FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

OMB APPROVAL
OMB Number: 3235-0104
Estimated average burden
hours per response...
0.5
                      
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Ballenger Brian G.

2. Date of Event Requiring Statement (MM/DD/YYYY)
2/6/2019 

3. Issuer Name and Ticker or Trading Symbol

DIGI INTERNATIONAL INC [DGII]

(Last)        (First)        (Middle)

9350 EXCELSIOR BLVD, SUITE 700

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                            _____ 10% Owner
___ X ___ Officer (give title below)          _____ Other (specify below)
VP Fin, Acting PFO & PAO /

(Street)

HOPKINS, MN 55343       

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed (MM/DD/YYYY)

 

6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person


Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock   13260.37   (1) D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (right to buy)     (2) 11/24/2019   Common Stock   2000   $8.03   D    
Employee Stock Option (right to buy)     (2) 11/22/2021   Common Stock   2000   $10.63   D    
Employee Stock Option (right to buy)     (2) 11/20/2022   Common Stock   750   $9.35   D    
Employee Stock Option (right to buy)     (2) 11/20/2021   Common Stock   2000   $10.81   D    
Employee Stock Option (right to buy)     (2) 11/20/2022   Common Stock   1250   $7.40   D    
Employee Stock Option (right to buy)     (3) 1/26/2024   Common Stock   2500   $9.03   D    
Employee Stock Option (right to buy)     (4) 11/21/2023   Common Stock   3125   $13.50   D    
Employee Stock Option (right to buy)     (5) 11/28/2024   Common Stock   12500   $10.33   D    
Employee Stock Option (right to buy)     (6) 12/6/2025   Common Stock   12500   $11.23   D    

Explanation of Responses:
(1)  Includes 11,530 Restricted Stock Units that are subject to the terms and conditions set forth in the restricted stock unit award agreement and future vesting conditions.
(2)  Fully vested.
(3)  The option vests as to 25% of the shares on January 26, 2017 and thereafter in 36 monthly installments.
(4)  The option vests as to 25% of the shares on November 21, 2017 and thereafter in 36 monthly installments.
(5)  The option vests as to 25% of the shares on November 28, 2018 and thereafter in 36 monthly installments.
(6)  The option vests as to 25% of the shares on December 6, 2019 and thereafter in 36 monthly installments.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Ballenger Brian G.
9350 EXCELSIOR BLVD
SUITE 700
HOPKINS, MN 55343


VP Fin, Acting PFO & PAO

Signatures
/s/ Joshua L. Colburn, attorney-in-fact 2/11/2019
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
Digi (NASDAQ:DGII)
Historical Stock Chart
From May 2020 to Jun 2020 Click Here for more Digi Charts.
Digi (NASDAQ:DGII)
Historical Stock Chart
From Jun 2019 to Jun 2020 Click Here for more Digi Charts.