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DIEBOLD NIXDORF, Inc Major Shareholding Notification 2018

Nov 9, 2018

31656_mrq_2018-11-09_0bb016a3-9098-4ac3-a0cc-3698cc68c59a.zip

Major Shareholding Notification

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SC 13D/A 1 dbd_18.htm Licensed to: GAMCO Investors, Inc. Document created using EDGARfilings PROfile 4.5.0.0 Copyright 1995 - 2018 Broadridge PROfilePageNumberReset%Num%1%%%

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934 (Amendment No. 18)

Diebold Nixdorf, Incorporated

(Name of Issuer)

Common Stock

(Title of Class of Securities)

__ 253651103 ___

(CUSIP Number)

David Goldman

GAMCO Investors, Inc.

One Corporate Center

Rye, New York 10580-1435

(914) 921-5000

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

____ November 9, 2018 ______

(Date of Event which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box .

1

CUSIP No. 253651103

1 Names of reporting persons I.R.S. identification nos. of above persons (entities only) Gabelli Funds, LLC I.D. No. 13-4044523
2 Check the appropriate box if a member of a group (SEE INSTRUCTIONS) (a) (b)
3 Sec use only
4 Source of funds (SEE INSTRUCTIONS) 00-Funds of investment advisory clients
5 Check box if disclosure of legal proceedings is required pursuant to items 2 (d) or 2 (e)
6 Citizenship or place of organization New York
Number Of Shares Beneficially Owned By Each Reporting Person With : 7 : : : Sole voting power 1,302,490 (Item 5)
: 8 : : : Shared voting power None
: 9 : : : Sole dispositive power 1,302,490 (Item 5)
:10 : : : Shared dispositive power None
11 Aggregate amount beneficially owned by each reporting person 1,302,490 (Item 5)
12 Check box if the aggregate amount in row (11) excludes certain shares (SEE INSTRUCTIONS)
13 Percent of class represented by amount in row (11) 1.71%
14 Type of reporting person (SEE INSTRUCTIONS) IA

2

CUSIP No. 253651103

1 Names of reporting persons I.R.S. identification nos. of above persons (entities only) GAMCO Asset Management Inc. I.D. No. 13-4044521
2 Check the appropriate box if a member of a group (SEE INSTRUCTIONS) (a) (b)
3 Sec use only
4 Source of funds (SEE INSTRUCTIONS) 00-Funds of investment advisory clients
5 Check box if disclosure of legal proceedings is required pursuant to items 2 (d) or 2 (e)
6 Citizenship or place of organization New York
Number Of Shares Beneficially Owned By Each Reporting Person With : 7 : : : Sole voting power 5,867,488 (Item 5)
: 8 : : : Shared voting power None
: 9 : : : Sole dispositive power 6,565,988 (Item 5)
:10 : : : Shared dispositive power None
11 Aggregate amount beneficially owned by each reporting person 6,565,988 (Item 5)
12 Check box if the aggregate amount in row (11) excludes certain shares (SEE INSTRUCTIONS)
13 Percent of class represented by amount in row (11) 8.63%
14 Type of reporting person (SEE INSTRUCTIONS) IA, CO

3

CUSIP No. 253651103

1 Names of reporting persons I.R.S. identification nos. of above persons (entities only) Gabelli & Company Investment Advisers, Inc. I.D. No. 13-3379374
2 Check the appropriate box if a member of a group (SEE INSTRUCTIONS) (a) (b)
3 Sec use only
4 Source of funds (SEE INSTRUCTIONS) 00 – Client funds
5 Check box if disclosure of legal proceedings is required pursuant to items 2 (d) or 2 (e)
6 Citizenship or place of organization Delaware
Number Of Shares Beneficially Owned By Each Reporting Person With : 7 : : : Sole voting power 2,500 (Item 5)
: 8 : : : Shared voting power None
: 9 : : : Sole dispositive power 2,500 (Item 5)
:10 : : : Shared dispositive power None
11 Aggregate amount beneficially owned by each reporting person 2,500 (Item 5)
12 Check box if the aggregate amount in row (11) excludes certain shares (SEE INSTRUCTIONS)
13 Percent of class represented by amount in row (11) 0.00%
14 Type of reporting person (SEE INSTRUCTIONS) HC, CO, IA

4

CUSIP No. 253651103

1 Names of reporting persons I.R.S. identification nos. of above persons (entities only) Teton Advisors, Inc. I.D. No. 13-4008049
2 Check the appropriate box if a member of a group (SEE INSTRUCTIONS) (a) (b)
3 Sec use only
4 Source of funds (SEE INSTRUCTIONS) 00 – Funds of investment advisory client.
5 Check box if disclosure of legal proceedings is required pursuant to items 2 (d) or 2 (e)
6 Citizenship or place of organization Delaware
Number Of Shares Beneficially Owned By Each Reporting Person With : 7 : : : Sole voting power 507,084 (Item 5)
: 8 : : : Shared voting power None
: 9 : : : Sole dispositive power 507,084 (Item 5)
:10 : : : Shared dispositive power None
11 Aggregate amount beneficially owned by each reporting person 507,084 (Item 5)
12 Check box if the aggregate amount in row (11) excludes certain shares (SEE INSTRUCTIONS)
13 Percent of class represented by amount in row (11) 0.67%
14 Type of reporting person (SEE INSTRUCTIONS) IA, CO

