a multiple-deliverable arrangement is allocated to each of the deliverables based upon their relative selling prices as determined by a selling-price hierarchy. A deliverable in an arrangement qualifies as a separate unit of accounting if the delivered item has value to the customer on a stand-alone basis. A delivered item that does not qualify as a separate unit of accounting is combined with the other undelivered items in the arrangement and revenue is recognized for those combined deliverables as a single unitcontract, determining whether a contract modification has occurred, assessing whether promises are immaterial in the context of accounting. Thethe contract, determining whether material promises in a contract represent distinct performance obligations, estimating the transaction price for a contract that contains variable consideration, determining the stand-alone selling price usedof each performance obligation, determining whether control is transferred over time or at a point in time for each deliverable is based upon vendor-specific objective evidence (VSOE) if available, third-party evidence (TPE) if VSOE is not available,performance obligations, and management’s best estimate of selling price (BESP) if neither VSOE nor TPEassessing whether formal customer acceptance provisions are available. VSOE is the price charged for a deliverable when it is sold separately. TPE is the price of the Company’s or any competitor’s largely interchangeable products or services in stand-alone sales to similarly-situated customers. BESP is the price at which the Company would sell the deliverable if it were sold regularly on a stand-alone basis, considering market conditions and entity-specific factors.
The selling prices used in the relative selling price allocation method for (1) certain of the Company’s services are based upon VSOE, (2) third-party accessories available from other vendors are based upon TPE, and (3) hardware products with embedded software, custom accessories, and services for which VSOE does not exist are based upon BESP. The Company does not believe TPE exists for these products and services because they are differentiated from competing products and services in terms of functionality and performance and there are no competing products or services that are largely interchangeable. BESP has been established for each product line within each region. Management establishes BESP with consideration for market conditions, such as the impact of competition and geographic considerations, and entity-specific factors, such as pricing practices, gross margin objectives, customer size, and market share goals. Management believes that BESP is reflective of reasonable pricing of that deliverable as if priced on a stand-alone basis.
Under the revenue recognition rules for software-only products, the fee from a multiple-deliverable arrangement is allocated to each of the undelivered elements based upon VSOE, which is limited to the price charged when the same deliverable is sold separately, with the residual value from the arrangement allocated to the delivered element. The portion of the fee that is allocated to each deliverable is then recognized as revenue when the criteria for revenue recognition are met with respect to that deliverable. If VSOE does not exist for all of the undelivered elements, then all revenue from the arrangement is typically deferred until all elements have been delivered to the customer.
The Company’s products are sold directly to end users, as well as to resellers including original equipment manufacturers (OEMs), distributors, and integrators. Revenue is recognized upon delivery of the product to the reseller, assuming all other revenue recognition criteria have been met. The Company establishes reserves against revenue for potential

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product returns, since the amount of future returns can be reasonably estimated based upon experience. These reserves have historically been immaterial.
Certain customers are offered pricing discounts on current sales based upon purchasing volumes or preferred pricing arrangements, for which revenue is reported net of these discounts.
The Company reports revenue for certain of its product accessory sales on a net basis, by reducing the gross sale amount by the related costs, when certain factors in the arrangement with the customer indicate that the Company is acting as an agent, rather than as a principal.
Amounts billed to customers related to shipping and handling, as well as reimbursements received from customers for out-of-pocket expenses, are classified as revenue, with the associated costs included in cost of revenue.substantive.
Research and Development
Research and development costs for internally-developed or acquired productsprimarily include personnel-related costs, prototyping materials, and outside services. Research and development costs are expensed when incurred until technological feasibility has been established for the product. Thereafter, all software costs may be capitalized until the product is available for general release to customers. The Company determines technological feasibility at the time the product reaches beta in its stage of development. Historically, the time incurred between beta and general release to customers has been short, and therefore, the costs have been insignificant.
Advertising Costs
Advertising costs are expensed as incurred and totaled $1,679,000$1,965,000 in 2017, $1,674,0002021, $1,443,000 in 2016,2020, and $2,009,000$1,385,000 in 2015.2019.
Stock-Based Compensation
The Company’s share-based paymentsstock-based awards that result in compensation expense consist of stock option grantsoptions and restricted stock awards.units (RSUs). The Company has reserved a specific number of shares of its authorized but unissued shares for issuance upon the exercise of stock options or the grantingsettlement of restricted stock.RSUs. When a stock option is exercised or a restricted stock awardan RSU is granted,settled, the Company issues new shares from this pool. The fair values of stock options are estimated on the grant date using a binomial lattice model. Management is responsible for determining the appropriate valuation model and estimating these fair values, and in doing so, considers a number of factors, including information provided by an outside valuation advisor.advisor and the observable market price of the Company's common stock on the grant date. The fair value of RSUs is determined based on the observable market price of the Company's common stock on the grant date less the present value of expected future dividends. When determining the grant-date fair value of stock-based awards, management further considers whether an adjustment is required to the observable market price or volatility of the Company's common stock that is used in the valuation as a result of material non-public information, if that information is expected to result in a material increase in share price.
The Company recognizes compensation expense related to stock optionsstock-based awards using the graded attribution method, in which expense is recognized on a straight-line basis over the service period for each separately vesting
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portion of the stock option or RSU as if the option were,award was, in substance, multiple awards. The amount of compensation expense recognized at the end of the vesting period is based uponon the number of stock optionsawards for which the requisite service has been completed. No compensation expense is recognized for optionsawards that are forfeited for which the employee does not render the requisite service. The term “forfeitures” is distinct from “expirations” and represents only the unvested portion of the surrendered option.award. The Company applies estimated forfeiture rates to its unvested optionsawards to arrive at the amount of compensation expense that is expected to be recognized over the requisite service period. At the end of each separately vesting portion of an option,award, the expense that was recognized by applying the estimated forfeiture rate is compared to the expense that should be recognized based uponon the employee’s service, and a creditan increase or decrease to compensation expense is recorded related to those employees that have not renderedtrue up the requisite service.final expense.
Taxes
The Company recognizes a tax position in its financial statements when that tax position, based solely upon its technical merits, is more likely than not to be sustained upon examination by the relevant taxing authority. Those tax positions failing to qualify for initial recognition are recognized in the first interim period in which they meet the more likely than not standard, or are resolved through negotiation or litigation with the taxing authority, or upon expiration of the statutes of limitations. Derecognition of a tax position that was previously recognized occurs when an entity subsequently determines that a tax position no longer meets the more likely than not threshold of being sustained.
Only the portion of the liability that is expected to be paid within one year is classified as a current liability. As a result, liabilities expected to be resolved without the payment of cash (e.g., resolution due to the expiration of the statutes of limitations) or are not expected to be paid within one year are not classified as current. It is the Company’s policy to record estimated interest and penalties as income tax expense and tax credits as a reduction in income tax expense.
Deferred tax assets and liabilities are determined based uponon the differences between the financial statement and tax bases of assets and liabilities as measured by the enacted tax rates that will be in effect when these differences reverse.

COGNEX CORPORATION - NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Valuation allowances are provided if, based uponon the weight of available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized.
The Tax Cuts and Jobs Act of 2017 imposed a minimum tax on foreign earnings related to intangible assets, known as the Global Intangible Low-Taxed Income (GILTI) tax. In 2019, the Company elected to account for the impact of the GILTI minimum tax in deferred taxes, a change from the Company’s initial election made in 2018 whereby the GILTI minimum tax was included in income tax expense as incurred on an annual basis. The change is considered preferable, as it appropriately matches the Company’s current and deferred income tax implications.
Sales tax in the United States and similar taxes in other jurisdictions that are collected from customers and remitted to government authorities are presented on a gross basis (i.e., a receivable from the customer with a corresponding payable to the government). Amounts collected from customers and retained by the Company during tax holidays are recognized as non-operating income when earned.
Net Income Per Share
Basic net income per share is computed by dividing net income available to common shareholders by the weighted-average number of common shares outstanding for the period. Diluted net income per share is computed by dividing net income available to common shareholders by the weighted-average number of common shares outstanding for the period plus potential dilutive common shares. Dilutive common equivalent shares consist of stock options and restricted stock units and are calculated using the treasury stock method. Common equivalent shares do not qualify as participating securities. In periods where the Company records a net loss, potential common stock equivalents are not included in the calculation of diluted net loss per share.share as their effect would be anti-dilutive.
Comprehensive Income
Comprehensive income is defined as the change in equity of a company during a period from transactions and other events and circumstances, excluding transactions resulting from investments by owners and distributions to owners. Accumulated other comprehensive loss, net of tax, as of December 31, 2017 and December 31, 2016, consists of foreign currency translation adjustmentsadjustment losses of $33,270,000$43,665,000 and $55,262,000,$36,912,000, as of December 31, 2021 and December 31, 2020, respectively; net unrealized losses on available-for-sale investments of $58,000$3,006,000 as of December 31, 2021, and net unrealized gains on available-for-sale investments of $68,000, respectively; net unrealized gains on derivative instruments$4,382,000 as of $0 and $37,000, respectively;December 31, 2020; and losses on currency swaps, net of gains on long-term intercompany loans of $1,271,000 inat each year.year end.
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COGNEX CORPORATION - NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Amounts reclassified from accumulated other comprehensive incomeloss, net of tax, to investment income on the Consolidated Statements of Operations were net realized gains of $829,000, $191,000,$236,000, $4,119,000, and $344,000$1,452,000 for 2017, 2016,2021, 2020, and 2015,2019, respectively.
Concentrations of Risk
Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash, cash equivalents, investments, and trade receivables.accounts receivable. The Company has certain domestic and foreign cash balances that exceed the insured limits set by the Federal Deposit Insurance Corporation (FDIC) in the United States and equivalent regulatory agencies in foreign countries. The Company primarily invests in investment-grade debt securities and has established guidelines relative to credit ratings, diversification, and maturities of its debt securities that maintain safety and liquidity. The Company has historically not experienced any significant realized losses on its debt securities.
A single customer accounted for 17% of total revenue in 2021 and 15% of total accounts receivable as of December 31, 2021. Accounts receivable from a second customer accounted for 11% of total accounts receivable as of December 31, 2021. The Company performs ongoing credit evaluations of its customers and maintains allowances for potential credit losses. The Company has historically not experienced any significant losses related to the collection of its accounts receivable.
A significant portion of the Company's productproducts is presently manufactured by a third-party contractor located in Indonesia. This contractorcontract manufacturer has agreed to provide Cognexthe Company with termination notification periods and last-time-buy rights, if and when that may be applicable. We rely upon this contractorOur contract manufacturer's challenges in obtaining components and maintaining production have resulted in delays, and may continue to provide quality product and meetresult in delays, in meeting our delivery schedules. We engage in extensive product quality programs and processes, including actively monitoring the performance ofschedules that, as a result, delay deliveries to our third-party manufacturers; however, we may not detect all product quality issues through these programs and processes.customers past their requested delivery date.
Certain key electronic and mechanical components, such as integrated circuit chips, are presently sourcedfundamental to the design of Cognex products. Due to the impact of the COVID-19 pandemic or other factors, we have experienced, and may continue to experience, disruptions to the supply of components for our products that have resulted, and may continue to result, in higher purchase costs, delivery costs, and manufacturing delays.
The Company sources components from a single vendorpreferred vendors that isare selected based on price and performance considerations. In the event of a supply disruption from a single-sourcepreferred vendor, these components may typically be purchased from alternative vendors, which may result in higher purchase costs and manufacturing delays based on the lead time required to identify and obtain sufficient quantities from an alternative source.Certain of the new vendor. Certain key electronic and mechanicalCompany’s products utilize components that are purchasedavailable from strategic suppliers, such as processors or imagers, are fundamental to the design of Cognex products. A disruption in the supply of these key components, such as a last-time-buy announcement, natural disaster, financial bankruptcy, or other event, may require us to purchase a significant amount of inventory at unfavorable prices resulting in lower gross margins and higher risk of carrying excess inventory.only one source. If we are unable to secure adequate supply from alternativethese sources, we may have to redesign our products, which may lead to a delayhigher costs, delays in manufacturing, and a possible loss of sales.

COGNEX CORPORATION - NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Derivative Instruments
Derivative instruments are recorded on the Consolidated Balance Sheets at fair value. Changes in the fair value of derivatives are recorded each period in current operations or in shareholders' equity as other comprehensive income (loss), depending upon whether the derivative is designated as a hedge transaction and, if it is, the effectiveness of the hedge. At the inception of the contract, the Company designates foreign currency forward exchange contracts as either a cash flow hedge of certain forecasted foreign currency denominated sales and purchase transactions or as an economic hedge. Changes in the fair value of a derivative that is highly effective and that is designated and qualifies as a cash flow hedge are recorded in shareholders' equity as other comprehensive income (loss), and reclassified into current operations in the same period during which the hedged transaction affects current operations and in the same financial statement line item as that of the forecasted transaction. Cash flow hedges are evaluated for effectiveness quarterly. Any hedge ineffectiveness (which represents the amount by which the changes in the fair value of the derivative exceed the variability in the cash flows of the forecasted transaction) is recorded in current operations in the period in which ineffectiveness is determined. Changes in the fair value of the Company’s economic hedges (not designated as a cash flow hedge) are reported in current operations. The cash flows from derivative instruments are presented in the same category on the Consolidated Statements of Cash Flows as the category for the cash flows from the hedged item. Generally, this accounting policy election results in cash flows related to derivative instruments being classified as an operating activity on the Consolidated Statements of Cash Flows.
The Company formally documents all relationships between hedging instruments and hedged items, as well as its risk-management objective and strategy for undertaking various hedge transactions. This process includes linking all derivatives that are designated as cash flow hedges to specific forecasted transactions. The Company also formally assesses (both at the hedge’s inception and on an ongoing basis) whether the derivatives that are used in hedging transactions have been highly effective in offsetting changes in the fair value or cash flows of hedged items and whether those derivatives may be expected to remain highly effective in future periods. When it is determined that a derivative is not (or has ceased to be) highly effective as a hedge, the Company discontinues hedge accounting prospectively, as discussed below.
The Company discontinues hedge accounting prospectively when (1) it determines that the derivative is no longer effective in offsetting changes in the cash flows of a hedged item; (2) the derivative expires or is sold, terminated, or exercised; (3) it is no longer probable that the forecasted transaction will occur; or (4) management determines that designating the derivative as a hedging instrument is no longer appropriate or desired. When the Company discontinues hedge accounting because it is no longer probable that the forecasted transaction will occur in the originally expected period, the gain or loss on the derivative remains in accumulated other comprehensive income (loss) and is reclassified into current operations when the forecasted transaction affects current operations. However, if it is probable that a forecasted transaction will not occur by the end of the originally specified time period or within an additional two-month period of time thereafter, the gain or loss that was accumulated in other comprehensive income (loss) is recognized immediately in current operations. In all situations in which hedge accounting is discontinued and the derivative remains outstanding, the Company carries the derivative at fair value on the Consolidated Balance Sheets, recognizing changes in the fair value in current operations, unless it is designated in a new hedging relationship.
The Company recognizes all derivative instruments as either current assets or current liabilities at fair value on the Consolidated Balance Sheets. When the Company is engaged in more than one outstanding derivative contract with the same counterparty and also has a legally enforceable master netting agreement with that counterparty, the “net” mark-to-market exposure represents the netting of the positive and negative exposures with that counterparty. Accordingly, cash flow hedges are presented net on the Consolidated Balance Sheets.
Business CombinationsAcquisitions
The Company determines whether a transaction qualifies as a business combination by applying the definition of a business, which requires the assets acquired and liabilities assumed to be inputs and processes that have the ability to createcontribute to the creation of outputs. The Company accounts for business combinations under the acquisition method of accounting, which requires the following steps: (1) identifying the acquirer, (2) determining the acquisition date, (3) recognizing and measuring the identifiable assets acquired and the liabilities assumed, and (4) recognizing and measuring goodwill. The Company measures the identifiable assets acquired and liabilities assumed at their estimated fair values as of the acquisition date. Management is responsible for determining the appropriate valuation model and estimated fair values, and in doing so, considers a number of factors, including information provided by an outside valuation advisor. Management primarily establishes fair value using the income approach based uponon a discounted cash flow model. The income approach requires the use of many assumptions and estimates including future revenues and expenses, as well as discount factors. Contingent consideration liabilities are reported at their estimated fair values based upon

