Digi International (NASDAQ: DGII) VP logs small tax share disposition

Rhea-AI Filing Summary

Digi International Inc. executive James E. Freeland reported a routine tax-withholding disposition of company shares. On this Form 4, 700 shares of common stock were surrendered at a price of $58.85 per share to cover tax obligations. After this transaction, Freeland directly holds 19,287.059 shares of Digi International common stock, indicating he retains the vast majority of his position.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Freeland James E.

Role VP, Chief Information Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	700	$58.85	$41K

Holdings After Transaction: Common Stock — 19,287.059 shares (Direct, null)

Footnotes (1)

Key Figures

Tax-withholding shares: 700 shares Tax-withholding price: $58.85 per share Post-transaction holdings: 19,287.059 shares

3 metrics

Tax-withholding shares 700 shares Common stock disposed as tax-withholding on May 6, 2026

Tax-withholding price $58.85 per share Value applied to the 700 withheld shares

Post-transaction holdings 19,287.059 shares Direct Digi International common stock held by Freeland after transaction

Key Terms

tax-withholding disposition, Form 4, Common Stock

3 terms

tax-withholding disposition financial

"700 shares of common stock were surrendered as a tax-withholding disposition"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

Form 4 regulatory

"On this Form 4, 700 shares of common stock were surrendered"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

Common Stock financial

"700 shares of common stock were surrendered at a price of $58.85 per share"

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED 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^*

Freeland James E.

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	VP, Chief Information Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/06/2026

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

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	05/06/2026		F		700	D	$58.85	19,287.059	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

	/s/ Joshua L. Colburn, Attorney-in-Fact	05/08/2026
	** 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 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 James E. Freeland?

Digi International reported that executive James E. Freeland had 700 shares of common stock withheld as a tax-withholding disposition. This transaction covered tax obligations and was not an open-market purchase or sale of DGII shares.

Was the Digi International (DGII) Form 4 a buy or sell of shares?

The Form 4 for Digi International did not show an open-market buy or sell. Instead, 700 shares were disposed of as a tax-withholding transaction, meaning shares were withheld to satisfy tax liabilities on equity compensation.

How many Digi International (DGII) shares does James E. Freeland hold after this filing?

Following the reported tax-withholding disposition, James E. Freeland directly holds 19,287.059 shares of Digi International common stock. This indicates the 700 shares withheld for taxes represent a relatively small portion of his total holdings.

What was the price used for the tax-withholding shares in the DGII Form 4?

The 700 Digi International shares used for the tax-withholding disposition were valued at $58.85 per share. This figure reflects the price applied to calculate the value of shares surrendered to meet Freeland’s tax obligations.

Does the DGII Form 4 indicate any remaining stock options or derivatives for James E. Freeland?

The filing’s derivative summary is empty, indicating no derivative positions such as stock options or warrants are shown in this specific Form 4 for James E. Freeland. It only reflects the common stock tax-withholding transaction.