5

CUSIP No. 253651103

1 Names of reporting persons I.R.S. identification nos. of above persons (entities only) MJG Associates, Inc. I.D. No. 06-1304269
2 Check the appropriate box if a member of a group (SEE INSTRUCTIONS) (a) (b)
3 Sec use only
4 Source of funds (SEE INSTRUCTIONS) 00-Client Funds
5 Check box if disclosure of legal proceedings is required pursuant to items 2 (d) or 2 (e)
6 Citizenship or place of organization Connecticut
Number Of Shares Beneficially Owned By Each Reporting Person With : 7 : : : Sole voting power 37,998 (Item 5)
: 8 : : : Shared voting power None
: 9 : : : Sole dispositive power 37,998 (Item 5)
:10 : : : Shared dispositive power None
11 Aggregate amount beneficially owned by each reporting person 37,998 (Item 5)
12 Check box if the aggregate amount in row (11) excludes certain shares (SEE INSTRUCTIONS)
13 Percent of class represented by amount in row (11) 0.05%
14 Type of reporting person (SEE INSTRUCTIONS) CO

6

CUSIP No. 253651103

1 Names of reporting persons I.R.S. identification nos. of above persons (entities only) Gabelli Foundation, Inc. I.D. No. 94-2975159
2 Check the appropriate box if a member of a group (SEE INSTRUCTIONS) (a) (b)
3 Sec use only
4 Source of funds (SEE INSTRUCTIONS) WC
5 Check box if disclosure of legal proceedings is required pursuant to items 2 (d) or 2 (e)
6 Citizenship or place of organization NV
Number Of Shares Beneficially Owned By Each Reporting Person With : 7 : : : Sole voting power 35,000 (Item 5)
: 8 : : : Shared voting power None
: 9 : : : Sole dispositive power 35,000 (Item 5)
:10 : : : Shared dispositive power None
11 Aggregate amount beneficially owned by each reporting person 35,000 (Item 5)
12 Check box if the aggregate amount in row (11) excludes certain shares (SEE INSTRUCTIONS)
13 Percent of class represented by amount in row (11) 0.05%
14 Type of reporting person (SEE INSTRUCTIONS) 00-Private Foundation

7

CUSIP No. 253651103

1 Names of reporting persons I.R.S. identification nos. of above persons (entities only) GGCP, Inc. I.D. No. 13-3056041
2 Check the appropriate box if a member of a group (SEE INSTRUCTIONS) (a) (b)
3 Sec use only
4 Source of funds (SEE INSTRUCTIONS) WC
5 Check box if disclosure of legal proceedings is required pursuant to items 2 (d) or 2 (e)
6 Citizenship or place of organization Wyoming
Number Of Shares Beneficially Owned By Each Reporting Person With : 7 : : : Sole voting power 35,000 (Item 5)
: 8 : : : Shared voting power None
: 9 : : : Sole dispositive power 35,000 (Item 5)
:10 : : : Shared dispositive power None
11 Aggregate amount beneficially owned by each reporting person 35,000 (Item 5)
12 Check box if the aggregate amount in row (11) excludes certain shares (SEE INSTRUCTIONS) X
13 Percent of class represented by amount in row (11) 0.05%
14 Type of reporting person (SEE INSTRUCTIONS) HC, CO

8

CUSIP No. 253651103

1 Names of reporting persons I.R.S. identification nos. of above persons (entities only) GAMCO Investors, Inc. I.D. No. 13-4007862
Check the appropriate box if a member of a group (SEE INSTRUCTIONS) (a) (b)
3 Sec use only
4 Source of funds (SEE INSTRUCTIONS) None
5 Check box if disclosure of legal proceedings is required pursuant to items 2 (d) or 2 (e)
6 Citizenship or place of organization Delaware
Number Of Shares Beneficially Owned By Each Reporting Person With : 7 : : : Sole voting power None (Item 5)
: 8 : : : Shared voting power None
: 9 : : : Sole dispositive power None (Item 5)
:10 : : : Shared dispositive power None
11 Aggregate amount beneficially owned by each reporting person None (Item 5)
12 Check box if the aggregate amount in row (11) excludes certain shares (SEE INSTRUCTIONS) X
13 Percent of class represented by amount in row (11) 0.00%
14 Type of reporting person (SEE INSTRUCTIONS) HC, CO

