Digi International (DGII) VP Freeland sells 1,355 shares in open-market trade

Rhea-AI Filing Summary

Digi International Inc. officer James E. Freeland, VP and Chief Information Officer, reported an open-market sale of company stock. On February 10, 2026, he sold 1,354.836 shares of common stock at a weighted average price of $45.8445 per share, through multiple transactions within a price range from $45.7901 to $45.8900 per share.

After this sale, Freeland directly owned 19,987.059 shares of Digi International common stock. The transaction was reported as a routine Form 4 insider sale under Section 16 reporting rules.

Insights

Equity governance and insider trading analyst

Routine open-market sale by a Digi International officer with modest size relative to typical insider holdings.

The filing shows VP and Chief Information Officer James E. Freeland executed an open-market sale of 1,354.836 common shares at a weighted average price of $45.8445 on February 10, 2026. This is a straightforward Section 16 Form 4 disclosure.

Following the sale, Freeland directly holds 19,987.059 shares of Digi International common stock. With only one reported transaction and no derivative activity, this appears to be a routine liquidity or portfolio move, rather than a structural change in ownership. Actual impact on the company’s outlook is minimal.

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 MN 55343

(City) (State) (Zip)

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

3. Date of Earliest Transaction (Month/Day/Year)
02/10/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

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 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	02/10/2026		S		1,354.836	D	$45.8445(1)	19,987.059	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:

1. Reflects the weighted average price of 1,354.836 shares of common stock of Digi International, Inc. sold by the reporting person in multiple transactions on February 10, 2026 with sales prices ranging from $45.7901 to $45.8900 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.

	/s/ Joshua L. Colburn, Attorney-in-Fact	02/12/2026
	** 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.

FAQ

What insider transaction did Digi International (DGII) report for James E. Freeland?

Digi International reported that VP and Chief Information Officer James E. Freeland sold 1,354.836 shares of common stock in an open-market transaction on February 10, 2026, as disclosed in a Form 4 insider trading report filed with regulators.

How many Digi International (DGII) shares did James E. Freeland sell and at what price?

James E. Freeland sold 1,354.836 Digi International common shares at a weighted average price of $45.8445 per share, with individual sale prices ranging from $45.7901 to $45.8900, according to the Form 4 insider trading disclosure.

How many Digi International (DGII) shares does James E. Freeland own after the reported sale?

After the February 10, 2026 sale, James E. Freeland directly owns 19,987.059 shares of Digi International common stock, as stated in the Form 4. This figure reflects his beneficial ownership immediately following the reported open-market transaction.

What type of transaction was reported in the Digi International (DGII) Form 4 filing?

The Form 4 for Digi International reports an open-market sale of common stock by officer James E. Freeland. The transaction code "S" indicates a sale, specifically described as a sale in an open-market or private transaction under Section 16 reporting rules.

Who is the insider involved in the latest Digi International (DGII) Form 4 filing?

The insider is James E. Freeland, who serves as VP and Chief Information Officer of Digi International. He is a reporting person under Section 16 and filed the Form 4 for his February 10, 2026 open-market sale of common stock.

Were there any derivative securities involved in James E. Freeland’s Digi International (DGII) transaction?

No derivative securities were reported in this Form 4. The filing’s derivative securities table shows no entries, indicating the transaction involved only Digi International common stock and no options, warrants, or other derivative instruments.