First Amendment to Cognex Corporation 2000 Employee Stock Purchase Plan

Summary

This amendment updates the Cognex Corporation 2000 Employee Stock Purchase Plan. It changes the purchase price for employee stock to 95% of the fair market value on the exercise date and sets a three-month holding period during which purchased shares cannot be sold, pledged, or transferred. The amendment applies to purchase periods starting January 1, 2006, and all other terms of the plan remain unchanged. The amendment is approved by the Board of Directors and signed by the company secretary.

EX-10.2 2 b55551ccexv10w2.htm EX-10.2 2000 EMPLOYEE STOCK PURCHASE PLAN exv10w2

Exhibit 10.2

COGNEX CORPORATION

First Amendment to
2000 Employee Stock Purchase Plan

In accordance with the provisions of Section 18 of the Cognex Corporation 2000 Employee Stock Purchase Plan (the “Plan”), the Plan is hereby amended as follows:

	1.		Section 2(o) of the Plan is hereby amended by deleting the first sentence thereof in its entirety and substituting therefor the following:

			"(o) “Purchase Price” shall mean 95% of the fair market value of a share of Common Stock on the relevant Exercise Date.”

	2.		Section 2(k) of the Plan is hereby amended by deleting the text thereof in its entirety and substituting therefor the following:

			"(k) “Holding Period” shall mean the three-month period after the Exercise Date during which a Participant may not sell, pledge, or transfer shares of Common Stock purchased under this Plan as described in Section 13.”

	3.		This amendment shall be effective for Purchase Periods (as defined in Section 2(n) of the Plan) beginning on and after January 1, 2006.

	4.		Except as herein above provided, the Plan is hereby ratified, confirmed, and approved in all respects.


		COGNEX CORPORATION

		By:		/s/ Anthony J. Medaglia, Jr.

				Anthony J. Medaglia, Jr. Secretary

Approved by the Board of Directors: April 21, 2005