9

CUSIP No. 253651103

1 Names of reporting persons I.R.S. identification nos. of above persons (entities only) Associated Capital Group, Inc. I.D. No. 47-3965991
Check the appropriate box if a member of a group (SEE INSTRUCTIONS) (a) (b)
3 Sec use only
4 Source of funds (SEE INSTRUCTIONS) WC
5 Check box if disclosure of legal proceedings is required pursuant to items 2 (d) or 2 (e)
6 Citizenship or place of organization Delaware
Number Of Shares Beneficially Owned By Each Reporting Person With : 7 : : : Sole voting power 500 (Item 5)
: 8 : : : Shared voting power None
: 9 : : : Sole dispositive power 500 (Item 5)
:10 : : : Shared dispositive power None
11 Aggregate amount beneficially owned by each reporting person 500 (Item 5)
12 Check box if the aggregate amount in row (11) excludes certain shares (SEE INSTRUCTIONS) X
13 Percent of class represented by amount in row (11) 0.00%
14 Type of reporting person (SEE INSTRUCTIONS) HC, CO

10

CUSIP No. 253651103

1 Names of reporting persons I.R.S. identification nos. of above persons (entities only) Mario J. Gabelli
2 Check the appropriate box if a member of a group (SEE INSTRUCTIONS) (a) (a) (b)
3 Sec use only
4 Source of funds (SEE INSTRUCTIONS) 00 – Funds of a Private Entity
5 Check box if disclosure of legal proceedings is required pursuant to items 2 (d) or 2 (e)
6 Citizenship or place of organization USA
Number Of Shares Beneficially Owned By Each Reporting Person With : 7 : : : Sole voting power 5,400 (Item 5)
: 8 : : : Shared voting power None
: 9 : : : Sole dispositive power 5,400 (Item 5)
:10 : : : Shared dispositive power None
11 Aggregate amount beneficially owned by each reporting person 5,400 (Item 5)
12 Check box if the aggregate amount in row (11) excludes certain shares (SEE INSTRUCTIONS) X
13 Percent of class represented by amount in row (11) 0.01%
14 Type of reporting person (SEE INSTRUCTIONS) IN

11

Item 1. Security and Issuer

This Amendment No. 18 to Schedule 13D on the Common Stock of Diebold Nixdorf, Incorporated (the "Issuer") is being filed on behalf of the undersigned to amend the Schedule 13D, as amended (the "Schedule 13D"), which was originally filed on April 10, 2008. Unless otherwise indicated, all capitalized terms used herein but not defined herein shall have the same meaning as set forth in the Schedule 13D.

Item 2. Identity and Background

Item 2 to Schedule 13D is amended, in pertinent part, as follows:

This statement is being filed by Mario J. Gabelli ("Mario Gabelli") and various entities which he

directly or indirectly controls or for which he acts as chief investment officer. These entities, except for LICT Corporation ("LICT), CIBL, Inc. ("CIBL") and ICTC Group, Inc. ("ICTC"), engage in various aspects of the securities business, primarily as investment adviser to various institutional and individual clients, including registered investment companies and pension plans, and as general partner or the equivalent of various private investment partnerships or private funds. Certain of these entities may also make investments for their own accounts.

The foregoing persons in the aggregate often own beneficially more than 5% of a class of equity securities of a particular issuer. Although several of the foregoing persons are treated as institutional investors for purposes of reporting their beneficial ownership on the short-form Schedule 13G, the holdings of those who do not qualify as institutional investors may exceed the 1% threshold presented for filing on Schedule 13G or implementation of their investment philosophy may from time to time require action which could be viewed as not completely passive. In order to avoid any question as to whether their beneficial ownership is being reported on the proper form and in order to provide greater investment flexibility and administrative uniformity, these persons have decided to file their beneficial ownership reports on the more detailed Schedule 13D form rather than on the short-form Schedule 13G and thereby to provide more expansive disclosure than may be necessary.

(a), (b) and (c) - This statement is being filed by one or more of the following persons: GGCP, Inc. ("GGCP"), GGCP Holdings LLC ("GGCP Holdings"), GAMCO Investors, Inc. ("GBL"), Associated Capital Group, Inc. ("AC"), Gabelli Funds, LLC ("Gabelli Funds"), GAMCO Asset Management Inc. ("GAMCO"), Teton Advisors, Inc. ("Teton Advisors"), Gabelli & Company Investment Advisers, Inc. ("GCIA"), G.research, LLC ("G.research"), MJG Associates, Inc. ("MJG Associates"), Gabelli Foundation, Inc. ("Foundation"), Mario Gabelli, LICT, CIBL and ICTC. Those of the foregoing persons signing this Schedule 13D are hereinafter referred to as the "Reporting Persons".

GGCP makes investments for its own account and is the manager and a member of GGCP Holdings which is the controlling shareholder of GBL and AC. GBL, a public company listed on the New York Stock Exchange, is the parent company for a variety of companies engaged in the securities business, including certain of those named below. AC, a public company listed on the New York Stock Exchange, is the parent company for a variety of companies engaged in the securities business, including certain of those listed below.

GAMCO, a wholly-owned subsidiary of GBL, is an investment adviser registered under the Investment Advisers Act of 1940, as amended ("Advisers Act"). GAMCO is an investment manager providing discretionary managed account services for employee benefit plans, private investors, endowments, foundations and others.