COGNEX CORPORATION - NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

on probability-adjusted present values of the consideration expected to be paid, using significant inputs and estimates. Key assumptions used in these estimates include probability assessments with respect to the likelihood of achieving certain milestones and discount rates consistent with the level of risk of achievement. The fair values of these contingent consideration liabilities are remeasured each reporting period with changes in fair value recordedincluded in "Other income (expense)" on the Consolidated Statements of Operations. Goodwill is recognized as of the acquisition date as the excess of the consideration transferred over the net amount of assets acquired and liabilities assumed. Transaction costs are expensed as incurred.
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COGNEX CORPORATION - NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Restructuring Charges
One-time employee termination benefits as part of a restructuring activity exist at the date the plan of termination has been communicated to employees (the “communication date”) and meets all of the following criteria: (1) management, having the authority to approve the action, has committed to the plan of termination, (2) the plan identifies the number of employees to be terminated, their job classifications or functions and their locations, and the expected completion date, (3) the plan establishes the terms of the benefit arrangement in sufficient detail, and (4) actions required to complete the plan indicate it is unlikely that significant changes to the plan will be made. If employees are not required to render service until they are terminated in order to receive the termination benefits or will not be retained to render service beyond a minimum retention period, a liability for the termination benefits is recognized and measured at fair value at the communication date. Otherwise, a liability is measured initially at the communication date based on the fair value of the liability as of the termination date and recognized ratably over the future service period. Changes to the fair value of the liability are recorded as restructuring adjustments.
Closures of leased offices as part of a restructuring activity prior to the end of the contractual lease term are treated as abandoned right-to-use assets when the Company ceases to use the property for economic benefit and lacks either the intent or ability to sublease. The lease asset is written down to zero as of the abandonment date. Estimates of contract termination costs assume the Company will be obligated to pay the remaining rent over the contract period, and the lease liability continues to be recorded on the balance sheet. Subsequent negotiations that result in early contract terminations are recorded as favorable restructuring adjustments.
Other associated costs as part of a restructuring activity include costs to consolidate facilities, costs to relocate employees, and legal fees incurred to research local statutory requirements and prepare termination agreements. These costs are recognized in the period in which the liability is incurred, which generally corresponds to the period in which the services are rendered.
NOTE 2: New Pronouncements
Accounting Standards Update (ASU) 2014-09, “Revenue from Contracts with Customers”2019-12, "Simplifying the Accounting for Income Taxes"
The amendments in this ASU 2014-09 will supersede and replace all currently existing U.S. GAAP, including industry-specific revenue recognition guidance, with a single, principle-based revenue recognition framework. The concept guiding this new model is that revenue recognition will depict transfer of controleliminate certain exceptions related to the customerapproach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period, and the recognition of deferred tax liabilities for outside basis differences. They also clarify and simplify other aspects of the accounting for income taxes. The Company adopted ASU 2019-12 on January 1, 2021. Upon adoption, ASU 2019-12 did not have a material impact on the Company's consolidated financial statements and disclosures.
Accounting Standards Update (ASU) 2020-08, "Codification Improvements to Subtopic 310-20, Receivables - Nonrefundable Fees and Other Costs"
The amendments in this ASU clarify that for each reporting period, for callable debt with multiple call dates and call prices that may change at each call date, to the extent that the amortized cost basis of an individual callable debt security exceeds the amount repayable by the issuer at the next call date, the excess is amortized to the next call date. The Company adopted ASU 2020-08 on January 1, 2021. Upon adoption, ASU 2020-08 did not have a material impact on the Company's consolidated financial statements and disclosures.
Accounting Standards Update (ASU) 2020-04, "Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting" and (ASU) 2021-01, "Reference Rate Reform (Topic 848): Scope"
The amendments in these ASUs apply to all entities that reflects considerationhave contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to whichbe discontinued because of reference rate reform. Together, the ASUs provide optional expedients and exceptions for applying generally accepted accounting principles (GAAP) to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. The expedients and exceptions provided by the amendments do not apply to contract modifications made and hedging relationships entered into or evaluated after December 31, 2022, except for hedging relationships existing as of December 31, 2022 that an entity expects to be entitled. The core principles supporting this framework include (1) identifyinghas elected certain optional expedients for and that are retained through the contract with a customer, (2) identifying separate performance obligations within the contract, (3) determining the transaction price, (4) allocating the transaction price to the performance obligations, and (5) recognizing revenue. This new framework will require entities to apply significantly more judgment. This increase in management judgment will require expanded disclosure on estimation methods, inputs, and assumptions for revenue recognition.
In March 2016, ASU 2016-08, "Principal versus Agent Considerations (Reporting Revenue Gross versus Net)," was issued, in April 2016, ASU 2016-10, "Identifying Performance Obligations and Licensing," was issued, in May 2016, ASU 2016-12, "Narrow-Scope Improvements and Practical Expedients," was issued, and in December 2016, ASU 2016-20, "Technical Corrections and Improvements," was issued. These Updates do not change the core principleend of the guidance under ASU 2014-09, but rather provide implementation guidance. ASU 2015-14, "Deferralhedging relationship. The amendments in these ASUs are effective for all entities as of the effective date," amended the effective date of ASU 2014-09 for public companies to annual reporting periods beginning afterMarch 12, 2020 through December 15, 2017. Early adoption was permitted, but only beginning after December 15, 2016. The Financial Accounting Standards Board may release additional implementation guidance in future periods.
We will adopt this standard using the full retrospective method to present all periods reported on a consistent basis. Upon adoption, revenue for software-only products sold as part of multiple-deliverable arrangements will no longer be deferred when vendor-specific objective evidence of fair value31, 2022. Management does not exist for undelivered elementsexpect ASU 2020-04 or ASU 2021-01 to have a material impact on the Company's consolidated financial statements and disclosures.

46

Table of the arrangement. This change will likely result in earlier recognition of revenue. In addition, we expect certain of the Company’s product accessory sales, which are currently reported on a net basis, to be reported on a gross basis as a result of applying the expanded guidance in the new standard related to principal versus agent considerations. This change will result in the Company reporting higher revenue and higher cost of revenue when these sales are reported on a gross basis, although the gross margin dollars will not change. Furthermore, for arrangements that include customer-specified acceptance criteria, we expect to recognize revenue when we can objectively determine that control has been transferred to the customer in accordance with the agreed-upon specifications in the contract, which may occur before formal customer acceptance. This change will primarily impact revenue recognition for arrangements in the logistics industry where certain customer solutions include installed ID products and will likely result in earlier recognition of revenue.Contents
The following table summarizes the impact of the new revenue standard in the Company’s revenue, cost of revenue, and gross margin for the years ended December 31, 2017, 2016, and 2015 (in thousands):
 2017 2016 2015
Revenue as reported$747,950
 $520,753
 $450,557
Adjustment to revenue18,133
 8,762
 20,434
Revenue as restated$766,083
 $529,515
 $470,991
      
Cost of revenue as reported$168,698
 $115,590
 $102,571
Adjustment to cost of revenue18,591
 15,480
 20,514
Cost of revenue as restated$187,289
 $131,070
 $123,085
      
Gross margin as reported$579,252
 $405,163
 $347,986
Adjustment to gross margin(458) (6,718) (80)
Gross margin as restated$578,794
 $398,445
 $347,906
      
Gross margin percentage as reported77 % 78 % 77 %
Adjustment to gross margin percentage(1)% (3)% (3)%
Gross margin percentage as restated76 % 75 % 74 %



COGNEX CORPORATION - NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Accounting Standards Update (ASU) 2016-01, "Financial Instruments - Recognition and Measurement of Financial2021-08, "Business Combinations (Topic 805): Accounting for Contract Assets and Financial Liabilities"Contract Liabilities from Contracts with Customers"
ASU 2016-01 provides guidance related to certain aspects of recognition, measurement, presentation, and disclosure of financial instruments. The amendments in this Update affect all entities that hold financial assets or owe financial liabilities. This ASU requires equity investments (except those accounted underprimarily address the equity method) to be measured at fair value with changes in fair value recognized in net income. However, an entity may choose to measure equity investments that do not have readily determinable fair values at cost minus impairment. This ASU also eliminates the requirementaccounting for public companies to disclose the methods and significant assumptions used to estimate the fair value for financial instruments measured at amortized cost on the balance sheet, and it requires separate presentation of financialcontract assets and financialcontract liabilities by measurement category and form of financial asset onrelated to revenue contracts with customers in a business combination. The ASU clarifies that an acquirer should account for the balance sheet orrelated revenue contracts in accordance with Accounting Standards Codification 606 as if the accompanying notes toacquirer had originated the financial statements. For public companies, the guidancecontracts. The amendments in this ASU 2016-01 isare effective for annual periodsfiscal years beginning after December 15, 2017, and2022, including interim periods within those annual periods. Earlyfiscal years, although early adoption is not permitted except for certainpermitted. The amendments in the ASU should be applied prospectively to business combinations occurring on or after the effective date of the amendments. The expected financial statement impact of this Update.new accounting standard cannot be reasonably estimated at this time, as the impact in future periods will depend on the contract assets and contract liabilities acquired in future business combinations. Management does not expect this ASU 2016-01 to have a material impact on the Company's financial statements and disclosures.
Accounting Standards Update (ASU) 2016-02, "Leases"
ASU 2016-02 creates Topic 842, Leases. The objective of this Update is to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet, and disclosing key information about leasing arrangements. This ASU applies to any entity that enters into a lease, although lessees will see the most significant changes. The main difference between current U.S. GAAP and Topic 842 is the recognition of lease assets and lease liabilities on the balance sheet for those leases classified as operating leases under current U.S. GAAP. Topic 842 distinguishes between finance leases and operating leases, which are substantially similar to the classification criteria for distinguishing between capital leases and operating leases under current U.S. GAAP. For public companies, the guidance in ASU 2016-02 is effective for annual periods beginning after December 15, 2018, and interim periods within those annual periods. This ASU should be applied using a modified retrospective approach. Management is in the process of evaluating the impact of this Update.
Accounting Standards Update (ASU) 2016-13, "Financial Instruments - Measurement of Credit Losses"
ASU 2016-13 applies to all reporting entities holding financial assets that are not accounted for at fair value through net income (debt securities).  The amendments in this Update eliminate the probable initial recognition threshold to recognize a credit loss under current U.S. GAAP and, instead, reflect an entity’s current estimate of all expected credit losses. In addition, this Update broadens the information an entity must consider in developing the credit loss estimate, including the use of reasonable and supportable forecasted information.  The amendments in this Update require that credit losses on available-for-sale debt securities be presented as an allowance rather than as a write-down and an entity will be able to record reversals of credit losses in current period net income. For public companies, the guidance in ASU 2016-13 is effective for annual periods beginning after December 15, 2019, and interim periods within those annual periods.  This ASU should be applied through a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective.  Management does not expect ASU 2016-13 to have a material impact on the Company's financial statements and disclosures.
Accounting Standards Update (ASU) 2016-16, "Income Taxes - Intra-Entity Transfers of Assets Other than Inventory"
ASU 2016-16 applies to all reporting entities with intra-entity transfers of assets other than inventory. The amendments in this Update allow the recognition of deferred income taxes for an intra-entity transfer of an asset other than inventory when the transfer occurs, as opposed to when the asset has been sold to an outside party under current U.S. GAAP. Two common examples of assets included in the scope of this Update are intellectual property and property, plant, and equipment. For public companies, the amendments in ASU 2016-16 are effective for annual reporting periods beginning after December 15, 2017, and interim reporting periods within those annual periods. Early adoption is permitted for all entities as of the beginning of an annual reporting period for which financial statements (interim or annual) have not been issued or made available for issuance. This ASU should be applied on a modified retrospective basis through a cumulative-effect adjustment directly to retained earnings as of the beginning of the period of adoption. Management does not expect ASU 2016-16 to have a material impact on the Company's financial statements and disclosures.
Accounting Standards Update (ASU) 2017-01, "Business Combinations - Clarifying the Definition of a Business"
ASU 2017-01 applies to all reporting entities that must determine whether they have acquired or sold a business. The amendments in this Update clarify the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses.

COGNEX CORPORATION - NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For public companies, the amendments in ASU 2017-01 are effective for annual reporting periods beginning after December 15, 2017, and interim reporting periods within those annual periods. This ASU should be applied prospectively on or after the effective date and no disclosures are required at transition. Early adoption is permitted for transactions for which the acquisition date occurs before the issuance date or the effective date of the amendments in this Update, only when the transaction has not been reported in financial statements that have been issued. Management does not expect ASU 2017-01 to have a material impact on the Company's financial statements and disclosures.
Accounting Standards Update (ASU) 2017-04, "Intangibles - Goodwill and Other - Simplifying the Test for Goodwill Impairment"
ASU 2017-04 applies to all reporting entities that have goodwill reported in their financial statements. The amendments in this Update eliminate Step 2 from the goodwill impairment test reducing the cost and complexity of evaluating goodwill for impairment. In computing the implied fair value of goodwill under Step 2, an entity had to perform procedures to determine the fair value at the impairment date of its assets and liabilities as would be required in a business combination. Instead, under the amendments in this Update, an entity should perform its goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount and recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value. For public companies, the amendments in ASU 2017-04 are effective for the annual or any interim goodwill impairment tests for reporting periods beginning after December 15, 2019. This ASU should be applied prospectively and an entity is required to disclose the nature of and reason for the change in accounting principle upon transition. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. Management does not expect ASU 2017-04 to have a material impact on the Company's financial statements and disclosures.
Accounting Standards Update (ASU) 2017-08, "Receivables - Nonrefundable Fees and Other Costs - Premium Amortization on Purchased Callable Debt Securities "
ASU 2017-08 applies to all reporting entities that hold investments in callable debt securities that have an amortized cost basis in excess of the amount that is repayable by the issuer at the earliest call date (that is, at a premium). The amendments in this Update shorten the amortization period for certain callable debt securities held at a premium. Specifically, the amendments require the premium to be amortized to the earliest call date. The amendments do not require an accounting change for securities held at a discount; the discount continues to be amortized to maturity. Under current GAAP, premiums and discounts on callable debt securities generally are amortized to the maturity date. If that callable debt security is subsequently called, the entity records a loss equal to the unamortized premium. The amendments in this Update more closely align the amortization period of premiums and discounts to expectations incorporated in market pricing on the underlying securities. For public companies, the amendments in ASU 2017-08 are effective for annual periods beginning after December 15, 2019 and interim reporting periods within annual years beginning after December 15, 2020. This ASU should be applied on a modified retrospective basis through a cumulative-effect adjustment directly to retained earnings as of the beginning of the period of adoption, and, in the period of adoption, the entity is required to provide disclosures about the change in accounting principle. Early adoption is permitted, including adoption in an interim period. Management is in the process of evaluating the impact of this Update.

COGNEX CORPORATION - NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Accounting Standards Update (ASU) 2017-09, "Compensation - Stock Compensation - Scope of Modification Accounting"
ASU 2017-09 applies to all reporting entities that change the terms or conditions of a share-based payment award. Currently, the definition of the term modification is broad and its interpretation results in diversity in practice. The amendments in this Update provide guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. An entity should account for the effects of a modification unless all the following are met: 1) the fair value of the modified award is the same as the fair value of the original award immediately before the original award is modified, 2) the vesting conditions of the modified award are the same as the vesting conditions of the original award immediately before the original award is modified, and 3) the classification of the modified award as an equity instrument or a liability instrument is the same as the classification of the original award immediately before the original award is modified. For public companies, the amendments in ASU 2017-09 are effective for annual reporting periods beginning after December 15, 2017, and interim reporting periods within those annual periods. Early adoption is permitted including adoption in an interim period, for reporting periods for which financial statements have not yet been issued. This ASU should be applied prospectively to an award modified on or after the adoption date. Management does not expect ASU 2017-09 to have a material impact on the Company's financial statements and disclosures.
Accounting Standards Update (ASU) 2017-12, "Derivatives and Hedging - Targeted Improvements to Accounting for Hedging Activities"
ASU 2017-12 applies to all reporting entities that elect to apply hedge accounting. The hedge accounting requirements under current GAAP sometimes do not permit an entity to properly recognize the economic results of the hedging strategy in the financial statements, and they are difficult to understand and interpret. The amendments in this Update make certain targeted improvements to simplify the application of the hedge accounting guidance. Also, they better align the risk management activities and financial reporting for hedging relationships through changes to both 1) the designation and measurement guidance for qualifying hedging relationships and 2) the presentation of hedge results. For public companies, the amendments in ASU 2017-12 are effective for annual reporting periods beginning after December 15, 2018, and interim reporting periods within those annual periods. Early adoption is permitted including adoption in any interim period after issuance of the Update. All transition requirements and elections should be applied to hedging relationships existing on the date of adoption. The entity should apply a cumulative-effect adjustment related to eliminating the separate measurement of ineffectiveness to accumulated other comprehensive income with a corresponding adjustment to the opening balance of retained earnings as of the beginning of the fiscal year that an entity adopts the amendments in this Update. The amended presentation and disclosure guidance is required only prospectively. Management is in the process of evaluating the impact of this Update.

