Welcome to our dedicated page for Digi Intl SEC filings (Ticker: DGII), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Digi International Inc. filings document financial results, governance, executive compensation and capital-structure events for an operating company focused on Internet of Things products, services and solutions. Recent Form 8-K reports furnish quarterly and annual earnings releases, investor materials and Inline XBRL cover-page data.
The company's proxy statement covers annual meeting matters such as director elections and advisory executive-compensation votes. Other filings describe performance stock unit awards under the 2021 Omnibus Incentive Plan, borrowings under a senior secured revolving credit facility, and acquisition-related disclosures tied to Jolt Software.
Conestoga Capital Advisors has filed Amendment No. 3 to report its beneficial ownership of Digi International Inc. common stock. Conestoga Capital Advisors reports beneficial ownership of 3,166,083 shares, representing 8.5% of the outstanding common stock, with sole voting power over 2,955,793 shares and sole dispositive power over 3,166,083 shares as of the event date of 12/31/2025.
CONESTOGA FUNDS, also organized in Delaware, reports beneficial ownership of 2,016,279 shares of Digi International Inc. common stock, representing 5.42% of the class, with sole voting and sole dispositive power over all of those shares. The filers certify that the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of Digi International Inc.
Digi International Inc. is asking stockholders to vote at a virtual-only annual meeting on January 30, 2026. Investors will elect two directors for terms ending in 2029, hold an advisory vote on executive pay, and ratify Deloitte & Touche LLP as the independent auditor.
The board is majority independent, with a non-executive chairman and separate CEO, and operates through audit, compensation, and nominating and governance committees. Large holders include BlackRock with 5,869,496 shares, or 15.6% of outstanding common stock as of December 8, 2025.
Executive compensation follows a pay-for-performance design that ties a significant portion of pay to financial metrics such as revenue, Adjusted EBITDA and annual recurring revenue (ARR). For fiscal 2025, ARR reached $129.6 million and Adjusted EBITDA was $108.0 million, leading to annual cash incentives for named executives equal to 147% of target. Long-term equity is delivered through a mix of restricted stock units and performance stock units that vest based on multi‑year ARR goals and, for some executives, total stockholder return.
Digi International Inc. (DGII) reported insider activity by its VP, Supply Chain on a Form 4 covering several equity transactions in November 2025. The officer received 5,345 shares of common stock as restricted stock units at a stated price of $0, which are scheduled to vest in four substantially equal increments on November 21 of 2026, 2027, 2028 and 2029. The filing also shows a sale of 622 shares of common stock at $40.02 and an option exercise for 16,667 shares at an exercise price of $17.94, followed by sales of 16,667 shares at a weighted average price of $40.556 and 4,208 shares at a weighted average price of $41.68. After these transactions, the reporting person directly owns 24,756 shares of Digi International common stock.
Digi International Inc. (DGII) reported a Form 4 filing for its Vice President and Chief Information Officer. On 11/21/2025, the officer acquired 4,989 shares of common stock in the form of restricted stock units at a price of $0 per share. Following this grant, the officer beneficially owns 21,800.895 shares directly.
The restricted stock units are scheduled to vest in four substantially equal installments on each of November 21, 2026, 2027, 2028 and 2029, linking the award to continued service over that period.
Digi International Inc. (DGII) reported insider equity activity by its President and CEO, who is also a director. On 11/21/2025, the executive acquired 38,484 shares of common stock as restricted stock units, at a stated price of $0. These restricted stock units are scheduled to vest in four substantially equal increments on each of November 21, 2026, 2027, 2028 and 2029.
On 11/22/2025, 3,173 shares of common stock were disposed of at $40.02 per share in a transaction coded as a withholding ("F"), typically reflecting shares withheld to cover obligations such as taxes. Following these transactions, the executive beneficially owns 597,420.817 shares of Digi International common stock directly.
Digi International Inc. (DGII) senior vice president, chief financial officer and treasurer reported equity transactions in company stock. On 11/21/2025, the officer acquired 14,610 shares of common stock at $0, representing restricted stock units that are scheduled to vest in four substantially equal installments on November 21 of 2026, 2027, 2028 and 2029. On 11/22/2025, the officer disposed of 1,530 shares of common stock at a price of $40.02 per share. Following these transactions, the filing reports beneficial ownership of approximately 140,834.763 shares of Digi International common stock held directly.
Digi International Inc. (DGII) executive and officer (VP, Corp. Dev, GC & Corp. Sec.) reported multiple equity transactions in November 2025. The filing shows an acquisition of 7,127 restricted stock units on November 21, 2025, scheduled to vest in four equal annual installments from 2026 through 2029.
The insider also exercised employee stock options and sold the resulting shares. On November 24, 2025, 4,727 options were exercised at $16.75 and the same number of shares were sold at $40.00. On November 25, 2025, 8,748 options were exercised at $21.53 and 8,748 shares were sold at a weighted average price of $41.5232, with individual sale prices ranging from $41.40 to $41.69.
The report lists 31,757,255 shares of Digi International common stock held directly after the final transaction and 64,864 shares held indirectly through a revocable trust. One option grant is described as fully vested, while another vests over time through monthly installments.
Digi International Inc. files its annual report describing a global business focused on Internet of Things (IoT) connectivity through two segments: IoT Products & Services and IoT Solutions. The Products & Services segment sells hardware, device management and services, and generated Annualized Recurring Revenue (ARR) of $32 million as of September 30, 2025. The IoT Solutions segment, built around SmartSense by Digi, Jolt and Ventus, is mostly subscription-based, represents about one-quarter of total revenue and had $120 million of ARR.
Digi completed the acquisition of Jolt Software Inc. in the fourth quarter of fiscal 2025 to expand task, workforce and labeling solutions alongside SmartSense. The company notes risks from supply chain dependence on overseas manufacturers, customer and distributor concentration (including one distributor at 13% of 2025 revenue), intense competition, cybersecurity threats, evolving AI regulation, global economic uncertainty and execution risks in scaling subscription and solutions offerings.
Digi International Inc. executive files Form 4 reporting an option exercise and share sale. The VP, Corporate Development, General Counsel and Corporate Secretary exercised an employee stock option for 22,222 shares of common stock at $17.94 per share on 11/17/2025, then sold 22,222 shares on the same day at a weighted average price of $38.3783 per share in multiple transactions. Following these transactions, the reporting person directly owns 31,748.503 shares and indirectly owns 64,864 shares through a revocable trust. The filing notes that the ownership balances in Column 5 were updated to correct an error identified during a routine reconciliation and that the option reported as exercised was fully vested.