GCIA, a wholly owned subsidiary of AC, is an investment adviser registered under the Advisers Act and serves as a general partner or investment manager to limited partnerships and offshore investment companies and other accounts. As a part of its business, GCIA may purchase or sell securities for its own account. GCIA is a general partner or investment manager of a number of funds or partnerships, including Gabelli Associates Fund, L.P., Gabelli Associates Fund II, L.P., Gabelli Associates Limited, Gabelli Associates Limited II E, ALCE Partners, L.P., Gabelli Capital Structure Arbitrage Fund LP, Gabelli Capital Structure Arbitrage Fund Limited, Gabelli Intermediate Credit Fund L.P., GAMA Select Energy + L.P., GAMCO Medical Opportunities L.P., and Gabelli Multimedia Partners, L.P.

G.research, a wholly owned subsidiary of GCIA, is a broker-dealer registered under the Securities Exchange Act of 1934, as amended ("1934 Act"), which as a part of its business regularly purchases and sells securities for its own account.

Gabelli Funds, a wholly owned subsidiary of GBL, is a limited liability company. Gabelli Funds is an investment adviser registered under the Advisers Act which provides advisory services for The Gabelli Equity Trust Inc., The Gabelli Asset Fund, The GAMCO Growth Fund, The Gabelli Convertible and Income Securities Fund Inc., The Gabelli Value 25 Fund Inc., The Gabelli Small Cap Growth Fund, The Gabelli Equity Income Fund, The Gabelli ABC Fund, The GAMCO Global Content & Connectivity Fund, The Gabelli Gold Fund, Inc., The Gabelli Multimedia Trust Inc., The Gabelli Global Rising Income & Dividend Fund, The Gabelli Capital Asset Fund, The GAMCO International Growth Fund, Inc., The GAMCO Global Growth Fund, The Gabelli Utility Trust, The Gabelli Utilities Fund, The Gabelli Dividend Growth Fund, The Gabelli Focus Five Fund, The Comstock Capital Value Fund, The Gabelli Dividend and Income Trust, The Gabelli Global Utility & Income Trust, The GAMCO Global Gold, Natural Resources, & Income Trust, The GAMCO Natural Resources Gold & Income Trust, The GDL Fund, Gabelli Enterprise Mergers & Acquisitions Fund, The Gabelli ESG Fund, Inc., The Gabelli International Small Cap Fund, The Gabelli Healthcare & Wellness Rx Trust, The Gabelli Global Small and Mid Cap Value Trust, Gabelli Value Plus+ Trust, Gabelli Merger Plus+ Trust Plc, The Gabelli Global Financial Services Fund, The Gabelli Global Mini Mites Fund, The Gabelli Go Anywhere Trust, The Gabelli U.S. Treasury Money Market Fund, Bancroft Fund Ltd. and Ellsworth Growth & Income Fund Ltd. (collectively, the "Funds"), which are registered investment companies. Gabelli Funds is also the investment adviser to the Gabelli Media Mogul NextShares TM , the Gabelli Food of All Nations NextShares TM , the RBI NextShares TM , and the Gabelli Pet Parents' Fund NextShares TM , and The GAMCO International SICAV (sub-funds GAMCO Merger Arbitrage and GAMCO All Cap Value), a UCITS III vehicle.

Teton Advisors, an investment adviser registered under the Advisers Act, provides discretionary advisory services to The TETON Westwood Mighty Mites sm Fund, The TETON Westwood Income Fund, The TETON Westwood SmallCap Equity Fund, TETON Westwood Intermediate Bond Fund, and The TETON Westwood Mid-Cap Equity Fund.

MJG Associates provides advisory services to private investment partnerships and offshore funds. Mario Gabelli is the sole shareholder, director and employee of MJG Associates. MJG Associates is the Investment Manager of Gabelli International Limited and Gabelli Fund, LDC. Mario J. Gabelli is the general partner of Gabelli Performance Partnership, LP.

The Foundation is a private foundation. Mario Gabelli is the Chairman, a Trustee and the Investment Manager of the Foundation. Elisa M. Wilson is the President of the Foundation.

LICT is a holding company with operating subsidiaries engaged primarily in the rural telephone industry. LICT actively pursues new business ventures and acquisitions. LICT makes investments in marketable securities to preserve capital and maintain liquidity for financing their business activities and acquisitions and are not engaged in the business of investing, or trading in securities. Mario J. Gabelli is the Chief Executive Officer, a director, and substantial shareholder of LICT.

ICTC is a holding company with subsidiaries in voice, broadband and other telecommunications services, primarily in the rural telephone industry. ICTC makes investments in marketable securities to preserve capital and maintain liquidity for financing their business activities and acquisitions and are not engaged in the business of investing, or trading in securities. Mario J. Gabelli is a director, and substantial shareholder of ICTC.

CIBL is a holding company with interests in telecommunications operations, primarily in the rural telephone industry. CIBL actively pursues new business ventures and acquisitions. CIBL makes investments in marketable securities to preserve capital and maintain liquidity for financing their business activities and acquisitions and are not engaged in the business of investing, or trading in securities. Mario J. Gabelli is a director, and substantial shareholder of CIBL.

