0001179110-18-012558.txt : 20181105 0001179110-18-012558.hdr.sgml : 20181105 20181105163738 ACCESSION NUMBER: 0001179110-18-012558 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20181031 FILED AS OF DATE: 20181105 DATE AS OF CHANGE: 20181105 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Ueland Michael A. CENTRAL INDEX KEY: 0001755831 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34033 FILM NUMBER: 181160369 MAIL ADDRESS: STREET 1: 216 BRIDLE CREEK DRIVE CITY: CARY STATE: NC ZIP: 27513 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: DIGI INTERNATIONAL INC CENTRAL INDEX KEY: 0000854775 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER COMMUNICATIONS EQUIPMENT [3576] IRS NUMBER: 411532464 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 BUSINESS ADDRESS: STREET 1: 11001 BREN ROAD EAST CITY: MINNETONKA STATE: MN ZIP: 55343 BUSINESS PHONE: (952) 912-3444 MAIL ADDRESS: STREET 1: 11001 BREN ROAD EAST CITY: MINNETONKA STATE: MN ZIP: 55343 3 1 edgar.xml FORM 3 - X0206 3 2018-10-31 0 0000854775 DIGI INTERNATIONAL INC DGII 0001755831 Ueland Michael A. 11001 BREN ROAD EAST MINNETONKA MN 55343 0 1 0 0 President of Products Common Stock 56965 D Common Stock 19000 I By IRA Employee Stock Option (right to buy) 9.75 2023-11-01 Common Stock 100000 D Employee Stock Option (right to buy) 10.325 2024-11-28 Common Stock 27500 D Includes 37,500 restricted stock units scheduled to vest in three equal installments on each of November 1, 2018, 2019 and 2020 and 11,134 restricted stock units scheduled to vest in four substantially equal installments on each of November 28, 2018, 2019, 2020, and 2021. Vested with respect to 25% of the shares as of November 1, 2017, with the remainder scheduled to vest in 36 monthly installments thereafter. Scheduled to vest with respect to 25% of the shares on November 28, 2018 and thereafter in 36 monthly installments. No securities are beneficially owned. /s/ Joshua L. Colburn, Attorney-in-Fact 2018-11-05 EX-24 2 uelandpoa.txt POWER OF ATTORNEY I, Michael A. Ueland, hereby authorize and designate each of David H. Sampsell, Amy C. Seidel, Joshua L. Colburn,and Amra Hoso signing singly, as my true and lawful attorney-in-fact to: (1) execute for and on my behalf, in my capacity as an officer and/or director of Digi International Inc. (the "Company"), Form ID and Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 (the "Exchange Act") and the rules and regulations promulgated thereunder; and other forms or reports on my behalf as may be required to file in connection with my ownership, acquisition, or disposition of securities of the Company, including Form 144; (2) do and perform any and all acts for and on my behalf which may be necessary or desirable to complete and execute any such Form 3, 4 or 5, or other form or report, including Form ID, complete and execute any amendment or amendments thereto and timely file such form with the Securities and Exchange Commission, any stock exchange or similar authority, and the National Association of Securities Dealers; and (3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be to my benefit, in my best interest, or legally required of me, it being understood that the statements executed by such attorney-in-fact on my behalf pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion. I hereby further grant to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as I might or could do if personally present, with full power of substitutes or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. I hereby acknowledge that the foregoing attorneys-in-fact, in serving in such capacity at my request, are not assuming, nor is the Company assuming, any of my responsibilities to comply with Section 16 of the Exchange Act. This Power of Attorney shall remain in full force and effect until I am no longer required to file Forms 3, 4 and 5 with respect to my holdings of and transactions in securities issued by the Company, unless earlier revoked by me in a signed writing delivered to the foregoing attorneys-in-fact. Notwithstanding the foregoing, if any such attorney-in-fact hereafter ceases to be at least one of the following: (i) an employee of the Company, (ii) a partner of Faegre Baker Daniels LLP, or (iii) an employee of Faegre Baker Daniels LLP, then this Power of Attorney shall be automatically revoked solely as to such individual, immediately upon such cessation, without any further action on my part. I hereby revoke all previous Powers of Attorney that have been granted by me in connection with my reporting obligations under Section 16 of the Exchange Act with respect to my holdings of and transactions in securities issued by the Company. IN WITNESS WHEREOF, I have caused this Power of Attorney to be duly executed as of this 10th day of October, 2018. /s/ Michael A. Ueland