DIEBOLD NIXDORF, Inc — Director's Dealing 2019

Apr 26, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DIEBOLD NIXDORF, Inc (DBD)
CIK: 0000028823
Period of Report: 2019-04-25

Reporting Person: Schmid Gerrard (Director, President and CEO)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-04-25	Non-Qualified Stock Option	$13.98	A	34678	Acquired	2029-04-25	Common Shares (34678.0)	Direct
2019-04-25	Performance Share Units	$	A	56059	Acquired	2022-04-25	Common Shares (56059.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares	10000	Indirect
Common Shares	490070	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Non-Qualified Stock Option	$15.35	2028-02-20	Common Shares (192049.0)	192049	Direct
Non-Qualified Stock Option	$4.49	2029-01-29	Common Shares (676814.0)	676814	Direct

Footnotes

F1: Number includes restricted stock units.

F2: Option is generally exercisable in annual increments of 1/3, 1/3, 1/3 beginning one year from the date of grant.

F3: Granted under the 2017 Equity and Performance Incentive Plan; option is generally exercisable in annual increments of 1/3, 1/3, 1/3 beginning one year from the date of grant.

F4: Award subject to a three-year performance period during which the Company's stock price must appreciate at least 25% in order for the grant to vest. Performance will be measured on the anniversaries of the grant date, and the award will vest upon the first achievement of the performance, but will payout in shares on a pro-rata annual basis after performance is satisfied. If the stock performance condition is not met by the third anniversary of the date of grant, then the entire award is forfeited.