Mario Gabelli is the controlling stockholder, Chief Executive Officer and a director of GGCP and Chairman and Chief Executive Officer of GBL. He is the Executive Chairman of AC. Mario Gabelli is also a member of GGCP Holdings. Mario Gabelli is the controlling shareholder of Teton.

The Reporting Persons do not admit that they constitute a group.

GAMCO is a New York corporation and GBL, AC, GCIA, and Teton Advisors are Delaware corporations, each having its principal business office at One Corporate Center, Rye, New York 10580. GGCP is a Wyoming corporation having its principal business office at 140 Greenwich Avenue, Greenwich, CT 06830. GGCP Holdings is a Delaware limited liability corporation having its principal business office at 140 Greenwich Avenue, Greenwich, CT 06830. G.research is a Delaware limited liability company having its principal officers at One Corporate Center, Rye, New York 10580. Gabelli Funds is a New York limited liability company having its principal business office at One Corporate Center, Rye, New York 10580. MJG Associates is a Connecticut corporation having its principal business office at 140 Greenwich Avenue, Greenwich, CT 06830. The Foundation is a Nevada corporation having its principal offices at 165 West Liberty Street, Reno, Nevada 89501. LICT is a Delaware corporation having its principal place of business as 401 Theodore Fremd Avenue, Rye, New York 10580. CIBL, Inc. is a Delaware corporation having its principal place of business as 165 West Liberty Street, Suite 220, Reno, NV 89501. ICTC Group Inc. is a Delaware corporation having its principal place of business as 556 Main Street, Nome, North Dakota 58062.

For information required by instruction C to Schedule 13D with respect to the executive officers and directors of the foregoing entities and other related persons (collectively, "Covered Persons"), reference is made to Schedule I annexed hereto and incorporated herein by reference.

(d) – Not applicable.

(e) – Not applicable.

(f) – Reference is made to Schedule I hereto.

Item 3. Source and Amount of Funds or Other Consideration

Item 3 to Schedule 13D is amended, in pertinent part, as follows:

The Reporting Persons used an aggregate of approximately $1,822,246 to purchase the Securities reported as beneficially owned in Item 5 since the most recent filing on Schedule 13D. GAMCO used approximately $1,313,197 of funds that were provided through the accounts of certain of their investment advisory clients (and, in the case of some of such accounts at GAMCO, may be through borrowings from client margin accounts) in order to purchase the additional Securities for such clients. Teton Advisors used approximately $429,113 of funds of investment advisory clients to purchase the additional Securities reported by it. Gabelli Foundation used approximately $59,188 of funds of a private entity to purchase the additional Securities reported by it. GGCP used approximately $20,748 of working capital to purchase the additional Securities reported by it.

Item 4. Purpose of Transaction

Item 4 to Schedule 13D is amended, in pertinent part, as follows:

On September 20, 2018, GAMCO, on behalf of its investment advisory clients, announced that in light of the upcoming November 14 th deadline to submit director nominations for consideration at the Issuer's 2019 Annual Meeting of Shareholders it was evaluating all options.

GAMCO is currently evaluating three highly-qualified candidates to serve shareholders on the Issuer's Board of Directors. GAMCO intends on moving forward with the nomination of at least two of these candidates in accordance with the procedures outlined in the Issuer's Code of Regulations.

Item 5. Interest In Securities Of The Issuer

Item 5 to Schedule 13D is amended, in pertinent part, as follows:

(a) The aggregate number of Securities to which this Schedule 13D relates is 8,491,960 shares, representing 11.16% of the approximately 76,124,266 shares outstanding as reported by the Issuer in its most recently filed Form 10-Q for the quarterly period ended September 30, 2018. The Reporting Persons beneficially own those Securities as follows:

Name Shares of Common Stock % of Class of Common
Gabelli Funds 1,302,490 1.71%
GAMCO 6,565,988 8.63%
GCIA 2,500 0.00%
Foundation 35,000 0.05%
Teton Advisors 507,084 0.67%
Mario Gabelli 5,400 0.01%
MJG Associates 37,998 0.05%
GGCP 35,000 0.05%
AC 500 0.00%

Mario Gabelli is deemed to have beneficial ownership of the Securities owned beneficially by each of the foregoing persons. GCIA is deemed to have beneficial ownership of the Securities owned beneficially by G.research. AC, GBL and GGCP are deemed to have beneficial ownership of the Securities owned beneficially by each of the foregoing persons other than Mario Gabelli and the Foundation.

(b) Each of the Reporting Persons and Covered Persons has the sole power to vote or direct the vote and sole power to dispose or to direct the disposition of the Securities reported for it, either for its own benefit or for the benefit of its investment clients or its partners, as the case may be, except that (i) GAMCO does not have the authority to vote 698,500 of its reported shares, (ii) Gabelli Funds has sole dispositive and voting power with respect to the shares of the Issuer held by the Funds so long as the aggregate voting interest of all joint filers does not exceed 25% of their total voting interest in the Issuer and, in that event, the Proxy Voting Committee of each Fund shall respectively vote that Fund's shares, (iii) at any time, the Proxy Voting Committee of each such Fund may take and exercise in its sole discretion the entire voting power with respect to the shares held by such fund under special circumstances such as regulatory considerations, and (iv) the power of Mario Gabelli, GBL, and GGCP is indirect with respect to Securities beneficially owned directly by other Reporting Persons.