COGNEX CORPORATION - NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 3: Fair Value Measurements
Financial Assets and Liabilities that are Measured at Fair Value on a Recurring Basis
The following table summarizes the financial assets and liabilities measured at fair value on a recurring basis as of December 31, 20172021 (in thousands):
Quoted Prices in
Active Markets
for Identical
Assets (Level 1)
 
Significant Other
Observable
Inputs (Level 2)
 Unobservable Inputs (Level 3)Quoted Prices in
Active Markets
for Identical
Assets (Level 1)
Significant Other
Observable
Inputs (Level 2)
Unobservable Inputs (Level 3)
Assets:     Assets:
Money market instruments$8,631
 $
 $
Money market instruments$537 $— $— 
Corporate bonds
 343,409
 
Corporate bonds— 554,306 — 
Asset-backed securitiesAsset-backed securities— 81,595 — 
Treasury bills
 173,830
 
Treasury bills058,665 0
Asset-backed securities
 130,930
 
Sovereign bonds
 34,726
 
Agency bonds
 25,498
 
Agency bonds— 18,879 — 
Municipal bonds
 13,009
 
Municipal bonds— 5,639 0
Sovereign bondsSovereign bonds— 2,119 — 
Economic hedge forward contracts
 16
 
Economic hedge forward contracts— 39 — 
Liabilities:     Liabilities:
Economic hedge forward contracts
 13
 
Economic hedge forward contracts— 230 — 
Contingent consideration liabilities
 
 3,557
The Company’s money market instruments are reported at fair value based uponon the daily market price for identical assets in active markets, and are therefore classified as Level 1.
The Company’s debt securities and forward contracts are reported at fair value based uponon 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. Management is responsible for estimating the fair value of these financial assets and liabilities, and in doing so, considers valuations provided by a large, third-party pricing service. For debt securities, this service maintains regular contact with market makers, brokers, dealers, and analysts to gather information on market movement, direction, trends, and other specific data. They use this information to structure yield curves for various types of debt securities and arrive at the daily valuations. The Company's forward contracts are typically traded or executed in over-the-counter markets with a high degree of pricing transparency. The market participants are generally large commercial banks.
The Company did not record an other-than-temporary impairment of these financial assets in 2017, 2016, or 2015.
The Company's contingent consideration liabilities are reported at fair value based uponon probability-adjusted present values of the consideration expected to be paid using significant inputs that are not observable in the market, and are therefore classified as Level 3. Key assumptions used in these estimates include probability assessments with respect to the likelihood of achieving certain revenue milestones. The fair values of these contingent consideration liabilities were calculated using discount rates consistent with the level of risk of achievement, and are remeasured each reporting period with changes in fair value recorded in "Other income (expense)" on the Consolidated Statementsperiod.
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The following table summarizes the activity for the Company's liabilities measured at fair value using Level 3 inputs (in thousands):
Balance as of December 31, 2019$1,153 
Fair value adjustment to Chiaro contingent consideration(114)
Payment of Chiaro contingent consideration(1,039)
Balance as of December 31, 2020— 
Balance as of December 31, 2021$
Balance as of December 31, 2015$3,000
Payment of Manatee contingent consideration(337)
Fair value adjustment to Manatee contingent consideration(463)
Contingent consideration resulting from EnShape acquisition1,362
Contingent consideration resulting from Chiaro acquisition611
Balance as of December 31, 20164,173
Payment of EnShape contingent consideration(1,401)
Payment of Manatee contingent consideration(525)
Contingent consideration resulting from GVi acquisition1,299
Fair value adjustment to Manatee contingent consideration(325)
Fair value adjustment to Chiaro contingent consideration15
Fair value adjustment to GVi contingent consideration282
Foreign exchange rate changes39
Balance as of December 31, 2017$3,557
Refer to Note 20The fair value of the contingent consideration liability related to the Consolidated Financial Statements for further information regarding acquisitions.Company's acquisition of GVi Ventures, Inc. in 2017 was written down to 0 in 2019 resulting from a lower level of revenue in the Americas' automotive industry, and the balance remains at 0 as of December 31, 2021. The undiscounted potential outcomes related to future contingent consideration range from $0 to $2,500,000 based on certain revenue levels through April of 2022.
Non-financial Assets that are Measured at Fair Value on a Non-recurring Basis
Non-financial assets, such as property, plant and equipment, operating lease assets, goodwill, and intangible assets, are required to be measured at fair value only when an impairment loss is recognized. The Company evaluates these long-lived assets for impairment whenever events or changes in circumstances, referred to as "triggering events," indicate the carrying value may not be recoverable. The adverse impact of the COVID-19 pandemic on our business in 2020 triggered a review of long-lived assets for potential impairment as of May 26, 2020, which resulted in operating lease asset impairment charges of $3,427,000 (refer to Notes 7 and 22) that were included in "Restructuring charges" on the Consolidated Statements of Operations, and intangible asset impairment charges of $19,571,000 (refer to Note 9) in the second quarter of 2020. These fair value measurements were based on the present values of future cash flows using significant inputs that are not observable in the market, and were therefore classified as Level 3. The Company did not record an impairment chargecharges related to thesenon-financial assets in 2017, 2016,2021 or 2015.2019.
NOTE 4: Cash, Cash Equivalents, and Investments
Cash, cash equivalents, and investments consisted of the following (in thousands):
 December 31,
 20212020
Cash$185,624 $266,609 
Money market instruments537 2,464 
Cash and cash equivalents186,161 269,073 
Corporate bonds73,088 32,714 
Asset-backed securities37,655 25,160 
Treasury bills18,912 35,403 
Municipal bonds4,998 1,303 
Agency bonds2,802 — 
Sovereign bonds 8,660 
Current investments137,455 103,240 
Corporate bonds481,218 203,428 
Asset-backed securities43,940 67,058 
Treasury bills39,753 96,458 
Agency bonds16,077 19,006 
Sovereign bonds2,119 3,440 
Municipal bonds641 5,735 
Non-current investments583,748 395,125 
$907,364 $767,438 
The Company’s cash balance included foreign bank balances totaling $142,009,000 and $225,853,000 as of December 31, 2021 and 2020, respectively.
48

 December 31,
 2017 2016
Cash$97,951
 $77,307
Money market instruments8,631
 2,334
Cash and cash equivalents106,582
 79,641
Treasury bills150,371
 67,175
Asset-backed securities59,203
 69,614
Corporate bonds47,395
 141,188
Sovereign bonds21,579
 7,298
Agency bonds10,608
 2,903
Municipal bonds8,805
 6,517
Euro liquidity fund
 46,499
Short-term investments297,961
 341,194
Corporate bonds296,014
 169,952
Asset-backed securities71,727
 26,946
Treasury bills23,459
 92,280
Agency bonds14,890
 10,339
Sovereign bonds13,147
 23,585
Municipal bonds4,204
 1,233
Long-term investments423,441
 324,335
 $827,984
 $745,170
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COGNEX CORPORATION - NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The Company’s cash balance included foreign bank balances totaling $66,777,000 and $68,076,000 as of December 31, 2017 and 2016, respectively.
Treasury billsCorporate bonds consist of debt securities issued by the U.S. government;both domestic and foreign companies; asset-backed securities consist of debt securities collateralized by pools of receivables or loans with credit enhancement; corporatetreasury bills consist of debt securities issued by the U.S. government; municipal bonds consist of debt securities issued by both domesticstate and foreign companies; sovereign bonds consist of direct debt issued by foreign governments;local government entities; agency bonds consist of domestic or foreign obligations of government agencies and government-sponsored enterprises that have government backing; municipaland sovereign bonds consist of direct debt securities issued by stateforeign governments. All of the Company's securities as of December 31, 2021 and local government entities; and the Euro liquidity fund invests in a portfolio of investment-grade bonds. The Euro liquidity fund is denominated in Euros, and the remaining securities are2020 were denominated in U.S. Dollars.
Accrued interest receivable is included in "Prepaid expenses and other current assets" on the Consolidated Balance Sheets and amounted to $3,037,000 and $1,560,000 as of December 31, 2021 and 2020, respectively.
The following table summarizes the Company’s available-for-sale investments as of December 31, 20172021 (in thousands):
Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Fair Value
Current:
Corporate bonds$72,863 $251 $(26)$73,088 
Asset-backed securities37,568 112 (25)37,655 
Treasury bills18,864 51 (3)18,912 
Municipal bonds5,029 (32)4,998 
Agency bonds2,800 — 2,802 
Non-current:
Corporate bonds485,140 555 (4,477)481,218 
Asset-backed securities44,197 45 (302)43,940 
Treasury bills39,740 46 (33)39,753 
Agency bonds16,128 — (51)16,077 
Sovereign bonds2,141 — (22)2,119 
Municipal bonds635 — 641 
$725,105 $1,069 $(4,971)$721,203 
 
Amortized
Cost
 
Gross
Unrealized
Gains
 
Gross
Unrealized
Losses
 Fair Value
Short-term:       
Treasury bills$150,726
 $
 $(355) $150,371
Asset-backed securities59,267
 8
 (72) 59,203
Corporate bonds47,391
 29
 (25) 47,395
Sovereign bonds21,607
 1
 (29) 21,579
Agency bonds10,600
 8
 
 10,608
Municipal bonds8,805
 
 
 8,805
Long-term:      

Corporate bonds295,427
 981
 (394) 296,014
Asset-backed securities71,801
 30
 (104) 71,727
Treasury bills23,567
 
 (108) 23,459
Agency bonds14,878
 14
 (2) 14,890
Sovereign bonds13,171
 35
 (59) 13,147
Municipal bonds4,220
 
 (16) 4,204
 $721,460
 $1,106
 $(1,164) $721,402
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 December 31, 20172021 (in thousands):
 Unrealized Loss
Position For Less than
12 Months
Unrealized Loss
Position For Greater than
12 Months
Total
 Fair ValueUnrealized
Losses
Fair ValueUnrealized
Losses
Fair ValueUnrealized
Losses
Corporate bonds$431,652 $(4,470)$3,110 $(33)$434,762 $(4,503)
Asset-backed securities50,980 (317)806 (10)51,786 (327)
Treasury bills25,040 (36)— — 25,040 (36)
Agency Bonds16,077 (51)— — 16,077 (51)
Municipal bonds— — 3,892 (32)3,892 (32)
Sovereign bonds2,119 (22)— — 2,119 (22)
$525,868 $(4,896)$7,808 $(75)$533,676 $(4,971)
 
Unrealized Loss
Position For Less than
12 Months
 Unrealized Loss
Position For Greater than
12 Months
 Total
 Fair Value 
Unrealized
Losses
 Fair Value Unrealized
Losses
 Fair Value Unrealized
Losses
Treasury bills$145,051
 $(403) $25,176
 $(60) $170,227
 $(463)
Corporate bonds126,659
 (241) 19,324
 (178) 145,983
 (419)
Asset-backed securities75,842
 (171) 2,698
 (5) 78,540
 (176)
Sovereign bonds3,809
 (4) 17,941
 (84) 21,750
 (88)
Agency Bonds5,928
 (2) 
 
 5,928
 (2)
Municipal bonds4,203
 (16) 
 
 4,203
 (16)
 $361,492
 $(837) $65,139
 $(327) $426,631
 $(1,164)
AsManagement monitors debt securities that are in an unrealized loss position to determine whether a loss exists related to the credit quality of the issuer. When developing an estimate of expected credit losses, management considers all relevant information including historical experience, current conditions, and reasonable forecasts of expected future cash flows. Based on this evaluation, no allowance for credit losses on debt securities was recorded as of December 31, 2017,2021.
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The following table summarizes changes in the Company did not recognize any other-than-temporary impairment of these investments. In its evaluation, management considered the type of security, theallowance for credit rating of the security, the length of time the security has been in a loss position, the size of the loss position, our intent and ability to hold the security to expected recovery of value, and other meaningful information. The Company does not intend to sell, and is unlikely to be required to sell, any of these available-for-sale investments before its effective maturity or market price recovery.losses (in thousands):
Balance as of December 31, 2019$— 
Increases to the allowance for credit losses160 
Decreases to the allowance for credit losses(160)
Balance as of December 31, 2020— 
Balance as of December 31, 2021$
The Company recorded gross realized gains on the sale of debt securities totaling $929,000$246,000 in 2017, $292,0002021, $4,283,000 in 2016,2020, and $549,000$1,581,000 in 2015,2019, and gross realized losses on the sale of debt securities totaling $100,000$10,000 in 2017, $101,0002021, $164,000 in 2016,2020, and $205,000$129,000 in 2015. These gains and losses are included in "Investment income" on the Consolidated2019.

COGNEX CORPORATION - NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Statement of Operations. Prior to the sale of these securities, unrealized gains and losses for these debt securities, net of tax, are recorded in shareholders’ equity as other comprehensive income (loss).
The following table summarizes the effective maturity dates of the Company’s available-for-sale investments as of December 31, 20172021 (in thousands):
<1 Year1-2 Years2-3 Years3-4 Years4-5 YearsTotal
Corporate bonds$73,088 $205,331 $175,992 $64,356 $35,539 $554,306 
Asset-backed securities37,655 23,370 4,668 8,092 7,810 81,595 
Treasury bills18,912 39,753 — — — 58,665 
Agency bonds2,802 16,077 — — — 18,879 
Municipal bonds4,998 641 — — — 5,639 
Sovereign bonds— — 1,052 1,067 — 2,119 
$137,455 $285,172 $181,712 $73,515 $43,349 $721,203 
 <1 Year 1-2 Years 2-3 Years 3-4 Years 4-5 Years 5-7 Years Total
Corporate bonds$47,395
 $154,541
 $77,772
 $26,545
 $32,352
 $4,804
 $343,409
Treasury bills150,371
 23,459
 
 
 
 
 173,830
Asset-backed securities59,203
 46,985
 13,456
 3,262
 2,334
 5,690
 130,930
Sovereign bonds21,579
 4,580
 8,567
 
 
 
 34,726
Agency bonds10,608
 8,962
 
 
 5,928
 
 25,498
Municipal bonds8,805
 2,854
 1,350
 
 
 
 13,009
 $297,961
 $241,381
 $101,145
 $29,807
 $40,614
 $10,494
 $721,402
NOTE 5: Inventories
Inventories consisted of the following (in thousands):
  
December 31,
 20212020
Raw materials$50,452 $26,800 
Work-in-process5,293 4,780 
Finished goods57,357 29,250 
$113,102 $60,830 
The Company recorded provisions for excess and obsolete inventories of $2,573,000 and $9,908,000 in 2021 and 2020, respectively, which reduced the carrying value of the inventories to their net realizable value. The higher provisions in 2020 took into account the global economic conditions resulting from the COVID-19 pandemic.

  
December 31,
 2017 2016
Raw materials$33,927
 $18,224
Work-in-process2,114
 2,760
Finished goods31,882
 6,000
 $67,923
 $26,984
NOTE 6: Property, Plant, and Equipment
Property, plant, and equipment consisted of the following (in thousands):
 December 31,
 20212020
Land$3,951 $3,951 
Buildings24,533 24,533 
Building improvements47,886 45,978 
Leasehold improvements10,436 12,682 
Computer hardware and software50,748 58,162 
Manufacturing test equipment30,562 29,816 
Furniture and fixtures6,449 6,372 
174,565 181,494 
Less: accumulated depreciation(97,019)(102,321)
$77,546 $79,173 
50

 December 31,
 2017 2016
Land$3,951
 $3,951
Buildings24,589
 23,280
Building improvements33,189
 28,049
Leasehold improvements6,513
 5,237
Computer hardware and software61,835
 39,409
Manufacturing test equipment21,312
 18,726
Furniture and fixtures6,363
 4,843
 157,752
 123,495
Less: accumulated depreciation(79,704) (69,503)
 $78,048
 $53,992
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The cost of property, plant, and equipment totaling $6,327,000 and $3,191,000 was removed from both the asset and accumulated depreciation balances in 2017 and 2016, respectively. Gains and losses on these disposals were immaterial in both periods.
Buildings include rental property with a cost basis of $5,750,000 as of December 31, 2017 and 2016, and accumulated depreciation of $3,069,000 and $2,922,000 as of December 31, 2017 and 2016, respectively.


COGNEX CORPORATION - NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The Company disposed of property, plant, and equipment with a cost basis of $20,647,000 and accumulated depreciation of $20,614,000 in 2021, resulting in a loss of $33,000. The Company disposed of property, plant, and equipment with a cost basis of $26,829,000 and accumulated depreciation of $24,977,000 in 2020, resulting in a loss of $1,852,000. Disposals in 2020 included leasehold improvements and other assets associated with office closures as a part of the Company's 2020 restructuring plan (refer to Note 22).
NOTE 7: Leases
The Company's leases are primarily leased properties across different worldwide locations where the Company conducts its operations. 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 December 31, 2021, there were no options to terminate that were accounted for in the determination of the lease term for outstanding leases, and one option to extend that was accounted for in the determination of the lease term for one of the Company's outstanding leases. As of December 31, 2020, there was one option to terminate that was accounted for in the determination of the lease term for one of the Company's outstanding leases, and no options to extend that were accounted for in the determination of the lease term for 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 the outstanding leases as of December 31, 2021 or 2020.
The total operating lease expense was $8,180,000 in both 2021 and 2020, and $6,893,000 in 2019. The total operating lease cash payments were $8,225,000, $8,009,000, and $6,530,000 in 2021, 2020, and 2019, respectively. The total lease expense for leases with a term of twelve months or less for which the Company elected not to recognize a lease asset or lease liability was $154,000, $123,000, and $275,000 in 2021, 2020, and 2019, respectively.
Future operating lease cash payments are as follows (in thousands):
Year Ended December 31,Amount
2022$8,508 
20236,883 
20243,842 
20252,081 
20261,346 
Thereafter5,069 
$27,729 
The discounted present value of the future lease cash payments resulted in a lease liability of $25,581,000 and $26,230,000 as of December 31, 2021 and 2020, respectively.
In December 2021, the Company entered into a lease for a 65,000 square-foot building in Southborough, Massachusetts for a term of ten years to serve as a new distribution center for customers in the Americas. The transition of the current distribution center to the new Southborough facility is expected to take place during the first half of 2022. The Company will have 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 ten-year term. As of December 31, 2021, this lease had not yet commenced, and therefore was not yet recorded on the Consolidated Balance Sheets, nor did it create any significant rights and obligations. Future payment obligations associated with this lease, which are not included in the future operating lease cash payments table above, total $10,239,000, of which $670,000 is payable in 2022. The Company did not have any leases that had not yet commenced but that created significant rights and obligations as of December 31, 2020.
The weighted-average discount rate was 3.4% and 4.0% for the leases outstanding as of December 31, 2021 and December 31, 2020, respectively. The weighted-average remaining lease term was 5.1 years for the leases outstanding as of both December 31, 2021 and 2020, respectively.
Management closed eleven leased offices in 2020, prior to the end of their lease terms, as a part of a restructuring plan (refer to Note 22). The carrying value of the lease assets associated with these offices was reduced to 0, resulting in operating lease asset impairment charges of $3,427,000 in 2020 that are included in "Restructuring
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charges" on the Consolidated Statements of Operations. Remaining lease liability obligations associated with the early contract terminations totaled $1,717,000 and $2,877,000 as of December 31, 2021 and 2020, respectively, and are included in "Operating lease liabilities" on the Consolidated Balance Sheets. The Company did not record impairment charges related to operating lease assets in 2021 or 2019.
The Company owns a building adjacent to its corporate headquarters that was partially occupied by a tenant during a portion of 2020, and for the entirety of 2019. This lease terminated prior to the end of its lease term during the second quarter of 2020, and the Company is now fully occupying this building for its operations. Annual rental income totaled $77,000 in 2020 and $311,000 in 2019.
NOTE 8: Goodwill
The changes in the carrying value of goodwill were as follows (in thousands):
  Amount
Balance as of December 31, 2015 $81,448
Acquisition of AQSense, S.L. 1,383
Acquisition of EnShape GmbH 8,613
Acquisition of Chiaro Technologies LLC 2,911
Acquisition of Webscan, Inc. 925
Balance as of December 31, 2016 95,280
Acquisition of ViDi Systems, S.A. 18,333
Acquisition of GVi Ventures, Inc. 1,476
Adjustment to EnShape goodwill (1,881)
Balance as of December 31, 2017 $113,208
Refer to Note 20 to the Consolidated Financial Statements for further information regarding acquisitions.
Amount
Balance as of December 31, 2019$243,445 
Sualab Co., Ltd. purchase price adjustment (refer to Note 21)(1,004)
Foreign exchange rate changes1,637 
Balance as of December 31, 2020244,078 
  Foreign exchange rate changes(2,365)
Balance as of December 31, 2021$241,713
For its 20172021 annual analysis of goodwill, management elected to perform a qualitative assessment (commonly known as “step zero”).assessment. Based uponon this assessment, management does not believe thatbelieves it is more likely than not that the carryingfair value of the reporting unit exceeds its faircarrying value. Factors that management consideredThe Company did not record impairment charges related to goodwill in the qualitative assessment include macroeconomic conditions, industry and market considerations, overall financial performance (both current and projected), changes in management2021, 2020, or strategy, changes in the composition or carrying amount of net assets, and market capitalization. As of December 31, 2017, management does not believe any qualitative factors exist that would change the conclusion of its assessment.2019.
NOTE 8:9: Intangible Assets
Amortized intangibleIntangible assets consisted of the following (in thousands):
Gross
Carrying
Value
Accumulated
Amortization
Net
Carrying
Value
Distribution networks$38,060 $38,060 $ 
Completed technologies24,217 15,234 8,983 
Customer relationships10,578 7,891 2,687 
Non-compete agreements710 492 218 
Trademarks110 110  
Balance as of December 31, 2021$73,675 $61,787 $11,888 
 Gross
Carrying
Value
Accumulated
Amortization
Net
Carrying
Value
Distribution networks$38,060 $38,060 $— 
Completed technologies24,217 12,397 11,820 
Customer relationships10,578 7,160 3,418 
Non-compete agreements710 436 274 
Trademarks110 67 43 
Balance as of December 31, 2020$73,675 $58,120 $15,555 
The adverse impact of the COVID-19 pandemic on our business in 2020 triggered a review of long-lived assets, including intangible assets, for potential impairment during the second quarter of 2020. Based on this assessment, management concluded that certain of the Company's finite-lived intangible assets failed the recoverability test, and recorded impairment charges for these assets equal to the amount by which their carrying value exceeded their fair value. The Company also measured the fair value and recorded an impairment charge for its indefinite-lived intangible asset related to in-process technologies. The fair values were established, with the assistance of an outside valuation advisor, using the income approach based on a discounted cash flow model that estimated future revenue streams and expenses attributable to those revenue streams provided by management.
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Gross
Carrying
Value
 
