STOCK TITAN

Digi International (DGII) VP exercises options and sells 14,182 shares in May 2026 trade

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Digi International Inc. vice president of supply chain Terrence G. Schneider reported an exercise-and-sell transaction in company stock. On May 11, 2026, he exercised employee stock options covering 14,182 shares of common stock at an exercise price of $16.75 per share and then sold 14,182 shares in an open-market sale.

The sale was executed at a weighted average price of $65.6095 per share, with individual trades ranging from $65.03 to $66.00. Following these transactions, Schneider directly owns 26,759 shares of Digi International common stock, and the option grant exercised in this filing is fully vested and fully exercised with no remaining balance.

Positive

  • None.

Negative

  • None.
Insider Schneider Terrence G.
Role VP, SUPPLY CHAIN
Sold 14,182 shs ($930K)
Type Security Shares Price Value
Exercise Employee Stock Option (right to buy) 14,182 $0.00 --
Exercise Common Stock 14,182 $16.75 $238K
Sale Common Stock 14,182 $65.6095 $930K
Holdings After Transaction: Employee Stock Option (right to buy) — 0 shares (Direct, null); Common Stock — 40,941 shares (Direct, null)
Footnotes (1)
  1. Reflects the weighted average price of 14,182 shares of common stock of Digi International, Inc. sold by the reporting person in multiple transactions on May 11, 2026 with sale prices ranging from $65.03 to $66.00 per share. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price. Fully vested.
Shares sold 14,182 shares Open-market sale on May 11, 2026
Weighted average sale price $65.6095 per share Common stock sale on May 11, 2026
Options exercised 14,182 shares Employee stock option exercise on May 11, 2026
Option exercise price $16.75 per share Employee Stock Option (right to buy)
Shares owned after transactions 26,759 shares Direct ownership following May 11, 2026 sale
Options remaining from this grant 0 shares Employee stock option position after exercise
Sale price range $65.03–$66.00 per share Multiple sale transactions on May 11, 2026
Option expiration date November 24, 2027 Original expiration for exercised options
open-market sale financial
"transaction_action: open-market sale"
An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.
Employee Stock Option (right to buy) financial
"security_title: Employee Stock Option (right to buy)"
derivative security financial
"transaction_code_description: Exercise or conversion of derivative security"
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
weighted average price financial
"Reflects the weighted average price of 14,182 shares of common stock"
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
fully vested financial
"Footnote states: Fully vested."
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Schneider Terrence G.

(Last)(First)(Middle)
9350 EXCELSIOR BLVD
SUITE 700

(Street)
HOPKINS MINNESOTA 55343

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
DIGI INTERNATIONAL INC [ DGII ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
VP, SUPPLY CHAIN
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/11/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock05/11/2026M14,182A$16.7540,941D
Common Stock05/11/2026S14,182D$65.6095(1)26,759D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Employee Stock Option (right to buy)$16.7505/11/2026M14,182 (2)11/24/2027Common Stock14,182$00D
Explanation of Responses:
1. Reflects the weighted average price of 14,182 shares of common stock of Digi International, Inc. sold by the reporting person in multiple transactions on May 11, 2026 with sale prices ranging from $65.03 to $66.00 per share. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
2. Fully vested.
/s/ Joshua L. Colburn, Attorney-in-Fact05/13/2026
** Signature of Reporting PersonDate
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 4 (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 Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Digi International (DGII) report for Terrence G. Schneider?

Digi International reported that VP of supply chain Terrence G. Schneider exercised options for 14,182 shares and sold 14,182 common shares. The activity occurred on May 11, 2026 and reflects an exercise-and-sell pattern commonly used to realize compensation value and liquidity.

At what prices did Terrence G. Schneider trade Digi International (DGII) shares?

Schneider’s 14,182-share sale carried a weighted average price of $65.6095 per share. Individual trades were executed between $65.03 and $66.00. The options he exercised had an exercise price of $16.75 per share, indicating a substantial spread between option strike and market sale prices.

How many Digi International (DGII) shares does Terrence G. Schneider own after this Form 4?

After the reported transactions, Schneider directly owns 26,759 shares of Digi International common stock. This figure reflects his holdings following the exercise of 14,182 stock options and the same-day open-market sale of 14,182 shares disclosed in the Form 4 filing.

What happened to Terrence G. Schneider’s Digi International (DGII) stock options in this filing?

Schneider exercised employee stock options labeled as a right to buy 14,182 Digi International shares at a conversion or exercise price of $16.75 per share. After this exercise on May 11, 2026, the option position reported in the filing shows a remaining balance of zero shares.

Was Terrence G. Schneider’s Digi International (DGII) option grant vested before exercise?

Yes. A footnote states that the employee stock option involved in the May 11, 2026 transaction was fully vested. This means the options were completely earned under the plan terms, allowing Schneider to exercise all 14,182 underlying common shares disclosed in the Form 4.