(c) Information with respect to all transactions in the Securities which were effected during the past sixty days or since the most recent filing on Schedule 13D, whichever is less, by each of the Reporting Persons and Covered Persons is set forth on Schedule II annexed hereto and incorporated herein by reference.

(e) Not applicable.

12

Signature

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: November 9, 2018

GGCP, INC.

MARIO J. GABELLI

GABELLI FOUNDATION, INC.

MJG ASSOCIATES, INC.

By: /s/ David Goldman

David Goldman

Attorney-in-Fact

.

GABELLI FUNDS, LLC

TETON ADVISORS, INC

By: /s/ David Goldman

David Goldman

General Counsel – Gabelli Funds, LLC

Counsel-Teton Advisors, Inc.

GAMCO INVESTORS, INC.

By: /s/ Kevin Handwerker

Kevin Handwerker

General Counsel & Secretary – GAMCO Investors, Inc.

ASSOCIATED CAPITAL GROUP, INC.

GAMCO ASSET MANAGEMENT INC.

GABELLI & COMPANY INVESTMENT ADVISERS, INC.

By: /s/ Douglas R. Jamieson

Douglas R. Jamieson

President & Chief Executive Officer – Associated Capital

Group, Inc.

President – GAMCO Asset Management Inc.

President – Gabelli & Company Investment Advisers, Inc.

13

Schedule I

Information with Respect to Executive

Officers and Directors of the Undersigned

Schedule I to Schedule 13D is amended, in pertinent part, as follows:

The following sets forth as to each of the executive officers and directors of the undersigned: his name; his business address; his present principal occupation or employment and the name, principal business and address of any corporation or other organization in which such employment is conducted. Unless otherwise specified, the principal employer of each such individual is GAMCO Asset Management Inc., Gabelli Funds, LLC, Gabelli & Company Investment Advisers, Inc., G.research, LLC, Teton Advisors, Inc., Associated Capital Group, Inc. or GAMCO Investors, Inc., the business address of each of which is One Corporate Center, Rye, New York 10580, and each such individual identified below is a citizen of the United States. To the knowledge of the undersigned, during the last five years, no such person has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors), and no such person was a party to a civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which he was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities law or finding any violation with respect to such laws except as reported in Item 2(d) and (e) of this Schedule 13D.

14

GAMCO Investors, Inc. Directors:
Edwin L. Artzt Raymond C. Avansino Leslie B. Daniels Former Chairman and Chief Executive Officer Procter & Gamble Company 900 Adams Crossing Cincinnati, OH 45202 Chairman & Chief Executive Officer E.L. Wiegand Foundation 165 West Liberty Street Reno, NV 89501 Operating Partner AE Industrial Partners, LP 2500 N. Military Trail, Suite 470 Boca Raton, FL 33431
Mario J. Gabelli Elisa M. Wilson Chief Executive Officer and Chief Investment Officer of GGCP, Inc. Chairman & Chief Executive Officer of GAMCO Investors, Inc. Executive Chairman of Associated Capital Group, Inc. Director/Trustee of all registered investment companies advised by Gabelli Funds, LLC. Director c/o GAMCO Investors, Inc. One Corporate Center Rye, NY 10580
Eugene R. McGrath Former Chairman and Chief Executive Officer Consolidated Edison, Inc. 4 Irving Place New York, NY 10003
Robert S. Prather President & Chief Executive Officer Heartland Media, LLC 1843 West Wesley Road Atlanta, GA 30327
Officers:
Mario J. Gabelli Chairman and Chief Executive Officer
Henry G. Van der Eb Bruce N. Alpert Agnes Mullady Kevin Handwerker Kieran Caterina Diane LaPointe Senior Vice President Senior Vice President Senior Vice President Executive Vice President, General Counsel and Secretary Co-Chief Accounting Officer Co-Chief Accounting Officer
GAMCO Asset Management Inc. Directors:
Douglas R. Jamieson Regina M. Pitaro William S. Selby
Officers:
Mario J. Gabelli Chief Executive Officer and Chief Investment Officer – Value Portfolios
Douglas R. Jamieson David Goldman President, Chief Operating Officer and Managing Director General Counsel, Secretary & Chief Compliance Officer
Gabelli Funds, LLC Officers:
Mario J. Gabelli Chief Investment Officer – Value Portfolios
Bruce N. Alpert Executive Vice President and Chief Operating Officer
Agnes Mullady President and Chief Operating Officer – Open End Fund Division
David Goldman General Counsel
Gabelli Foundation, Inc. Officers:
Mario J. Gabelli Chairman, Trustee & Chief Investment Officer
Elisa M. Wilson Marc Gabelli Matthew R. Gabelli Michael Gabelli President Trustee Trustee Trustee