Accumulated
Amortization
 
Net
Carrying
Value
Distribution networks$38,060
 $38,060
 $
Completed technologies13,687
 4,181
 9,506
Customer relationships8,607
 5,202
 3,405
Non-compete agreements370
 92
 278
Balance as of December 31, 2017$60,724
 $47,535
 $13,189
      
 
Gross
Carrying
Value
 
Accumulated
Amortization
 
Net
Carrying
Value
Distribution networks$38,060
 $37,422
 $638
Completed technologies8,003
 2,098
 5,905
Customer relationships6,605
 4,836
 1,769
Balance as of December 31, 2016$52,668
 $44,356
 $8,312
This review resulted in intangible asset impairment charges totaling $19,571,000 in the second quarter of 2020, primarily related to lower projected cash flows from the technologies and customer relationships acquired from Sualab Co. Ltd. ("Sualab") as a result of the deteriorating global economic conditions from the COVID-19 pandemic. Completed technologies, in-process technologies, and customer relationships acquired from Sualab were impaired in the amounts of $10,070,000, $5,900,000, and $3,382,000, respectively. In addition, customer relationships acquired from EnShape GmbH that had a gross carrying value of $447,000 and accumulated amortization of $228,000 on the measurement date were reduced to zero, resulting in an impairment charge of $219,000. The Company did not record impairment charges related to intangible assets in 2021 or 2019.
Estimated amortization expense for each of the five succeeding fiscal years and thereafter is as follows (in thousands):
Year Ended December 31,Amount
2022$3,275 
20232,594 
20242,080 
20251,757 
20261,452 
Thereafter730 
$11,888 
Year Ended December 31, Amount
2018 $3,076
2019 2,701
2020 2,185
2021 2,017
2022 1,691
Thereafter 1,519
  $13,189

COGNEX CORPORATION - NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 9:10: Accrued Expenses
Accrued expenses consisted of the following (in thousands):
December 31,
December 31,20212020
2017 2016
Company bonuses$13,721
 $11,462
Salaries, commissions, and payroll taxes9,944
 7,193
Acquisition deferred and contingent liabilities6,022
 2,115
Incentive compensationIncentive compensation$37,917 $28,935 
Salaries and payroll taxesSalaries and payroll taxes8,519 7,911 
Foreign retirement obligationsForeign retirement obligations7,572 6,886 
Warranty obligationsWarranty obligations5,427 5,406 
Vacation5,479
 4,860
Vacation4,686 3,641 
Warranty obligations4,701
 4,335
Foreign retirement obligations4,260
 3,388
Other24,122
 9,186
Other28,311 24,485 
$68,249
 $42,539
$92,432 $77,264 
The changes in the warranty obligation were as follows (in thousands):
Balance as of December 31, 2019$4,713 
Provisions for warranties issued during the period3,463 
Fulfillment of warranty obligations(2,770)
Balance as of December 31, 20205,406 
Provisions for warranties issued during the period3,256 
Fulfillment of warranty obligations(3,235)
Balance as of December 31, 2021$5,427
Balance as of December 31, 2015$4,174
Provisions for warranties issued during the period3,001
Fulfillment of warranty obligations(2,689)
Foreign exchange rate changes(151)
Balance as of December 31, 20164,335
Provisions for warranties issued during the period2,843
Fulfillment of warranty obligations(3,109)
Foreign exchange rate changes632
Balance as of December 31, 2017$4,701
NOTE 10:11: Commitments and Contingencies
Commitments
As of December 31, 2017,2021, the Company had outstanding purchase orders totaling $6,528,000$100,750,000 to purchaseprocure inventory from various vendors.vendors, due in part to higher inventory purchases in response to global supply chain constraints. Certain of these purchase orders may be canceled by the Company, subject to cancellation penalties. These purchase commitments relate primarily to expected sales in 2018.2022.
A significant portion of the Company's outstanding inventory purchase orders as of December 31, 2021, 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 conducts certainhas the obligation to purchase any non-cancelable and non-returnable components that have been purchased by this contract manufacturer with the Company's preauthorization, when these components
53

Table of its operations in leased facilities. These lease agreements expire at various dates through 2024 and are accounted for as operating leases. Certain of these leases contain renewal options, retirement obligations, escalation clauses, rent holidays, and leasehold improvement incentives. Annual rental expense totaled $6,738,000 in 2017, $6,090,000 in 2016, and $5,778,000 in 2015.Contents
Future minimum rental payments under these agreements are as follows (in thousands):
Year Ended December 31, Amount
2018 $5,762
2019 4,087
2020 2,962
2021 2,371
2022 1,219
Thereafter 865
  $17,266


COGNEX CORPORATION - NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Thehave not been consumed within the period defined in the terms of the Company's agreement with this contract manufacturer. As a result of the terms of this agreement, the Company owns buildings adjacenthas purchased $19,448,000, $4,291,000, and $3,700,000 of inventory in 2021, 2020, and 2019, respectively, prior to its corporate headquartersthe components being consumed by the contract manufacturer to produce the Company's assembled products. While the Company typically expects such purchased components to be used in future production of Cognex finished goods, these components are considered in the Company's reserve estimate for excess and obsolete inventory. 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 are partially occupied with tenants who have lease agreementscircumstances, such as changes in demand, indicate that expire at various dates through 2021. Annual rental income totaled $1,474,000 in 2017, $1,911,000 in 2016,the value of the components may not be recoverable, the loss is probable, and $1,921,000 in 2015. Rental income and related expenses are included in “Other income (expense)” onmanagement has the Consolidated Statementsability to reasonably estimate the amount of Operations. Future minimum rental receipts under non-cancelable lease agreements are as follows (in thousands):
Year Ended December 31, Amount
2018 $835
2019 848
2020 862
2021 492
2022 305
Thereafter 
  $3,342
Contingenciesthe loss.
Various claims and legal proceedings generally incidental to the normal course of business are pending or threatened on behalf of or against the Company. While we cannot predict the outcome of these matters, we believe that any liability arising from them will not have a material adverse effect on our financial position, liquidity, or results of operations.
NOTE 11:12: Indemnification Provisions
Except as limited by Massachusetts law, the by-laws of the Company require it to indemnify certain current or former directors, officers, and employees of the Company against expenses incurred by them in connection with each proceeding in which he or she is involved as a result of serving or having served in certain capacities. Indemnification is not available with respect to a proceeding as to which it has been adjudicated that the person did not act in good faith in the reasonable belief that the action was in the best interests of the Company. The maximum potential amount of future payments the Company could be required to make under these provisions is unlimited. The Company has never incurred significant costs related to these indemnification provisions. As a result, the Company believes the estimated fair value of these provisions is not material.
In the ordinary course of business, the Company may accept standard limited indemnification provisions in connection with the sale of its products, whereby it indemnifies its customers for certain direct damages incurred in connection with third-party patent or other intellectual property infringement claims with respect to the use of the Company’s products. The maximum potential amount of future payments the Company could be required to make under these provisions is generally subject to fixed monetary limits. The Company has never incurred significant costs to defend lawsuits or settle claims related to these indemnification provisions. As a result, the Company believes the estimated fair value of these provisions is not material.
In the ordinary course of business, the Company also accepts limited indemnification provisions from time to time, whereby it indemnifies customers for certain direct damages incurred in connection with bodily injury and property damage arising from the use of the Company’s products. The maximum potential amount of future payments the Company could be required to make under these provisions is generally limited and is likely recoverable under the Company’s insurance policies. As a result of this coverage, and the fact that the Company has never incurred significant costs to defend lawsuits or settle claims related to these indemnification provisions, the Company believes the estimated fair value of these provisions is not material.
Under the terms of the Company’s sale of its Surface Inspection Systems Division (SISD) to AMETEK, Inc., the Company has agreed to retain certain liabilities in connection with its business dealings occurring prior to the transaction closing date of July 6, 2015, and to indemnify AMETEK, Inc. in connection with these retained liabilities and for any breach of the representations and warranties made by the Company to AMETEK, Inc. in connection with the sale agreement itself, as is usual and customary in such transactions. A binding arbitration was concluded in 2016 with respect to certain product performance claims made by an SISD customer, for which the Company remained responsible under the indemnity provisions of the sale transaction. In that proceeding, the tribunal ordered the Company to pay the customer approximately $326,000, primarily representing a refund of the product purchase price. The tribunal also ordered the customer to pay the Company approximately $45,000, primarily representing reimbursement of legal fees. The net settlement of $281,000 was recorded in discontinued operations in 2016.

COGNEX CORPORATION - NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 12:13: 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 two types of hedges to manage this risk. The first are economic hedges which utilizeutilizing foreign currency forward contracts with maturities of up to 4595 days 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. These economic hedges are not designated as hedging instruments for hedge accounting treatment. The second are cash flow hedges which utilize foreign currency forward contracts with maturities
54

Table of up to 18 months to hedge specific forecasted transactions of the Company's foreign subsidiaries with the goal of protecting our budgeted revenues and expenses against foreign currency exchange rate changes compared to our budgeted rates. These cash flow hedges are designated as hedging instruments for hedge accounting treatment.Contents

COGNEX CORPORATION - NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The Company had the following outstanding forward contracts (in thousands):
December 31, 2017 December 31, 2016December 31, 2021December 31, 2020
CurrencyNotional Value
USD Equivalent
 Notional Value
USD Equivalent
CurrencyNotional ValueUSD EquivalentNotional ValueUSD Equivalent
     
Derivatives Designated as Hedging Instruments:    
Japanese Yen
$
 342,500
$2,960
Hungarian Forint

 39,000
130
Singapore Dollar

 150
97
Derivatives Not Designated as Hedging Instruments:Derivatives Not Designated as Hedging Instruments:Derivatives Not Designated as Hedging Instruments:
EuroEuro65,000 $73,748 50,000 $61,342 
Chinese RenminbiChinese Renminbi54,374 8,500 — — 
Mexican PesoMexican Peso140,000 6,842 155,000 7,776 
Japanese Yen455,000
$4,049
 650,000
$5,554
Japanese Yen600,000 5,213 600,000 5,808 
British Pound1,650
2,232
 1,350
1,658
British Pound3,370 4,552 1,675 2,287 
Hungarian ForintHungarian Forint1,355,000 4,155 1,330,000 4,494 
Canadian DollarCanadian Dollar1,480 1,167 1,285 1,010 
Korean Won1,825,000
1,708
 1,750,000
1,450
Korean Won— — 6,925,000 6,377 
Hungarian Forint545,000
2,110
 425,000
1,448
Taiwanese DollarTaiwanese Dollar— — 38,035 1,362 
Singapore Dollar

 1,350
929
Singapore Dollar— — 1,465 1,110 
Taiwanese Dollar37,725
1,278
 26,000
802
Swiss Franc1,365
1,401
 

Information regarding the fair value of the outstanding forward contracts was as follows (in thousands):
 Asset DerivativesLiability Derivatives
Balance
Sheet Location
Fair ValueBalance
Sheet Location
Fair Value
December 31, 2021December 31, 2020December 31, 2021December 31, 2020
Derivatives Not Designated as Hedging Instruments:
Economic hedge forward contractsPrepaid expenses and other current assets$39 $265 Accrued expenses$230 $38 
 Asset Derivatives Liability Derivatives
 
Balance
Sheet
Location     
 Fair Value 
Balance
Sheet
Location     
 Fair Value
  December 31, 2017 December 31, 2016  December 31, 2017 December 31, 2016
Derivatives Designated as Hedging Instruments:
Cash flow hedge forward contracts
Prepaid
expenses and
other current
assets
 $
 $43
 
Accrued
expenses
 $
 $
Derivatives Not Designated as Hedging Instruments:
Economic hedge forward contractsPrepaid expenses and other current assets $16
 $1
 Accrued expenses $13
 $11

COGNEX CORPORATION - NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The following table summarizes the gross activity for all derivative assets and liabilities which were presented on a net basis on the Consolidated Balance Sheets due to the right of offset with each counterparty (in thousands):
Asset DerivativesAsset Derivatives Liability DerivativesAsset DerivativesLiability Derivatives
 December 31, 2017 December 31, 2016 December 31, 2017 December 31, 2016December 31, 2021December 31, 2020December 31, 2021December 31, 2020
Gross amounts of recognized assets $16
 $117
 Gross amounts of recognized liabilities $13
 $11
Gross amounts of recognized assets$39 $265 Gross amounts of recognized liabilities$230 $38 
Gross amounts offset 
 (73) Gross amounts offset 
 
Gross amounts offset — Gross amounts offset — 
Net amount of assets presented $16
 $44
 Net amount of liabilities presented $13
 $11
Net amount of assets presented$39 $265 Net amount of liabilities presented$230 $38 
Information regarding the effect of derivative instruments, net of the underlying exposure, on the consolidated financial statements was as follows (in thousands):
 Location in Financial StatementsYear Ended December 31,
202120202019
Derivatives Not Designated as Hedging Instruments:
Gains (losses) recognized in current operationsForeign currency gain (loss)$4,262 $(12,308)$1,305 

55
 Location in Financial Statements Year Ended December 31,
2017 2016 2015
Derivatives Designated as Hedging Instruments:
Gains (losses) recorded in shareholders' equity (effective portion)Accumulated other comprehensive income (loss), net of tax $
 $37
 $206
Gains (losses) reclassified from accumulated other comprehensive income (loss) into current operations (effective portion)Revenue $30
 $(438) $(387)
 Research, development, and engineering expenses 3
 13
 14
 Selling, general, and administrative expenses 8
 27
 172
 Total gains (losses) reclassified from accumulated other comprehensive income (loss) into current operations $41
 $(398) $(201)
Gains (losses) recognized in current operations (ineffective portion and discontinued derivatives)Foreign currency gain (loss) $
 $
 $
        
Derivatives Not Designated as Hedging Instruments:
Gains (losses) recognized in current operationsForeign currency gain (loss)
$270
 $(515) $(13)

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COGNEX CORPORATION - NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


NOTE 14: Revenue Recognition
The following table summarizes disaggregated revenue information by geographic area based on the customer's country of domicile (in thousands):
Year Ended December 31,
202120202019
Americas$435,220 $310,027 277,155 
Europe247,744 208,787 227,738 
Greater China200,135 168,287 115,061 
Other Asia153,999 123,919 105,671 
$1,037,098 $811,020 $725,625 

The following table summarizes disaggregated revenue information by revenue type (in thousands):
Year Ended December 31,
202120202019
Standard products and services$889,253 $674,830 $629,220 
Application-specific customer solutions147,845 136,190 96,405 
$1,037,098 $811,020 $725,625 
Costs to Fulfill a Contract
Costs to fulfill a contract are included in "Prepaid expenses and other current assets" on the Consolidated Balance Sheets and amounted to $10,854,000 and $6,846,000 as of December 31, 2021 and 2020, respectively.
Accounts Receivable, Contract Assets, and Contract Liabilities
Accounts receivable represent amounts billed and currently due from customers which are reported at their net estimated realizable value. The Company maintains an allowance against its accounts receivable for credit losses. Contract assets consist of unbilled revenue which arises when revenue is recognized in advance of billing for certain application-specific customer solutions contracts. 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 changes in the allowance for credit losses (in thousands):
Amount
Balance as of December 31, 2019$530 
Increases to the allowance for credit losses600 
Write-offs, net of recoveries(300)
Foreign exchange rate changes
Balance as of December 31, 2020831 
Increases to the allowance for credit losses— 
Write-offs, net of recoveries(55)
Foreign exchange rate changes— 
Balance as of December 31, 2021$776
The Company's higher estimate of expected credit losses in 2020 took into account the global economic conditions resulting from the COVID-19 pandemic.
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COGNEX CORPORATION - NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The following table summarizes the changes in accumulated other comprehensive income (loss), net of tax, related to derivative instrumentsdeferred revenue and customer deposits activity (in thousands):
Amount
Balance as of December 31, 2019$14,432 
Deferral of revenue billed in the current period, net of recognition19,014 
Recognition of revenue deferred in prior period(12,443)
Foreign exchange rate changes271 
Balance as of December 31, 202021,274 
Deferral of revenue billed in the current period, net of recognition31,907 
Recognition of revenue deferred in prior period(17,403)
Foreign exchange rate changes(35)
Balance as of December 31, 2021$35,743
As a practical expedient, the Company has elected not to disclose the aggregate amount of the transaction price allocated to unsatisfied performance obligations, as our contracts have an original expected duration of less than one year.
57
Balance as of December 31, 2015$206
Net unrealized loss on cash flow hedges(567)
Reclassification of net realized loss on cash flow hedges into current operations398
Balance as of December 31, 201637
Net unrealized gain on cash flow hedges4
Reclassification of net realized gain on cash flow hedges into current operations(41)
Balance as of December 31, 2017$

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COGNEX CORPORATION - NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 13:15: Shareholders’ Equity
Preferred Stock
The Company has 400,000 shares of authorized but unissued $.01 par value preferred stock.
Common Stock
On April 28, 2016,25, 2018, the Company's shareholders approved an amendment to the Company's Articles of Organization to increase the authorized number of shares of $.002 par value common stock from 140,000,000200,000,000 to 200,000,000.

