Cognex Agrees to Acquire RealSense for $500 Million in Cash

Cognex Corporation (CGNX ) announced on September 22, 2026 that it has entered into a definitive agreement to acquire RealSense, Inc., a maker of depth-sensing cameras and vision technology for robotic perception, for approximately $500 million in an all-cash transaction.

Under the terms of the agreement, the acquisition will be financed entirely from existing cash and investments on Cognex’s balance sheet. The transaction is expected to close in the fourth quarter of 2026, subject to customary closing conditions. Evercore served as financial advisor to Cognex.

In a Form 8-K filed with the U.S. Securities and Exchange Commission on September 22, 2026, Cognex stated that the $500 million purchase price is subject to customary adjustments. The current report was filed under Items 7.01, 8.01 and 9.01, furnished the acquisition press release as Exhibit 99.1, and was signed by Dennis Fehr, the company’s senior vice president of finance and chief financial officer. The filing identifies the target by its legal name, RealSense, Inc.

Retention and Equity Terms

Cognex expects to provide a three-year cash retention program for RealSense employees valued at $56.5 million at target, subject to performance modifiers, according to the announcement. The 8-K states that the company expects to provide up to $69 million in cash retention payments over three years, with up to $25 million of that total subject to performance modifiers.

Cognex also intends to grant restricted stock units valued at approximately $50 million to RealSense employees under its existing 2023 Stock Option and Incentive Plan. The 8-K gives the units an economic value of between $45 million and $55 million, depending on Cognex’s share price on the grant date. The units are expected to vest over three years, with approximately 20% vesting on the first anniversary of the grant date, approximately 30% on the second and approximately 50% on the third, the filing states. Both the units and the retention payments require continuous employment through the vesting and payment dates. For certain key employees, the filing states, time-based restricted stock units and retention payments may accelerate and become due and payable if Cognex terminates an employee’s employment without cause or the employee resigns for good reason.

Cognex estimates the robotic perception market at $600 million and expects it to grow more than 25% annually to approximately $1.6 billion by 2030, according to the announcement. Cognex stated that RealSense is expected to generate revenue of $80 million to $90 million in 2026, representing growth of more than 50% over the prior year.

“RealSense brings a leading 3D perception platform with proprietary technology, a strong developer community and a compelling value proposition for customers,” said Matt Moschner, president and chief executive officer of Cognex. Moschner said the combination positions Cognex to offer what he described as a full-stack visual intelligence platform, spanning industrial ID, 2D and 3D machine vision measurement to 3D depth perception and robotic navigation, built to serve the full spectrum of Physical AI.

Fehr called the transaction highly aligned with Cognex’s disciplined M&A strategy and said RealSense is expected to be strongly accretive to Cognex’s growth profile. He said the company expects the business to scale over time in line with Cognex’s through-cycle financial framework, including attractive Adjusted EBITDA margins and strong free cash flow conversion.

“We’ve called that mission the Visual Cortex of Physical AI,” said Nadav Orbach, chief executive officer of RealSense, referring to the idea that robots and autonomous systems cannot act intelligently in the physical world if they cannot first perceive it accurately. Orbach said joining Cognex provides access to a global industrial customer base and go-to-market reach that would have taken years to build independently.

RealSense’s applications span fixed arm perception-guided robotics, autonomous mobile robots, quadrupeds and humanoids.

RealSense Background

RealSense was originally founded by Intel in 2014 and spun out in 2025, according to the Cognex announcement. RealSense announced on July 11, 2025 that it had completed its spinout from Intel Corporation (INTC ) and closed a $50 million Series A funding round led by a semiconductor private equity firm, with participation from strategic investors including Intel Capital and the MediaTek Innovation Fund. The company said the new capital would fund expansion into adjacent and emerging markets and scale its manufacturing, sales and go-to-market presence to meet increased demand for humanoid and autonomous mobile robots as well as AI-powered access control and security solutions.

RealSense states that it has more than 3,000 customers worldwide and holds over 80 global patents, and that its depth cameras are embedded in 60% of the world’s autonomous mobile robots and humanoid robots. Its partners have included ANYbotics, Eyesynth, Fit:Match and Unitree Robotics. The company said in July 2025 that its recently launched D555 depth camera is powered by the RealSense Vision SoC V5 and features Power over Ethernet.

RealSense is headquartered in Cupertino, California. Prior to closing, the company will spin out its Facial Authentication product line into an independent company, including all functions necessary to continue its focused growth strategy in the biometrics market, according to the announcement.

Cognex, based in Natick, Massachusetts, described itself in the announcement as the global technology leader in industrial machine vision. The company said management would host a conference call at 8:00 a.m. Eastern Time on September 22, 2026 to discuss the acquisition and answer questions from investors and analysts, with a live webcast and an accompanying presentation available in the Investor Relations section of its website and a replay available after the call.