15

GGCP, Inc. Directors:
Mario J. Gabelli Chief Executive Officer and Chief Investment Officer of GGCP, Inc. Chairman & Chief Executive Officer of GAMCO Investors, Inc. Executive Chairman of Associated Capital Group, Inc. Director/Trustee of all registered investment companies advised by Gabelli Funds, LLC.
Marc Gabelli President – GGCP, Inc.
Matthew R. Gabelli Vice President – Trading G.research, LLC One Corporate Center Rye, NY 10580
Michael Gabelli President & COO Gabelli & Partners, LLC One Corporate Center Rye, NY 10580
Frederic V. Salerno Chairman Former Vice Chairman and Chief Financial Officer Verizon Communications
Vincent S. Tese Executive Chairman – FCB Financial Corp
Officers:
Mario J. Gabelli Chief Executive Officer and Chief Investment Officer
Marc Gabelli President
Francis J. Conroy Special Assistant to CEO, Secretary
Silvio A. Berni Chief Financial and Accounting Officer, Vice President Corporate Development and Controller, Assistant Secretary
GGCP Holdings LLC Members: GGCP, Inc. Mario J. Gabelli Manager and Member Member

16

Teton Advisors, Inc. Directors:
Stephen G. Bondi Nicholas F. Galluccio Vincent J. Amabile John M. Tesoro, CPA Aaron J. Feingold, M.D. Chairman of the Board Chief Executive Officer and President Founder- Amabile Partners Retired Partner – KPMG LLP President and Founder – Raritan Bay Cardiology Group
Officers:
Nicholas F. Galluccio Michael J. Mancuso Tiffany Hayden See above Chief Financial Officer Secretary

17

Associated Capital Group, Inc. Directors:
Mario J. Gabelli Chief Executive Officer and Chief Investment Officer of GGCP, Inc. Chairman & Chief Executive Officer of GAMCO Investors, Inc. Executive Chairman of Associated Capital Group, Inc. Director/Trustee of all registered investment companies advised by Gabelli Funds, LLC.
Richard L. Bready Former Chairman and Chief Executive Officer Nortek, Inc. 50 Kennedy Plaza Providence, RI 02903
Marc Gabelli President – GGCP, Inc.
Douglas R. Jamieson President and Chief Executive Officer
Bruce Lisman Former Chairman - JP Morgan – Global Equity Division
Daniel R. Lee Chief Executive Officer Full House Resorts, Inc. 4670 South Ford Apache Road, Suite 190 Las Vegas, NV 89147
Salvatore F. Sodano Vice Chairman – Broadridge Financial Solutions
Frederic V. Salerno See above
Officers:
Mario J. Gabelli Douglas R. Jamieson Francis J. Conroy Kevin Handwerker David Fitzgerald Executive Chairman President and Chief Executive Officer Interim Chief Financial Officer Executive Vice President, General Counsel and Secretary Assistant Secretary
Gabelli & Company Investment Advisers, Inc.
Directors:
Douglas R. Jamieson
Officers:
Douglas R. Jamieson Francis J. Conroy John Givissis Kevin Handwerker David Fitzgerald Chief Executive Officer and President Chief Financial Officer Controller Secretary Assistant Secretary
G.research, LLC
Officers:
Cornelius V. McGinity Maria Gigi President Controller and Financial Operations Principal
Bruce N. Alpert Douglas R. Jamieson Kevin Handwerker David Fitzgerald David Goldman Josephine D. LaFauci Vice President Secretary Assistant Secretary Assistant Secretary Assistant Secretary Chief Compliance Officer

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SCHEDULE II

INFORMATION WITH RESPECT TO

TRANSACTIONS EFFECTED DURING THE PAST SIXTY DAYS OR

SINCE THE MOST RECENT FILING ON SCHEDULE 13D (1)

SHARES PURCHASED AVERAGE

DATE SOLD(-) PRICE(2)

COMMON STOCK-DIEBOLD NIXDORF, INCORPORATED

GABELLI FOUNDATION, INC.

10/31/18 9,500 3.9491

10/29/18 1,500 3.7200

10/19/18 4,000 4.0228

MJG ASSOCIATES, INC.

11/05/18 6,600- 4.4326

11/05/18 7,000 4.4366

11/05/18 6,600 4.4326

10/05/18 7,000- 4.1646

9/12/18 498 4.8318

9/12/18 498- 4.8318

GABELLI INTERNATIONAL LIMITED

10/22/18 3,000- 3.9597

GAMCO ASSET MANAGEMENT INC.