300,000,000. In October 2017,addition, on April 25, 2018, the Company’s Board of Directors declared a two-for-one stock split, effected in the form of a stock dividend, on the sharesCompany's shareholders approved an amendment and restatement of the Company’s common stock. Each shareholder of record on November 17, 2017 receivedCompany's 2001 General Stock Option Plan which provides for an additional share of common stock for each share of common stock then held. The stock was distributed on December 1, 2017. The Company retained the current par value of $.002 per share for all shares of common stock. All referencesincrease in the financial statements to the number of available shares outstanding, number of shares repurchased, per-share amounts, and stock option data related to the Company’s common stock have been adjusted to reflect the effect of the stock split for all periods presented. Shareholders’ equity reflects the stock split by reclassifying from “Additional paid in capital” and "Retained earnings" to “Common stock” an amount equal to the par value of the additional shares arising from the split.10,000,000.
Each outstanding share of common stock entitles the record holder to one1 vote on all matters submitted to a vote of the Company’s shareholders. Common shareholders are also entitled to dividends when and if declared by the Company’s Board of Directors.
Shareholder Rights Plan
The Company has adopted a Shareholder Rights Plan, the purpose of which is, among other things, to enhance the Board of Directors’ ability to protect shareholder interests and to ensure that shareholders receive fair treatment in the event any coercive takeover attempt of the Company is made in the future. The Shareholder Rights Plan could make it more difficult for a third party to acquire, or could discourage a third party from acquiring, the Company or a large block of the Company’s common stock. The following summary description of the Shareholder Rights Plan does not purport to be complete and is qualified in its entirety by reference to the Company’s Shareholder Rights Plan, which has been previously filed by the Company with the Securities and Exchange Commission as an exhibit to a Registration Statement on Form 8-A filed on December 5, 2008.
In connection with the adoption of the Shareholder Rights Plan, the Board of Directors of the Company declared a dividend distribution of one purchase right (a “Right”) for each outstanding share of common stock to shareholders of record as of the close of business on December 5, 2008. The Rights currently are not exercisable and are attached to and trade with the outstanding shares of common stock. Under the Shareholder Rights Plan, the Rights become exercisable if a person becomes an “acquiring person” by acquiring 15% or more of the outstanding shares of common stock or if a person commences a tender offer that would result in that person owning 15% or more of the common stock. If a person becomes an “acquiring person,” each holder of a Right (other than the acquiring person) would be entitled to purchase, at the then-current exercise price, such number of shares of the Company’s preferred stock which are equivalent to shares of common stock having twice the exercise price of the Right. If the Company is acquired in a merger or other business combination transaction after any such event, each holder of a Right would then be entitled to purchase, at the then-current exercise price, shares of the acquiring company’s common stock having a value of twice the exercise price of the Right. The Rights will expire at the close of business on December 5, 2018, unless previously redeemed or exchanged by the Company.

COGNEX CORPORATION - NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Stock Repurchases
In November 2015,October 2018, the Company's Board of Directors authorized the repurchase of $100,000,000$200,000,000 of the Company's common stock. As of December 31, 2017,Under this October 2018 program, the Company repurchased 2,670,0001,398,000 shares at a cost of $100,000,000 under this program, including 1,592,000$61,690,000 in 2019, 1,215,000 shares at a cost of $68,915,000$51,036,000 in 2017. Stock repurchases2020, and 957,000 shares at a cost of $78,652,000 in 2021, which completed purchases under this November 2015 program are now complete. In April 2017,program. On March 12, 2020, the Company's Board of Directors authorized the repurchase of an additional $100,000,000$200,000,000 of the Company's common stock. AsUnder this March 2020 program, the Company repurchased 1,060,000 shares, including 5,000 shares that had not yet settled as of December 31, 2017, the Company repurchased 941,000 shares2021, at a cost of $54,800,000 under this program,$83,000,000 in 2021, leaving a remaining authorized balance of $45,200,000. Total stock repurchases in 2017 amounted to $123,715,000.$117,000,000. The Company may repurchase shares under this program in future periods depending on a variety of factors, including, among other things, the impact of dilution from employee stock options,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.
Dividends
The Company’s Board of Directors declared and paid cash dividends of $0.0350$0.050 per share in the first, second, and third quarters of 2019, $0.055 per share in the fourth quarter of 2016,2019 and $0.0375 in the second, third, and fourth quarters of 2016, as well as in the first, second, and third quarters of 2020, and $0.060 per share in the fourth quarter of 2017.2020 and in the first, second, and third quarters of 2021. The dividend was increased to $0.0425 in the second and third quarters of 2017 and again increased to $0.0450$0.065 per share in the fourth quarter of 2017. 2021. Also, in the fourth quarter of 2020, an additional special cash dividend of $2.00 per share was declared and paid.
Total cash dividends paid amounted to $29,037,000were $43,263,000 in 2021, $390,508,000 in 2020, which included $351,428,000 paid for the special cash dividend, and $25,213,000$35,124,000 in 2017 and 2016, respectively.2019. Future dividends will be declared at the discretion of the Company's Board of Directors and will depend uponon such factors as the Board deems relevant, including, among other things, the Company's ability to generate positive cash flow from operations.
NOTE 14:16: Stock-Based Compensation
Stock Option Plans
The Company’s share-based paymentsstock-based awards that result in compensation expense consist of stock option grantsoptions and restricted stock awards.units (RSUs). As of December 31, 2017,2021, the Company had 12,134,95215,640,000 shares available for grant.grant under its stock plans. Stock options are granted with an exercise price equal to the market value of the Company’s common stock at the grant date and generally vest over four or five years based uponon continuous serviceemployment and expire ten years from the grant date. Conditions of restricted stock awards may be basedRSUs generally vest upon continuing employment and/or achievement of pre-established performance goals and objectives. Vesting for performance-based restricted stock awards and time-based restricted stock awards must be greater than one year and three years respectively.of continuous employment or incrementally over such three-year period. Participants are not entitled to dividends on RSUs.
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COGNEX CORPORATION - NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Stock Options
The following table summarizes the Company’s stock option activity:
 
Shares
(in thousands)
 
Weighted-
Average
Exercise
Price
 
Weighted-
Average
Remaining
Contractual
Term
(in years)
 
Aggregate
Intrinsic Value
(in thousands)
Outstanding as of December 31, 201612,866
 $16.08
    
Granted4,293
 40.82
    
Exercised(4,162) 13.11
    
Forfeited or expired(271) 23.28
    
Outstanding as of December 31, 201712,726
 $25.24
 7.7 $457,703
Exercisable as of December 31, 20172,944
 $14.53
 5.5 $137,291
Options vested or expected to vest as of 
 December 31, 2017 (1)
11,276
 $24.44
 7.6 $414,567
Shares
(in thousands)
Weighted-
Average
Exercise
Price
Weighted-
Average
Remaining
Contractual
Term
(in years)
Aggregate
Intrinsic Value
(in thousands)
Outstanding as of December 31, 20208,970 $44.73 
Granted564 88.62 
Exercised(1,694)37.70 
Forfeited or expired(230)50.34 
Outstanding as of December 31, 20217,610 $49.38 6.57$222,053 
Exercisable as of December 31, 20213,442 $39.87 5.45$130,448 
Options vested or expected to vest as of 
 December 31, 2021 (1)
7,134 $48.66 6.49$212,746 
(1) In addition to the vested options, the Company expects a portion of the unvested options to vest at some point in the future. Options expected to vest are calculated by applying an estimated forfeiture rate to the unvested options.

COGNEX CORPORATION - NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The fair values of stock options granted in each period presented were estimated using the following weighted-average assumptions:
Year Ended December 31, Year Ended December 31,
2017 2016 2015 202120202019
Risk-free rate2.4% 1.7% 2.1%Risk-free rate1.3 %1.4 %2.7 %
Expected dividend yield0.40% 0.83% 1.25%Expected dividend yield0.27 %0.41 %0.39 %
Expected volatility41% 41% 40%Expected volatility39 %37 %37 %
Expected term (in years)5.4
 5.6
 5.4
Expected term (in years)6.06.05.3
Risk-free rate
The risk-free rate was based uponon a treasury instrument whose term was consistent with the contractual term of the option.
Expected dividend yield
Generally, the current dividend yield is calculated by annualizing the cash dividend declared by the Company’s Board of Directors and dividing that result by the closing stock price on the grant date. 
Expected volatility
The expected volatility was based uponon a combination of historical volatility of the Company’s common stock over the contractual term of the option and implied volatility for traded options of the Company’s stock.
Expected term
The expected term was derived from the binomial lattice model from the impact of events that trigger exercises over time.
The weighted-average grant-date fair value of stock options granted was $33.79 in 2021, $19.62 in 2020, and $18.62 in 2019.
The total intrinsic value of stock options exercised was $80,369,000 in 2021, $166,796,000 in 2020, and $90,762,000 in 2019. The total fair value of stock options vested was $45,328,000 in 2021, $45,998,000 in 2020, and $38,974,000 in 2019.

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COGNEX CORPORATION - NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Restricted Stock Units (RSUs)
The following tables summarizes the Company's RSU activity:
Shares
(in thousands)
Weighted-Average
Grant Date Fair Value
Nonvested as of December 31, 2020554 $51.27 
Granted335 87.03 
Vested(16)57.31 
Forfeited or expired(50)58.47 
Nonvested as of December 31, 2021823 $65.26 
The fair value of RSUs is determined based on the observable market price of the Company's stock on the grant date less the present value of expected future dividends. The weighted-average grant-date fair value of RSUs granted in 2020 and 2019 was $52.09 and $48.61, respectively. There were 16,000 RSUs that vested in 2021, and 0 RSUs that vested in 2020 and 2019.
Stock-Based Compensation Expense
The Company stratifies its employee population into two2 groups: one consisting of senior management and another consisting of all other employees. The Company currently expects that approximately 75% of its stock options granted to senior management and 72% of its options granted to all other employees will actually vest. The Company currently applies an estimated forfeiture rate of 10%8% to all unvested options for senior management and a rate of 12% for all other employees. The Company revised its estimated forfeiture rates inEach year during the first quarter, of 2017, 2016 and 2015, resultingthe Company revises its forfeiture rate. This resulted in a decrease to compensation expense of $673,000$255,000 in 2017, and2021, an increase to compensation expense of $334,000$1,787,000 in 2020, and $461,000a decrease to compensation expense of $499,000 in 2016 and 2015, respectively.
The weighted-average grant-date fair value of stock options granted was $15.59 in 2017, $6.33 in 2016, and $7.18 in 2015.
The total intrinsic value of stock options exercised was $136,672,000 in 2017, $55,580,000 in 2016, and $43,987,000 in 2015. The total fair value of stock options vested was $21,519,000 in 2017, $18,114,000 in 2016, and $16,227,000 in 2015.2019.
As of December 31, 2017,2021, total unrecognized compensation expense related to non-vested stock-based awards, including stock options and RSUs, was $38,679,000,$47,690,000, which is expected to be recognized over a weighted-average period of 1.521.4 years.
The following table summarizes the Company's restricted stock activity:
 Shares (in thousands) Weighted-Average Grant Fair Value Aggregate Intrinsic Value (in thousands) (1)
Nonvested as of December 31, 201640
 $17.03
  
Granted
 
  
Vested(20) 17.03
 825
Forfeited or expired
 
  
Nonvested as of December 31, 201720
 $17.03
 $1,223
    (1) Fair market value as of December 31, 2017.

COGNEX CORPORATION - NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The fair values of restricted stock awards granted were determined based upon the market value of the Company's common stock at the time of grant. The initial cost is then amortized over the period of vesting until the restrictions lapse. These restricted shares will be fully vested in 2018. Participants are entitled to dividends on restricted stock awards, but only receive those amounts if the shares vest. The sale or transfer of these shares is restricted during the vesting period.
The total stock-based compensation expense and the related income tax benefit recognized was $31,942,000$43,774,000 and $10,473,000,$6,764,000, respectively, in 2017, $20,558,0002021, $42,661,000 and $6,747,000,$6,569,000, respectively, in 2016,2020, and $21,274,000$45,589,000 and $7,127,000,$7,756,000, respectively, in 2015.2019. Stock-based compensation expense recognized in 2020 included credits of $1,401,000 relating to grants cancelled as a result of the Company's workforce reduction in the second quarter of 2020. No compensation expense was capitalized in 2017, 2016,2021, 2020, or 2015.2019.
The following table presents the stock-based compensation expense by caption for each period presented on the Consolidated Statements of Operations (in thousands):
 Year Ended December 31,
 202120202019
Cost of revenue$1,345 $1,365 $1,504 
Research, development, and engineering13,535 13,387 15,748 
Selling, general, and administrative28,894 27,909 28,337 
$43,774 $42,661 $45,589 
 Year Ended December 31,
 2017 2016 2015
Cost of revenue$1,881
 $1,052
 $1,515
Research, development, and engineering11,022
 6,271
 5,194
Selling, general, and administrative19,039
 13,235
 13,032
Discontinued operations
 
 1,533
 $31,942
 $20,558
 $21,274

Upon the sale of the Company's Surface Inspection Systems Division, completed on July 6, 2015, the Company accelerated the vesting of stock options with respect to 380,000 underlying shares, resulting in an additional $1,106,000 of stock-based compensation expense recorded in 2015.
NOTE 15:17: Employee Savings Plan
Under the Company’sCompany's Employee Savings Plan, a defined contribution plan, all U.S. employees who have attained age 21 and not defined as highly compensated, may contribute up to 50%100% of their pay on a pre-tax basis under the Company's Employee Savings Plan, subject to the annual dollar limitations established by the Internal Revenue Service (IRS)("IRS"). Highly compensated employees as defined by the IRS, may contribute up to 25% of their pay on a pre-tax basis. The Company currently matches 50% of the first 6% of pay an employee contributes. Company contributions vest 20%25%, 40%50%, 60%75%, and 100% after one, two, three, four, and fivefour years of continuous employment with the Company, respectively. Company contributions totaled $2,030,000$2,898,000 in 2017, $1,712,0002021, $2,636,000 in 2016,2020, and $1,845,000$2,729,000 in 2015.2019. Cognex stock is not an investment alternative and Company contributions are not made in the form of Cognex stock.
NOTE 16:  Taxes
Domestic income from continuing operations before taxes was $30,080,000 in 2017, $23,939,000 in 2016, and $11,637,000 in 2015. Foreign income from continuing operations before taxes was $236,842,000 in 2017, $144,856,000 in 2016, and $115,325,000 in 2015.
Income tax expense on continuing operations consisted of the following (in thousands):
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 Year Ended December 31,
 2017 2016 2015
Current: 
Federal$78,054
 $14,459
 $16,430
State2,687
 (617) 378
Foreign7,714
 8,149
 4,946
 88,455
 21,991
 21,754
Deferred:     
Federal1,569
 (3,031) (2,541)
State(639) 1,066
 (165)
Foreign359
 (1,058) 250
 1,289
 (3,023) (2,456)
 $89,744
 $18,968
 $19,298
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COGNEX CORPORATION - NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 18: Income Taxes
Domestic income before taxes was $121,729,000 in 2021, $39,425,000 in 2020, and $31,396,000 in 2019. Foreign income before taxes was $197,171,000 in 2021, $147,486,000 in 2020, and $131,598,000 in 2019.
Income tax expense (benefit) consisted of the following (in thousands):
 Year Ended December 31,
 202120202019
Current:
Federal$27,870 $160 $15,854 
State5,372 921 2,108 
Foreign8,406 13,197 30,670 
41,648 14,278 48,632 
Deferred:
Federal(19,266)(18,266)352,808 
State(769)(556)183 
Foreign17,406 15,269 (442,494)
(2,629)(3,553)(89,503)
$39,019 $10,725 $(40,871)
A reconciliation of the U.S. federal statutory corporate tax rate to the Company’s income tax expense on continuing operations,(benefit), or effective tax rate, was as follows:
Year Ended December 31,
Year Ended December 31, 202120202019
2017 2016 2015
Income tax provision at federal statutory corporate tax rate35 % 35 % 35 %
Income tax expense at U.S. federal statutory corporate tax rateIncome tax expense at U.S. federal statutory corporate tax rate21 %21 %21 %
State income taxes, net of federal benefit
 1
 
