UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): July 25, 2007
Cognex Corporation
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(Exact Name of Registrant as Specified in Its Charter)
Massachusetts
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(State or Other Jurisdiction of Incorporation)
000-17869 04-2713778
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(Commission File Number) (IRS Employer Identification No.)
One Vision Drive, Natick, Massachusetts 01760-2059
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(Address of Principal Executive Offices) (Zip Code)
(508) 650-3000
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(Registrant's Telephone Number, Including Area Code)
N/A
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(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
|_| Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 2.02 Results of Operations and Financial Condition
On July 25, 2007, Cognex Corporation (the "Company") issued a news release to
report a delay in its second quarter earnings release date due to a voluntary
review of transactions originating at its Japanese subsidiary. The news release
also included information regarding the expected impact on the Company's results
of operations in the fourth quarter of 2006 and the first quarter of 2007. The
information regarding the expected impact remains subject to change pending
completion of the review.
The news release is furnished as Exhibit 99.1 hereto. The information in this
Current Report on Form 8-K, including the Exhibit attached hereto, shall not be
deemed "filed" for purposes of Section 18 of the Securities Exchange Act of
1934, nor shall it be deemed to be incorporated by reference in any filing under
the Securities Act of 1933 or the Securities Exchange Act of 1934, regardless of
any general incorporation language in such filing.
Certain statements made in the news release, which do not relate solely to
historical matters, are "forward-looking statements" within the meaning of the
Private Securities Litigation Reform Act of 1995, including statements regarding
the Company's continuing review of the transactions originating at its Japanese
subsidiary and the expected impact on its results of operations. These
forward-looking statements involve risks and uncertainties that could cause
actual results to differ materially from those projected or anticipated,
including, but not limited to, the possibility that the final results of the
Company's continuing review have a greater impact on its historical results of
operations. The Company undertakes no obligation to update information contained
in these forward-looking statements. For further information regarding risks and
uncertainties associated with the Company's business, please refer to the
Company's filings with the Securities and Exchange Commission, including the
Company's Form 10-K for the fiscal year ended December 31, 2006.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
Exhibit No. Description
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99.1 News release, dated July 25, 2007, issued by Cognex Corporation
SIGNATURES
Pursuant to the requirements 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.
COGNEX CORPORATION
Date: July 26, 2007 By: /s/ Richard A. Morin
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Name: Richard A. Morin
Title: Senior Vice President of Finance,
Chief Financial Officer, and Treasurer