State income taxes, net of federal benefit1 
Foreign tax rate differential(27) (17) (19)Foreign tax rate differential(5)(6)(9)
Tax credit(1) (1) 
Tax credit(2)(1)(1)
Discrete tax benefit related to employee stock option exercises(14) (7) 
Discrete tax expense related to 2017 Tax Act36
 
 
Discrete tax expense related to write-down of deferred tax assets5
 
 
Discrete tax benefit related to employee stock optionsDiscrete tax benefit related to employee stock options(3)(7)(4)
Discrete tax benefit related to tax return filingsDiscrete tax benefit related to tax return filings(1)(5)— 
Discrete tax expense related to German withholdingDiscrete tax expense related to German withholding — 
Discrete tax expense related to migration of acquired IPDiscrete tax expense related to migration of acquired IP — 18 
Discrete tax benefit related to change in tax structureDiscrete tax benefit related to change in tax structure — (268)
Discrete tax expense related to GILTI impact of change in tax structureDiscrete tax expense related to GILTI impact of change in tax structure — 214 
Other discrete tax events(1) 
 (2)Other discrete tax events — (1)
Other1
 
 1
Other1 
Income tax provision on continuing operations34 % 11 % 15 %
Income tax expense (benefit)Income tax expense (benefit)12 %%(25)%
On December 22, 2017,Change in Accounting Policy
In 2019, the Company elected to change its method of accounting for the United States Congress passed andGlobal Intangible Low-Taxed Income (GILTI) tax from recording the President signed into lawtax impact in the Tax Cuts and Jobs Act of 2017 (the "Tax Act").period it is incurred to recognizing deferred taxes for temporary tax basis differences expected to reverse as GILTI tax in future years. The Tax Act includes a number of changes that impactchange is considered preferable, as it appropriately matches the Company's current and deferred income tax positions, with the primary impact resulting from a decrease in the U.S. federal statutory corporate tax rate from 35% to 21%. The Company has remeasured its deferred tax positions as of December 31, 2017 at the new enacted tax rate, and accordingly, has recognized tax expense of $12,523,000 from the write-down of deferred tax assets in 2017.
In addition, the Tax Act subjects unrepatriated foreign earnings to a one-time transition tax, regardless of the Company's financial statement assertionimplications related to indefinite reinvestment or whether the Company ultimately repatriates any of the foreign earnings, for which the Company has recorded estimated tax expense of $101,379,000 in 2017.
Furthermore, the Tax Act replaces the current system of taxing U.S. corporations on repatriated foreign earnings with a partial territorial system that provides a 100% dividends-received deduction to domestic corporations for foreign-source dividends received from 10% or more owned foreign corporations. The Company has recorded a decrease in tax expense of $3,843,000 in 2017 from the reversal of the tax effect of a 2016 dividend paid in 2017 from a wholly-owned foreign subsidiary to its domestic entity.
The Securities and Exchange Commission (SEC) released Staff Accounting Bulletin (SAB) No. 118 to provide guidance to companies on how to implement the accounting and disclosure changes as a result of the Tax Act. The SEC staff guidance has recognized that, due to the complexity and timing of the release of the Tax Act, the accounting for this change in the law may be incomplete upon issuanceinternational tax structure noted above.
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Table of a company's financial statements for the reporting period in which the Tax Act was enacted. SAB No. 118 states that if a company can determine a reasonable estimate for the effects of the Tax Act then this estimate can be included in the financial statements. The Company has made what it considers to be a reasonable estimate of the impact of the new taxes relating to foreign earnings and the write-down of its deferred tax assets in its financial statements. This significant estimate is highly judgmental and changes to this estimate could result in material charges or credits in future reporting periods. U.S. Treasury regulations and administrative guidance have not been finalized as of the date of these financial statements.  The issuance of final regulations may require the Company to revise its estimates of earnings and profits as well as certain deferred taxes as required.Contents
The Company will continue to gather and analyze information on historical unrepatriated foreign earnings and to monitor state laws relating to this income to finalize both the federal and state tax impact. The Tax Act limits certain deductions and these limitations may impact the value of existing deferred tax assets. The Company will continue to review the impact of these limitations as regulatory guidance is issued.
The majority of income earned outside of the United States is indefinitely reinvested to provide funds for international expansion. The Company is tax resident in numerous jurisdictions around the world and has identified its major tax jurisdictions as the United States, Ireland, and China. The statutory tax rate is 12.5% in Ireland and 25% in China. International rights to certain of the Company’s intellectual property are held by a subsidiary whose legal jurisdiction does not tax this income, resulting in a foreign effective tax rate lower than the above mentioned statutory rates. However, this income has been included in the provisional estimate of the one-time transitional tax on unrepatriated foreign earnings under the Tax Act. The Company has not yet determined how the Tax Act will impact its financial statement assertion related to indefinite reinvestment in future years.


COGNEX CORPORATION - NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The change in this accounting policy impacted the Company's 2019 reported results as follows (in thousands):
As
Statement of Operations
 Year Ended December 31, 2019
As reported under the new accounting policyAs computed under the previous accounting policyEffect of change
Income before income tax expense$162,994 $162,994 $— 
Income tax expense (benefit)(40,871)(393,317)352,446 
Net income$203,865 $556,311 $(352,446)
Net income per weighted-average common and common-equivalent share:
Basic$1.19 $3.25 $(2.06)
Diluted$1.16 $3.17 $(2.01)
Balance Sheet
 December 31, 2019
As reported under the new accounting policyAs computed under the previous accounting policy
Effect of change
Deferred tax assets$449,519 $469,621 $(20,102)
Deferred tax liabilities$332,344 $— $332,344 
Statement of Shareholders' Equity
 Year Ended December 31, 2019
As reported under the new accounting policyAs computed under the previous accounting policy
Effect of change
Retained earnings$753,268 $1,105,714 $(352,446)
Discrete Tax Items
Income tax expense included a decrease of December 31, 2017$11,036,000 in 2021, $12,788,000 in 2020, and December 31, 2016, respectively, $498,653,000 and $437,691,000, of$6,472,000 in 2019 related to stock options, primarily from the Company’s cash, cash equivalents, and investments were held by foreign subsidiaries and are generally denominated in U.S. Dollars.
In 2016, the Company adopted Accounting Standards Update 2016-09, "Improvements to Employee Share-Based Payment Accounting."  This Update required excess tax benefitsbenefit arising from the difference between the deduction for tax purposes and the compensation expensecost recognized for financial reporting purposes from stock option exercises. The Company cannot predict the level of stock option exercises by employees in future periods.
Income tax expense in 2021 and 2020 also included discrete tax items related to be recognizedthe final true-up of the prior year's tax accrual upon filing the related tax return. In 2020, this included a tax benefit of $13,984,000 primarily to recognize a foreign tax benefit on certain gains taxed outside of the United States based on clarifications to rules relating to the use of foreign tax credits. This benefit was partially offset by tax expense for a transfer price adjustment in China of $3,267,000 and smaller tax expense adjustments related to foreign tax filings of $843,000.
In 2020, interpretations of a German law relating to withholding taxes on intellectual property rights emerged. The Company conducted a careful review of the interpretation, submitted required tax filings, and believes it has adequate reserves for this German tax exposure.
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In 2019, the Company made changes to its international tax structure as a result of legislation by the European Union regarding low tax structures that resulted in an intercompany sale of intellectual property. The Company recorded an associated deferred tax asset and income tax benefit of $437,500,000 in the income statement.  Previous guidance required excess tax benefits to be recognized as additional paid-in-capital in shareholders' equityIreland based on the balance sheet. This provisionfair value of the intellectual property, that is requiredbeing realized over 15 years as future tax deductions. From a United States perspective, the sale was disregarded, and any future deductions claimed in Ireland were added back to be applied prospectivelytaxable income as part of GILTI minimum tax. The Company recorded an associated deferred tax liability and therefore, 2015income tax expense of $350,000,000, representing the GILTI minimum tax related to the fair value of the intellectual property. The result of these transactions was not restated.a net discrete tax benefit of $87,500,000. Management expects an immaterial impact on its current effective tax rate excluding discrete items in future years as a result of this change.
In 2019, in connection with the acquisition of Sualab, Co. Ltd., the Company migrated acquired intellectual property to certain subsidiaries to align with its corporate tax structure. As a result of this change, incometransaction, the Company recorded a discrete tax expense was reduced by $38,569,000 in 2017 and $11,889,000 in 2016.of $28,528,000, which included a reserve of $3,700,000 for certain related tax uncertainties.
Interest and penalties included in income tax expense was $71,000, $92,000, and $34,000 in 2017, 2016, and 2015, respectively.Tax Reserves
The changes in the reserve for income taxes, excluding gross interest and penalties, were as follows (in thousands):
Balance of reserve for income taxes as of December 31, 2015$5,296
Gross amounts of increases in unrecognized tax benefits as a result of tax positions taken in prior periods11
Gross amounts of increases in unrecognized tax benefits as a result of tax positions taken in the current period1,235
Gross amounts of decreases in unrecognized tax benefits relating to settlements with taxing authorities
Gross amounts of decreases in unrecognized tax benefits as a result of the expiration of the applicable statutes of limitations(823)
Balance of reserve for income taxes as of December 31, 20165,719
Gross amounts of decreases in unrecognized tax benefits as a result of tax positions taken in prior periods(56)
Gross amounts of increases in unrecognized tax benefits as a result of tax positions taken in the current period1,993
Gross amounts of decreases in unrecognized tax benefits relating to settlements with taxing authorities(116)
Gross amounts of decreases in unrecognized tax benefits as a result of the expiration of the applicable statutes of limitations(791)
Balance of reserve for income taxes as of December 31, 2017$6,749
Balance of reserve for income taxes as of December 31, 2019$11,591 
Gross amounts of increases in unrecognized tax benefits as a result of tax positions taken in prior periods162 
Gross amounts of increases in unrecognized tax benefits as a result of tax positions taken in the current period3,383 
Gross amounts of decreases in unrecognized tax benefits as a result of the expiration of the applicable statutes of limitations(1,184)
Balance of reserve for income taxes as of December 31, 202013,952 
Gross amounts of decreases in unrecognized tax benefits as a result of tax positions taken in prior periods(280)
Gross amounts of increases in unrecognized tax benefits as a result of tax positions taken in prior periods100 
Gross amounts of increases in unrecognized tax benefits as a result of tax positions taken in the current period525 
Gross amounts of decreases in unrecognized tax benefits as a result of the expiration of the applicable statutes of limitations(485)
Balance of reserve for income taxes as of December 31, 2021$13,812
The Company’s reserve for income taxes, including gross interest and penalties, was $7,516,000$15,808,000 as of December 31, 2017,2021, which included $6,488,000$14,780,000 classified as a non-current liability and $1,028,000 recorded as a reduction to non-current deferred tax assets. The Company's reserve for income taxes, including gross interest and penalties, was $6,389,000$15,285,000 as of December 31, 2016,2020, which included $5,361,000$14,257,000 classified as a non-current liability and $1,028,000 recorded as a reduction to non-current deferred tax assets. The amount of gross interest and penalties included in these balances was $767,000$1,996,000 and $670,000$1,332,000 as of December 31, 20172021 and December 31, 2016,2020, respectively. 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. As a result of the expiration of certain statutes of limitations, there is a potential that a portion of these reserves could be released, which would decrease income tax expense by approximately $1,000,000$2,000,000 to $1,200,000$3,500,000 over the next twelve months.
The Company has defined its major tax jurisdictions as the United States, Ireland, China, and China,Korea and within the United States, Massachusetts. The statutory tax rate is 12.5% in Ireland, 25% in China, and 22% in Korea, compared to the U.S. federal statutory corporate tax rate of 21%. These differences resulted in a favorable impact to the effective tax rate of 5 percentage points for 2021, 6 percentage points for 2020, and 9 percentage points for 2019. Management has determined that earnings from its legal entity in China will be indefinitely reinvested to provide local funding for growth, and that earnings from all other jurisdictions will not be indefinitely reinvested.
Within the United States, the tax years 20142017 through 20172020 remain open to examination by the Internal Revenue Service ("IRS") and various state taxing authorities. The tax years 20122016 through 20172020 remain open to examination by various taxing authorities in other jurisdictions in which the Company operates.
In 2011, The Company is under audit by the IRS for the tax years 2017 and 2018. Additionally, the Company finalized an Advanced Pricing Agreement (APA) with Japan that will coveris under audit by the Commonwealth of Massachusetts for tax years 2006 through 2011, with a requested extension to 2012. The2017 and 2018. Management believes the Company has concluded negotiations for an APA between Japan and Ireland that will cover tax years 2014 through 2018 with retroactive application to 2013. The Company believes it is adequately reserved for these open years.

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COGNEX CORPORATION - NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

audits. The final determination of tax audits could result in favorable or unfavorable changes in our estimates. Any reserves associated with this audit period will not be released until the issue is settled or the audit is concluded.
Interest and penalties included in income tax expense were $281,000, $340,000, and $116,000 in 2021, 2020, and 2019, respectively.
Cash paid for income taxes totaled $49,435,000 in 2021, $33,695,000 in 2020, and $13,443,000 in 2019.
Deferred Tax Assets and Liabilities
Deferred tax assets and liabilities, presented on a gross basis by jurisdiction, consisted of the following (in thousands):
December 31,
 20212020
Gross deferred tax assets:
Intangible asset in connection with change in tax structure$404,526 $424,156 
Stock-based compensation expense15,279 13,294 
Federal and state tax credit carryforwards11,051 10,171 
Inventory and revenue related7,426 5,976 
Bonuses, commissions, and other compensation7,263 4,932 
Depreciation5,395 4,211 
Foreign net operating losses751 602 
Other9,023 4,342 
Gross deferred tax assets460,714 467,684 
Valuation allowance(8,188)(8,568)
$452,526 $459,116 
Gross deferred tax liabilities:
GILTI tax basis differences in connection with change in tax structure$(327,725)$(339,364)
Net deferred taxes$124,801 $119,752 
 December 31,
 2017 2016
Non-current deferred tax assets:   
Stock-based compensation expense$11,664
 $15,365
Federal and state tax credit carryforwards6,707
 5,154
Bonuses, commissions, and other compensation5,704
 2,483
Inventory and revenue related3,415
 2,919
Depreciation2,279
 2,882
Other3,012
 3,714
Gross non-current deferred tax assets32,781
 32,517
Non-current deferred tax liabilities:   
Nondeductible intangible assets(87) (379)
Gross non-current deferred tax liabilities(87) (379)
Valuation allowance(5,309) (4,116)
Net non-current deferred tax assets$27,385
 $28,022
    
Non-current deferred tax liabilities:   
  Other$(312) $
Net non-current deferred tax liabilities$(312) $
In 2017,As of December 31, 2021, the Company recordedhad a deferred tax asset for foreign tax credit carryforwards of $1,730,000. These credits are considered to be realizable and will be utilized in a future period.
As of December 31, 2021, the Company had a valuation allowance of $1,193,000 for state research and development tax credits of $11,750,000 that werewas not considered to be realizable. Should these credits be utilized in a future period, the reserve associated with these credits would be reversed in the period when it is determined that the credits can be utilized to offset future state income tax liabilities. In addition,As of December 31, 2021, the Company had $7,735,000 of state research and development tax credit carryforwards net of federal tax, as of December 31, 2017,$13,250,000, which will begin to expire in 2019.for the 2025 tax return.
While the deferred tax assets, net of valuation allowance, are not assured of realization, management has evaluated the realizability of these deferred tax assets and has determined that it is more likely than not that these assets will be realized. In reaching this conclusion, we have evaluated certain relevant criteria including the Company’s historical profitability, current projections of future profitability, and the lives of tax credits, net operating losses, and other carryforwards. Should the Company fail to generate sufficient pre-tax profits in future periods, we may be required to establish valuation allowances against these deferred tax assets, resulting in a charge to current operations in the period of determination.
On July 6, 2015, the Company completed the sale
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Table of its Surface Inspection Systems Division (SISD). A pre-tax gain of $125,357,000 and associated income tax expense of $47,175,000 was recorded in 2015.Contents
Cash paid for income taxes totaled $11,802,000 in 2017, $20,748,000 in 2016, and $58,280,000 in 2015. The 2015 income tax payments included remittances related to the sale of SISD.
COGNEX CORPORATION - NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 17:19: Weighted Average Shares
Weighted-average shares were calculated as follows (in thousands):
Year Ended December 31, Year Ended December 31,
2017 2016 2015202120202019
Basic weighted-average common shares outstanding173,287
 170,676
 172,592
Basic weighted-average common shares outstanding176,463 173,489 171,194 
Effect of dilutive stock options6,264
 3,468
 3,390
Effect of dilutive stock awardsEffect of dilutive stock awards3,453 3,103 4,075 
Diluted weighted-average common and common-equivalent shares outstanding179,551
 174,144
 175,982
Diluted weighted-average common and common-equivalent shares outstanding179,916 176,592 175,269 
Stock options to purchase 3,363,141, 4,391,598,497,504, 4,371,194, and 6,070,1565,735,608 shares of common stock, on a weighted-average basis, were outstanding in 2017, 2016,2021, 2020, and 2015,2019, respectively, but were not included in the calculation of dilutive net income per share because they were anti-dilutive. Restricted stock units totaling 605, 3,826, and 13,092 shares of common stock, on a weighted-average basis, were outstanding in 2021, 2020, and 2019, respectively, but were not included in the calculation of dilutive net income per share because they were anti-dilutive.

COGNEX CORPORATION - NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 18:20: Segment and Geographic Information
On July 6, 2015, theThe Company completed the sale of its Surface Inspection Systems Division (SISD). Prior to this date, the Company had reported SISD as one of its two segments. Given the disposition of the SISD segment, management reviewed its segment reporting and concluded that the Company now operates in one1 segment, machine vision technology. Operating segments were not aggregated in reaching this conclusion. The Company’s chief operating decision maker is the chief executive officer, who makes decisions to allocate resources and assesses performance at the corporate level. The Company offers a variety of machine vision products that have similar economic characteristics, have the same production processes, and are distributed by the same sales channels to the same types of customers.
The following table summarizes information about geographic areas (in thousands):
United StatesEuropeGreater ChinaOtherTotal
United States Europe Greater China Other Total
Year Ended December 31, 2017         
Year Ended December 31, 2021Year Ended December 31, 2021
Revenue$179,914
 $323,879
 $103,406
 $140,751
 $747,950
Revenue$393,690 $247,744 $200,135 $195,529 $1,037,098 
Long-lived assets53,983
 22,437
 1,594
 2,525
 $80,539
Long-lived assets63,141 16,982 960 3,705 $84,788 
Year Ended December 31, 2016         
Year Ended December 31, 2020Year Ended December 31, 2020
Revenue$136,611
 $231,731
 $63,471
 $88,940
 $520,753
Revenue$280,205 $208,787 $168,287 $153,741 $811,020 
Long-lived assets40,404
 12,981
 994
 1,932
 $56,311
Long-lived assets60,911 20,014 1,278 4,764 $86,967 
Year Ended December 31, 2015         
Year Ended December 31, 2019Year Ended December 31, 2019
Revenue$119,781
 $199,127
 $54,137
 $77,512
 $450,557
Revenue$247,689 $227,738 $115,061 $135,137 $725,625 
Long-lived assets40,742
 12,498
 873
 1,781
 $55,894
Long-lived assets68,496 21,691 1,487 3,602 $95,276 
Revenue is presented geographically based uponon the customer’s country of domicile.
Revenue from a single customer accounted for 21%, 19%,17% and 18%14% of total revenue in 2017, 2016,2021 and 2015,2020, respectively. Revenue from this customer was not greater than 10% of total revenue in 2019. Accounts receivable from this same customer accounted for 15% and 19% of total accounts receivable as of December 31, 2021 and 2020, respectively.
Revenue from a second customer accounted for 13% of total revenue in 2020. Revenue from this customer was not greater than 10% of total revenue in 2021 or 2019. Accounts receivable from this same customer accounted for 11% and 20% of total accounts receivable as of December 31, 2021 and 2020, respectively.
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NOTE 19: Discontinued Operations21: Business Acquisitions
Sualab Co., Ltd.
On July 6, 2015,October 16, 2019, the Company completedacquired all the saleoutstanding shares of its Surface Inspection Systems Division (SISD)Sualab Co., Ltd. (Sualab), a provider of deep learning-based vision software for industrial image analysis based in Korea. The total consideration of $193,638,000 included cash payments of $170,602,000 upon closing. In the fourth quarter of 2020, the Company recorded a credit to AMETEK, Inc. (AMETEK) for $155,655,000goodwill in cash. Transaction costs totaled $5,198,000the amount of $1,004,000 representing a purchase price adjustment. The remaining consideration consists of deferred payments of $24,040,000 that may become payable in October 2023, contingent upon the continued employment of key talent, and included $1,106,000 of stock optionis being recorded as compensation expense over the four-year period.
Deteriorating global economic conditions from the accelerated vestingCOVID-19 pandemic triggered a review of stock optionslong-lived assets for potential impairment in connection with the sale.second quarter of 2020. This review resulted in intangible asset impairment charges totaling $19,571,000 in the second quarter of 2020, primarily related to lower projected cash flows from the technologies and customer relationships acquired from Sualab. Completed technologies, in-process technologies, and customer relationships acquired from Sualab were impaired in the amounts of $10,070,000, $5,900,000, and $3,382,000, respectively.


NOTE 22: Restructuring Charges
On May 26, 2020, the Company's Board of Directors approved a restructuring plan intended to reduce the Company's operating costs, optimize its business model, and address the impact of the COVID-19 pandemic. The financial resultsrestructuring plan included a global workforce reduction of SISDapproximately 8% and office closures. The Company recorded restructuring charges from these actions totaling $15,924,000 in 2020 which are reported as a discontinued operation for all periods presented. In 2015, a pre-tax gain of $125,357,000 and associated income tax expense of $47,175,000 was recordedincluded in "Net income (loss) from discontinued operations"“Restructuring charges” on the Consolidated Statements of Operations. A binding arbitration was concludedAs of December 31, 2020, the majority of these actions were completed and no additional charges are expected to be incurred in 2016 with respect to certain product performance claims made by an SISD customer, for which the Company remained responsible under the indemnity provisions of the sale transaction. In that proceeding, the tribunal ordered the Company to pay the customer approximately $326,000, primarily representing a refund of the product purchase price. The tribunal also ordered the customer to pay the Company approximately $45,000, primarily representing reimbursement of legal fees. The net settlement of $281,000 was recordedfuture periods in discontinued operations in 2016, along with $123,000 of legal fees. The tax benefit relatedrelation to this expense was $149,000, resultingrestructuring plan. There were no restructuring charges recognized in a net loss from discontinued operations of $255,000.2021.


The major classes of revenue and expense included in discontinued operations were as followsfollowing table summarizes the restructuring charges for the year ended December 31, 2020 (in thousands):

  Year Ended December 31,
  2017 2016 2015
Revenue $
 $
 $23,248
Cost of revenue 
 
 (11,291)
Research, development, and engineering expenses 
 
 (2,126)
Selling, general, and administrative expenses 
 
 (7,800)
Foreign currency loss 
 
 (177)
Operating income from discontinued business 
 
 1,854
Gain (loss) on sale of discontinued business 
 (404) 125,357
Income from discontinued operations before income tax expense 
 (404) 127,211
Income tax expense (benefit) on discontinued operations 
 (149) 47,801
Net income (loss) from discontinued operations $
 $(255) $79,410
Amount
One-time termination benefits$10,159 
Contract termination costs5,207 
Other associated costs558 
$15,924

One-time termination benefits included severance, health insurance, and outplacement services for 181 employees who were either terminated during the second quarter of 2020, or were notified during the second quarter of 2020 that they would be terminated at a future date. For employees not required to render service beyond a minimum retention period, the one-time termination benefits were recognized in the second quarter of 2020. Otherwise, these benefits, including retention bonuses for selected employees, were recognized over the remaining service period which was completed by December 31, 2020.
Significant non-cash itemsContract termination costs included operating lease asset impairment charges for eleven offices closed prior to the end of the contractual lease term. These costs also included the write-off of leasehold improvements and other equipment related to these abandoned offices that had no alternative use, as well as other associated operating costs, such as utilities, that the Company is obligated to pay for the remainder of the lease term. These contract termination costs were primarily recognized in the second quarter of 2020 when the Company ceased using the property for economic benefit.
Other associated costs primarily included legal fees related to the discontinued businessemployee termination actions, which were as follows (in thousands):recognized when the services were performed.
66

Table of Contents
  Year Ended December 31,
  2017 2016 2015
Stock-based compensation expense $
 $
 $1,533
Depreciation expense 
 
 401
Amortization expense 
 
 165
Capital expenditures 
 
 482
NOTE 20: Acquisitions
The Company completed a total of seven business acquisitions in 2017, 2016, and 2015. All of these transactions were accounted for as business combinations. Pro-forma information for these acquisitions is not presented because they are not significant, either individually orfollowing table summarizes the activity in the aggregate. Revenue and earnings since the dates of the acquisitionsCompany’s restructuring reserve, which is included in the Company's Consolidated Statements of Operations are also not presented because they are not material. Transaction costs were immaterial and were expensed as incurred.
Assets acquired and liabilities assumed have been recorded at their estimated fair values as of the acquisition date. Contingent consideration is remeasured each reporting period with changes in fair value recorded in "Other income (expense)" on the Consolidated Statements of Operations.
GVi Ventures, Inc.
On April 12, 2017, the Company acquired selected assets and assumed selected liabilities of GVi Ventures, Inc., a privately-held maker of pre-configured vision solutions for common automotive applications based in the United States. The total purchase price of $5,368,000 included cash payment of $4,069,000 and contingent consideration valued at $1,299,000 as of the acquisition date. In addition, the Company entered into special incentive payments tied to employment, none of which are material, that the Company will record as compensation expense.
The undiscounted potential outcomes related to the contingent consideration range from $0 to $3,500,000 based upon certain milestone revenue levels over the next five years. In 2017, the Company recorded a $282,000 expense representing a fair value adjustment in other expense, which increased the liability amount to $1,581,000 as of December 31, 2017.
Under this transaction, in addition to customer relationships and completed technologies, the Company acquired a team of software engineers that are expected to develop new products and increase the Company's ability to serve large customers in the automotive industry.

The purchase price was allocated as follows (in thousands):
Accounts receivable$423
Inventories120
Prepaid expenses and other current assets1
Accounts payable(152)
Accrued expenses(10)
Completed technologies910
Customer relationships2,600
Goodwill1,476
Purchase price$5,368
The customer relationships and completed technologies are included in "Intangible assets"“Accrued expenses” on the Consolidated Balance Sheet. The customer relationships are being amortized to selling, general, and administrative expenses over eight years, and the completed technologies are being amortized to cost of revenue over five years, both on a straight-line basis. The portion of the acquired goodwill deductible for tax purposes is $443,000.
ViDi Systems S.A.
On April 4, 2017, the Company acquired all of the outstanding shares of ViDi Systems, S.A. (ViDi), a privately-held vision software company based in Switzerland. The total purchase price of $23,015,000 included cash payment of $20,019,000, with the remaining $2,996,000 recorded as a holdback to secure potential claims under the agreement. The holdback limitation period is 18 months from the acquisition date. In addition, the Company entered into a special incentive payment tied to employment, which is not material, that the Company will record as compensation expense.
Under this transaction, in addition to completed technologies, the Company acquired a team of software engineers that are expected to help the Company broaden the scope of applications that can be addressed with Cognex vision. ViDi's deep learning software uses artificial intelligence techniques to improve image analysis in applications where it is difficult to predict the full range of image variations that might be encountered. Using feedback, ViDi's software trains the system to distinguish between acceptable variations and defects.
The purchase price was allocated as followsSheets (in thousands):
One-time Termination BenefitsContract Termination CostsOther Associated CostsTotal
Balance as of December 31, 2019$— $— $— $ 
Restructuring charges11,329 5,220 636 17,185 
Cash payments(8,717)(317)(563)(9,597)
Non-cash restructuring charges— (4,163)— (4,163)
Restructuring adjustments(1,170)(13)(78)(1,261)
Foreign exchange rate changes182 23 20 225 
Balance as of December 31, 20201,624 750 15 2,389 
Cash payments(1,142)(227)(15)(1,384)
Foreign exchange rate changes— (7)— (7)
Balance as of December 31, 2021$482 $516 $ $998 
Cash$146
Accounts receivable425
Prepaid expenses and other current assets129
Property, plant, and equipment40
Deferred income tax asset620
Accounts payable(98)
Accrued expenses(716)
Deferred income tax liability(1,008)
Non-compete agreement370
Completed technologies4,774
Goodwill18,333
Purchase price$23,015
The non-compete agreement and completed technology are included in "Intangible assets" on the Consolidated Balance Sheet. The non-compete agreement will be amortizedRestructuring adjustments related to research, development and engineering expenses over three years, and the completed technology will be amortized to cost of revenue over six years, both on a straight-line basis. The portionone-time termination benefits consisted primarily of the acquired goodwill deductible for tax purposes is $5,112,000.favorable true-up of severance estimates based on final agreements and health insurance estimates based on employee elections.

Webscan, Inc.
On December 9, 2016, the Company acquired selected assets and assumed selected liabilities of Webscan, Inc., a privately-held U.S.-based ID provider of barcode verifiers. The total purchase price of $3,176,000 included $3,000,000 in cash paid upon closing and $176,000 in cash paid in January 2017 as a working capital adjustment. There are no contingent payments. In addition, the Company entered into special incentive payments tied to employment, none of which are material, that the Company will record as compensation expense.
Under this transaction, in addition to customer relationships and completed technologies, the Company acquired a team of individuals including software engineers that are expected to help the Company accelerate the development of future ID products.
The purchase price was allocated as follows (in thousands):
Accounts receivable$504
Inventories296
Prepaid expenses and other current assets8
Customer relationships680
Completed technologies840
Goodwill925
Accounts payable(77)
Purchase price$3,176
The customer relationships and completed technologies are included in "Intangible assets" on the Consolidated Balance Sheet. The customer relationships are being amortized to selling, general, and administrative expenses on a straight-line basis over seven years, and the completed technologies are being amortized to cost of revenue on a straight-line basis over five years. The portion of the acquired goodwill deductible for tax purposes is $287,000.
Chiaro Technologies LLC
On November 30, 2016, the Company acquired selected assets and assumed selected liabilities of Chiaro Technologies LLC, a privately-held U.S.-based 3D vision company. The total purchase price of $4,149,000 included cash payment of $3,538,000 and contingent consideration valued at $611,000 as of the acquisition date. In addition, the Company entered into special incentive payments tied to employment, none of which are material, that the Company will record as compensation expense.
The undiscounted potential outcomes related to the contingent consideration range from $0 to $1,250,000 based upon certain milestone revenue levels over the next three years from the acquisition date. In 2017, the Company recorded a $15,000 expense representing a fair value adjustment in other expense, which increased the liability amount to $626,000 as of December 31, 2017.
Under this transaction, in addition to completed technologies, the Company acquired a team of software engineers that are expected to help the Company accelerate the development of future 3D vision products.

The purchase price was allocated as follows (in thousands):
Prepaid expenses and other current assets$3
Completed technologies1,350
Goodwill2,911
Accrued expenses(115)
Purchase price$4,149
The completed technologies are included in "Intangible assets" on the Consolidated Balance Sheet and are being amortized to cost of revenue on a straight-line basis over seven years. The portion of the acquired goodwill deductible for tax purposes is $902,000.
EnShape GmbH
On October 27, 2016, the Company acquired all of the outstanding shares of EnShape GmbH, a privately-held 3D sensor provider based in Germany. The total purchase price of $7,901,000 included $5,395,000 in cash paid upon closing, $1,144,000 of deferred cash payments as a holdback for potential indemnification claims payable in 2018, and $1,362,000 of contingent cash payments based upon the completion of certain tasks by June 30, 2017. These tasks were completed and this payment was made in 2017. In addition, the Company entered into special incentive payments tied to employment, none of which are material, that the Company will record as compensation expense.
Under this transaction, in addition to customer relationships and completed technologies, the Company acquired a team of software engineers that are expected to help the Company accelerate the development of future 3D vision products.
The purchase price was allocated as follows (in thousands):
Cash$167
Accounts receivable4
Inventories79
Prepaid expenses and other current assets1,896
Property, plant, and equipment44
Customer relationships447
Completed technologies1,089
Goodwill6,732
Accounts payable(6)
Accrued expenses(209)
Accrued income taxes(2,342)
Purchase price$7,901
The customer relationships and completed technologies are included in "Intangible assets" on the Consolidated Balance Sheet. The customer relationships are being amortized to selling, general, and administrative expenses, and the completed technologies are being amortized to cost of revenue, both on a straight-line basis over seven years. The portion of the acquired goodwill deductible for tax purposes is $328,000.
AQSense, S.L.
On August 30, 2016, the Company acquired selected assets and assumed selected liabilities of AQSense, S.L., a privately-held 3D vision software provider based in Spain. The total purchase price of $2,519,000 was paid in cash and there are no contingent payments.
Under this transaction, in addition to customer relationships and completed technologies, the Company acquired a team of software engineers that are expected to help the Company accelerate the development of future 3D vision products.

The purchase price was allocated as follows (in thousands):
Accounts receivable$168
Customer relationships598
Completed technologies384
Goodwill1,383
Accrued expenses(14)
Purchase price$2,519
The completed technologies are included in "Intangible assets" on the Consolidated Balance Sheet and they are being amortized to cost of revenue on a straight-line basis over five years. The acquired goodwill is not deductible for tax purposes.
In the fourth quarter of 2017, the Company determined that the carrying value of the customer relationships was impaired and reduced this value to zero. The impairment charge was included in selling, general, and administrative expenses on the Consolidated Statements of Operations.
Manatee Works, Inc.
On August 21, 2015, the Company acquired selected assets of Manatee Works, Inc. (Manatee), a privately-held U.S.-based developer of barcode scanning software development kits (SDKs). The Company plans to leverage Manatee's current developer network and business model of attracting new developers to drive leads for its ID products. Under this transaction, the Company also acquired technology for use in mobile devices.
The total purchase price of $4,813,000 included $1,023,000 in cash paid upon closing and contingent consideration valued at $3,790,000 on the acquisition date. In 2015, the Company recorded a $790,000 benefit in other income, which reduced the liability amount to $3,000,000. In 2016, the Company paid $337,000 and recorded a $463,000 benefit in other income, which reduced the liability amount to $2,200,000. In 2017, the Company paid $525,000 and recorded a $325,000 benefit in other income, which reduced the liability amount to $1,350,000 as of December 31, 2017. The undiscounted potential outcomes related to future contingent consideration range from $0 to approximately $2,200,000 in 2018 based upon reaching certain milestone revenue levels.
The purchase price was allocated as follows (in thousands):
Prepaid expenses and other current assets$23
Customer relationships140
Completed technologies590
Goodwill4,060
Purchase price$4,813
The customer relationships and completed technologies are included in "Intangible assets" on the Consolidated Balance Sheets. The customer relationships are being amortized to selling, general, and administrative expenses, and the completed technologies are being amortized to cost of revenue, both on a straight-line basis over five years. The portion of the acquired goodwill deductible for tax purposes is $366,000.
NOTE 21:23: Subsequent Events
On February 14, 2018,17, 2022, the Company's Board of Directors declared a cash dividend of $0.045$0.065 per share. The dividend is payable March 16, 201818, 2022 to all shareholders of record as of the close of business on March 2, 2018.4, 2022.
COGNEX CORPORATION - SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED)
67



 Quarter Ended
 April 2, 2017 July 2, 2017 October 1, 2017 December 31,
2017
 (In thousands, except per share amounts)
Revenue$134,942
 $172,904
 $259,739
 $180,365
Gross margin106,717
 135,433
 197,379
 139,723
Operating income37,426
 59,538
 110,247
 52,108
        
Net income (loss)$45,655
 $56,072
 $102,348
 $(26,897)
        
Basic net income (loss) per share (1)$0.26
 $0.32
 $0.59
 $(0.16)
Diluted net income (loss) per share (1) (2)$0.26
 $0.31
 $0.57
 $(0.16)
        
 Quarter Ended
 April 3, 2016 July 3, 2016 October 2, 2016 December 31,
2016
 (In thousands, except per share amounts)
Revenue$96,205
 $147,274
 $147,952
 $129,322
Gross margin75,237
 112,061
 115,203
 102,662
Operating income16,344
 49,675
 54,528
 40,237
        
Net income from continuing operations$14,885
 $43,014
 $53,675
 $38,253
Net income (loss) from discontinued operations
 (255) 
 
Net income$14,885
 $42,759
 $53,675
 $38,253
        
Basic net income per share from continuing operations (1)$0.09
 $0.25
 $0.31
 $0.22
Basic net income (loss) per share from discontinued operations (1)
 
 
 
Basic net income per share (1)$0.09
 $0.25
 $0.31
 $0.22
        
Diluted net income per share from continuing operations (1)$0.09
 $0.25
 $0.31
 $0.22
Diluted net income (loss) per share from discontinued operations (1)
 
 
 
Diluted net income per share (1)$0.09
 $0.25
 $0.31
 $0.22


(1) Prior period results have been adjusted to reflect the two-for-one stock split effected in the formTable of a stock dividend which occurred in the quarter ended December 31, 2017.Contents

(2) As a result of the net loss recorded for the quarter ended December 31, 2017, potential common stock equivalents of 7,145 were not included in the calculation of diluted net loss per share for this quarter.



REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Board of Directors and Shareholders
Cognex Corporation

Opinion on financial statement schedule
We have audited in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”) the consolidated financial statements of Cognex Corporation and subsidiaries (the “Company”) referred to in our report dated February 15, 2018, which is included in the 2017 Annual Report on Form 10-K of Cognex Corporation. In our opinion, this financial statement schedule, when considered in relation to the basic consolidated financial statements taken as a whole, presents fairly, in all material respects, the information set forth therein.
Basis for opinion
Our audits of the basic consolidated financial statements included the financial statement schedule listed in the index appearing under Item 15(2), which is the responsibility of the Company’s management. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

/s/ GRANT THORNTON LLP
Boston, Massachusetts
February 15, 2018

COGNEX CORPORATION – SCHEDULE II – VALUATION AND QUALIFYING ACCOUNTS
  Additions     
DescriptionBalance at
Beginning
of Period
Charged to
Costs and
Expenses
Charged
to Other
Accounts
Deductions Other Balance at
End of
Period
(In thousands)
Allowance for Credit Losses on Accounts Receivable:
2021$831 $— $— $(55)(1)$— (2)$776 
2020$530 $600 $— $(300)(1)$(2)$831 
2019$596 $215 $— $(286)(1)$(2)$530 
Reserve for Sales Returns:
2021$1,291 $— $227 $— (1)$— (2)$1,518 
2020$1,291 $— $— $— (1)$— (2)$1,291 
2019$1,050 $225 $— $— (1)$16 (2)$1,291 
Deferred Tax Valuation Allowance:
2021$8,568 $1,420 $— $(1,800)$— $8,188 
2020$7,312 $1,256 $— $— $— $8,568 
2019$6,112 $1,200 $— $— $— $7,312 
(1)Specific write-offs
(2)Foreign currency exchange rate changes

68
    Additions      
Description 
Balance at
Beginning
of Period
 
Charged to
Costs and
Expenses
 
Charged
to Other
Accounts
 Deductions Other 
Balance at
End of
Period
  (In thousands)
Reserve for Uncollectible Accounts Receivable:            
2017 $873
 $724
 $
 $(116)(a) $87
(b) $1,568
2016 $736
 $216
 $
 $(64)(a) $(15)(b) $873
2015 $820
 $
 $
 $(44)(a) $(40)(b) $736
Reserve for Excess and Obsolete Inventory:            
2017 $3,317
 $3,281
 $
 $(1,980)(a) $343
(c) $4,961
2016 $3,803
 $3,641
 $
 $(4,075)(a) $(52)(c) $3,317
2015 $5,058
 $1,562
 $
 $(2,443)(a) $(374)(c) $3,803
Deferred Tax Valuation Allowance:            
2017 $4,116
 $1,193
 $
 $
 $
 $5,309
2016 $3,259
 $857
 $
 $
 $
 $4,116
2015 $2,483
 $817
 $
 $
 $(41) $3,259
(a)Specific write-offs
(b)Collections of previously written-off accounts and foreign currency exchange rate changes
(c)Foreign currency exchange rate changes


Table of Contents
ITEM 9: CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
There were no disagreements with accountants on accounting or financial disclosure during 20172021 or 2016.2020.
ITEM 9A: CONTROLS AND PROCEDURES
Disclosure Controls and Procedures
As required by Rules 13a-15 and 15d-15 of the Securities Exchange Act of 1934, the Company has evaluated, with the participation of management, including the Chief Executive Officer and the Chief Financial Officer, the effectiveness of its disclosure controls and procedures (as defined in such rules) as of the end of the period covered by this report. Based on such evaluation, the Chief Executive Officer and Chief Financial Officer concluded that such disclosure controls and procedures were effective as of that date.
Management’s Report on Internal Control over Financial Reporting
Management is responsible for establishing and maintaining adequate internal control over financial reporting. Management has evaluated the effectiveness of the Company’s internal control over financial reporting based uponon the framework in Internal Control – Integrated Framework issued in 2013 by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
Based uponon our evaluation, management has concluded that the Company’s internal control over financial reporting was effective as of December 31, 2017.2021.
Attestation Report of the Registered Public Accounting Firm on Internal Control over Financial Reporting
The Company’s internal control over financial reporting as of December 31, 20172021 has been audited by Grant Thornton LLP, an independent registered public accounting firm, as stated in their report which is included herein.
Changes in Internal Control over Financial Reporting
There have been no changes in the Company’sCompany's internal control over financial reporting that occurred during the fourth quarter of the year ended December 31, 20172021 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting. We have considered the impact of the COVID-19 pandemic on our internal controls over financial reporting. Personnel constraints related to working from home have made our ability to execute certain controls more challenging; however, we have enhanced existing monitoring controls in an effort to ensure we continue to have effective internal controls during this time. The Company continues to review its disclosure controls and procedures, including its internal control over financial reporting, and may from time to time make changes aimed at enhancing their effectiveness and to ensure that the Company’s systems evolve with its business.

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Table of Contents
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
Board of Directors and Shareholders Cognex Corporation



Opinion on internal control over financial reporting
We have audited the internal control over financial reporting of Cognex Corporation (a Massachusetts corporation) and subsidiaries (the “Company”) as of December 31, 2017,2021 based on criteria established in the 2013 Internal Control-IntegratedControl—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO)(“COSO”). In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2017,2021, based on criteria established in the 2013 Internal Control-IntegratedControl—Integrated Framework issued by COSO.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), the consolidated financial statements of the Company as of and for the year ended December 31, 2017,2021, and our report dated February 15, 201817, 2022 expressed an unqualified opinion on those financial statements.


Basis for opinion
The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control overOver Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.


Definition and limitations of internal control over financial reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.


/s/ GRANT THORNTON LLP
Boston, Massachusetts
February 15, 201817, 2022

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Table of Contents
ITEM 9B: OTHER INFORMATION
None
ITEM 9C: DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
Not Applicable
PART III
ITEM 10: DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE
Information with respect to Directors and Executive Officers of the Company and the other matters required by Item 10 shall be included in the Company’s definitive Proxy Statement for the Annual Meeting of Shareholders to be held on April 25, 2018May 4, 2022 and is incorporated herein by reference. In addition, certain information with respect to Executive Officers of the Company may be found in the section captioned “Executive Officers of the Registrant,” appearing in Part I – Item 4A of this Annual Report on Form 10-K.
The Company has adopted a Code of Business Conduct and Ethics covering all employees, which is available, free of charge, on the Company’s website, www.cognex.comunder "Company-Investor Information-Governance". The Company intends to disclose on its website any amendments to or waivers of the Code of Business Conduct and Ethics on behalf of the Company’s directors and executive officers that would otherwise be required to be disclosed under the rules of the SEC or The NASDAQ Stock Market LLC.
ITEM 11: EXECUTIVE COMPENSATION
Information with respect to executive compensation and the other matters required by Item 11 shall be included in the Company’s definitive Proxy Statement for the Annual Meeting of Shareholders to be held on April 25, 2018May 4, 2022 and is incorporated herein by reference.
ITEM 12: SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
Information with respect to security ownership and the other matters required by Item 12 shall be included in the Company’s definitive Proxy Statement for the Annual Meeting of Shareholders to be held on April 25, 2018May 4, 2022 and is incorporated herein by reference.
The following table provides information as of December 31, 20172021 regarding shares of common stock that may be issued under the Company’s existing equity compensation plans:
Plan CategoryNumber of securities to be
issued upon exercise of
outstanding options, warrants and rights, and vesting of restricted stock units
Weighted-average exercise
price of outstanding options, restricted stock units, warrants, and rights
Number of securities
remaining available for future
issuance under equity
compensation plans
(excluding securities reflected
in column (a))
 (a)  
Equity compensation plans approved by shareholders (4)8,432,197 (1)$44.56 15,640,000 (2)
Equity compensation plans not approved by shareholders (4)— (3)— — 
8,432,197 $44.5636 15,640,000 
Plan Category
Number of securities to be
issued upon exercise of
outstanding options,
warrants, and rights
 
Weighted-average exercise
price of outstanding options,
warrants, and  rights
 
Number of securities
remaining available for future
issuance under equity
compensation plans
(excluding securities reflected
in column (a))
 
 (a)     
Equity compensation plans approved by shareholders (4)12,287,670
(1)$25.9093
 12,134,952
(2)
Equity compensation plans not approved by shareholders (4)457,606
(3)7.0190
 
 
 12,745,276
 $25.2311
 12,134,952
 
(1)Includes shares to be issued upon exercise of outstanding options under the Company’s 2007 Stock Option and Incentive Plan, and subsequent to shareholder approval, the 2001 General Stock Option Plan, as amended and restated.
(1)Includes shares to be issued upon exercise of outstanding options under the Company’s 1998 Stock Incentive Plan, 2007 Stock Option and Incentive Plan, and subsequent to shareholder approval, the 2001 General Stock Option Plan, as amended and restated.
(2)Includes shares remaining available for future issuance under the Company’s 2007 Stock Option and Incentive Plan and 2001 General Stock Option Plan, as amended and restated.
(3)Includes shares to be issued upon the exercise of outstanding options granted prior to shareholder approval under the 2001 General Stock Option Plan, as amended and restated.
(4)All references made to share or per share amounts have been adjusted to reflect the two-for-one stock split which occurred in the fourth quarter of 2017.
(2)Includes shares remaining available for future issuance under the Company’s 2007 Stock Option and Incentive Plan and 2001 General Stock Option Plan, as amended and restated.
(3)Includes shares to be issued upon the exercise of outstanding options granted prior to shareholder approval under the 2001 General Stock Option Plan, as amended and restated.
(4)All references made to share or per share amounts have been adjusted to reflect the two-for-one stock split which occurred in the fourth quarter of 2017.
The 2001 General Stock Option Plan was originally adopted by the Board of Directors in December 2001 without shareholder approval. In December 2011, this plan received shareholder approval for an amendment and restatement of the plan, extending the plan until September 2021.plan. This plan provides for the granting of nonqualified stock options and incentive stock options to any employee who is actively employed by the Company and is not an officer or director of the Company. The maximum number of shares of common stock available for grant under this plan is 28,440,00038,440,000 shares. All option grants must have an exercise price per share that is no less than the fair market value per share of the Company’s
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common stock on the grant date and must have a term that is no longer than ten years from the grant date. 24,748,74030,869,869 stock options have been granted under the 2001 General Stock Option Plan.

ITEM 13: CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
Information with respect to certain relationships and related transactions and the other matters required by Item 13 shall be included in the Company’s definitive Proxy Statement for the Annual Meeting of Shareholders to be held on April 25, 2018May 4, 2022 and is incorporated herein by reference.
ITEM 14: PRINCIPAL ACCOUNTING FEES AND SERVICES
Information with respect to principal accounting fees and services and the other matters required by Item 14 shall be included in the Company’s definitive Proxy Statement for the Annual Meeting of Shareholders to be held on April 25, 2018May 4, 2022 and is incorporated herein by reference.
PART IV
ITEM 15: EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
(1)Financial Statements
(1)Financial Statements
The financial statements are included in Part II – Item 8 of this Annual Report on Form 10-K.
(2)Financial Statement Schedule
(2)Financial Statement Schedule
Financial Statement Schedule II is included in Part II – Item 8 of this Annual Report on Form 10-K.
Other schedules are omitted because of the absence of conditions under which they are required or because the required information is provided in the consolidated financial statements or notes thereto.
(3)Exhibits
(3)Exhibits
The Exhibits filed as part of this Annual Report on Form 10-K are listed in the Exhibit Index, immediately preceding the signature page hereto.
ITEM 16: FORM 10-K SUMMARY
Not applicable

72

EXHIBIT INDEX
EXHIBIT NUMBER
3A
3B
3C
3D
3E
3D3F
4ASpecimen Certificate for Shares of Common Stock (incorporated by reference to Exhibit 4 to Cognex's Registration Statement on Form S-1 [Registration No. 33-29020])
4B
10A *
10B *
10C10A *
10D *
10E10B *
10F *
10G10C *
10H *
10I *
10J10D *
10K *
10L10E *
10M10F *
10N10G *

10H *
10O *
10P10I *
10Q10J *


2110K *
10L *
73

21
23.1
31.1
31.2
32.1
32.2
101101.SCHxBRL (Extensible Business Reporting Language)Inline XBRL Taxonomy Extension Schema Document (filed herewith)
101.CALThe following materials from Cognex Corporation's Annual Report on Form 10-K for the period ended December 31, 2017, formattedInline XBRL Taxonomy Extension Calculation Linkbase Document (filed herewith)
101.LABInline XBRL Taxonomy Extension Label Linkbase Document (filed herewith)
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document (filed herewith)
101.DEFInline XBRL Taxonomy Extension Schema Document (filed herewith)
104Cover Page Interactive Data File (formatted as Inline XBRL with applicable taxonomy extension information contained in xBRL: (i) Consolidated Statements of Operations for the years ended December 31, 2017, December 31, 2016, and December 31, 2015; (ii) Consolidated Statements of Comprehensive Income for the years ended December 31, 2017, December 31, 2016, and December 31, 2015; (iii) Consolidated Balance Sheets as of December 31, 2017 and December 31, 2016; (iv) Consolidated Statements of Cash Flows for the years ended December 31, 2017, December 31, 2016, and December 31, 2015; (v) Consolidated Statements of Shareholders’ Equity for the years ended December 31, 2017, December 31, 2016, and December 31, 2015; and (vi) Notes to Consolidated Financial Statements.
Exhibits 101*.) (filed herewith)
* IndicatesIndicated management contract or compensatory plan or arrangement



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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
authorized on the 17th day of February 2022.
COGNEX CORPORATION
COGNEX CORPORATION
By:
By:/s/    Robert J. Willett
Robert J. Willett
President and Chief Executive Officer
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
SignatureTitleDate
/s/    Robert J. WillettPresident, Chief Executive Officer, and Director (principal executive officer)February 17, 2022
Robert J. Willett
/s/    Paul D. TodghamSenior Vice President of Finance and Chief Financial Officer (principal financial and accounting officer)February 17, 2022
Paul D. Todgham
/s/    Patrick AliasDirectorFebruary 17, 2022
Patrick Alias
Signature/s/    Theodor KrantzTitleDirectorDateFebruary 17, 2022
Theodor Krantz
/s/    Sachin LawandeDirectorFebruary 17, 2022
Sachin Lawande
/s/    Dianne ParrotteDirectorFebruary 17, 2022
Dianne Parrotte
/s/    Robert J. ShillmanMarjorie SennettChairman of the Board of Directors and Chief Culture OfficerDirectorFebruary 15, 201817, 2022
Robert J. ShillmanMarjorie Sennett
/s/    Robert J. WillettPresident, Chief Executive Officer, and Director (principal executive officer)February 15, 2018
Robert J. Willett
/s/    John J. CurranSenior Vice President of Finance, Chief Financial Officer, and Treasurer (principal financial and accounting officer)February 15, 2018
John J. Curran

/s/    Patrick AliasDirectorFebruary 15, 2018
Patrick Alias
/s/    Eugene BanucciDirectorFebruary 15, 2018
Eugene Banucci
/s/    Theodor KrantzDirectorFebruary 15, 2018
Theodor Krantz
/s/    Jeffrey MillerDirectorFebruary 15, 2018
Jeffrey Miller
/s/    J. Bruce RobinsonDirectorFebruary 15, 2018
J. Bruce Robinson
/s/    Jerry SchneiderDirectorFebruary 15, 2018
Jerry Schneider
/s/    Anthony SunDirectorFebruary 15, 201817, 2022
Anthony Sun

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