11/08/18 50,000 4.7170

11/08/18 1,500- 4.8114

11/08/18 8,000- 4.7681

11/08/18 3,046 4.7300

11/08/18 9,100 4.7375

11/08/18 88,500 4.7556

11/08/18 1,000 4.7937

11/08/18 2,800 4.7800

11/08/18 200 4.7899

11/08/18 1,200 4.7900

11/08/18 1,000 4.7925

11/08/18 600- 4.7200

11/07/18 2,000 4.6880

11/07/18 12,700- 4.8063

11/07/18 10,000 4.7892

11/07/18 12,354 4.7300

11/07/18 49,400 4.7158

11/07/18 1,000- 4.8000

11/06/18 2,500 4.5700

11/06/18 500- 4.5501

11/06/18 4,200- 4.5971

11/06/18 8,000- 4.6800

11/06/18 300- 4.6845

11/06/18 600- 4.6001

11/06/18 40,500 4.6123

11/06/18 300- 4.5500

11/05/18 5,000 4.3964

11/05/18 8,400- 4.2690

11/05/18 8,000- 4.5327

11/05/18 1,800- 4.5700

11/05/18 5,000 4.2500

11/05/18 12,000- 4.3187

11/02/18 34,000 4.3186

11/02/18 1,500 4.1997

11/02/18 4,000- 4.3104

11/02/18 13,100- 4.2762

11/02/18 800- 4.4100

11/01/18 3,000- *DO

11/01/18 4,000 4.1859

11/01/18 15,100- 4.2483

11/01/18 4,000 4.2459

10/31/18 146- 3.8700

10/31/18 7,932- 3.8703

10/31/18 440- 3.8474

10/31/18 7- 3.8471

10/31/18 6- 3.8467

10/31/18 14- 3.8707

10/31/18 2,500 4.0100

10/31/18 16,500 3.9792

10/31/18 17,000 3.9400

10/31/18 2,000- 4.2400

10/31/18 3,500- 4.2224

10/31/18 12,000- 4.2015

10/31/18 20,000- 3.9951

10/31/18 2,500- 3.7380

10/31/18 46- 3.8702

10/31/18 143- 3.8705

10/31/18 458- 3.8475

10/31/18 12- 3.8708

10/31/18 12,636- 3.8704

10/30/18 3,000 3.6094

10/30/18 1,000- 3.5915

10/30/18 6,400- 3.6365

10/29/18 4,500 3.7474

10/29/18 4,500 3.7600

10/29/18 3,500 3.7650

10/29/18 20,317- 3.5314

10/26/18 1,700- 3.8047

10/26/18 8,000- 3.8000

10/26/18 1,000- 3.5815

10/26/18 24,000- *DO

10/26/18 5,000 3.7200

10/26/18 7,900 3.6996

10/26/18 2,000 3.5095

10/25/18 200- 3.6901

10/25/18 1,000 3.6422

10/25/18 1,000- 3.6974

10/24/18 200 3.6601

10/24/18 200- 3.6601

10/24/18 5,300 3.7583

10/24/18 1,300 3.7369

10/24/18 275 3.6372

10/24/18 3,000 3.6900

10/24/18 1,500 3.6871

10/24/18 3,000 3.6400

10/24/18 727- *DO

10/24/18 7,200- 3.6802

10/24/18 2,000- 3.6801

10/24/18 17,200 3.6913

10/24/18 2,200- 3.6701

10/24/18 1,200- 3.6601

10/24/18 1,600- 3.6501

10/24/18 200- 3.6436

10/23/18 21,200 3.7843

10/23/18 37,200 3.8109

10/23/18 400 3.8450

10/23/18 4,100- 3.8181

10/23/18 4,000 3.6855

10/23/18 1,000 3.6785

10/23/18 3,000- *DO

10/22/18 2,500- 3.8909

10/22/18 10,000 3.9625

10/22/18 1,500 3.9458

10/22/18 3,600 4.1500

10/22/18 11,900 4.0845

10/22/18 900 4.0800

10/22/18 3,800- 3.9709

10/19/18 15,000- 4.0500

10/19/18 1,000- 4.0406

10/19/18 1,000- 4.1200

10/19/18 8,100- 4.0626

10/19/18 2,000 4.1250

10/19/18 2,000 4.1071

10/19/18 1,500 3.9800

10/19/18 5,000 4.0774

10/19/18 28,300 4.0642

10/19/18 4,000 4.0598

10/18/18 5,000- 4.0500

10/18/18 9,000 4.0133

10/18/18 8,200- 4.0900

10/18/18 2,000 4.0100

10/17/18 4,000- *DO

10/17/18 6,800- 3.9547

10/17/18 980 3.9478

10/17/18 10,000- 3.9379

10/17/18 5,000 4.0999

10/16/18 16,000 3.8175

10/16/18 6,000- 3.8388

10/16/18 2,500- 3.8231

10/16/18 4,500 3.8687

10/15/18 19,500- 3.7405

10/15/18 1,500- 3.7600

10/12/18 5,000- 3.8119

10/12/18 1,500- 3.7231

10/12/18 1,000 3.9900

10/11/18 243- 3.8900

10/11/18 362- 3.8925

10/11/18 1,687- 3.8926

10/11/18 283- 3.8924

10/11/18 11,800- 3.9182

10/11/18 5,600- 3.9000

10/11/18 3,000- 3.8657

10/11/18 1,873- 3.8927

10/10/18 6,000 4.3156

10/10/18 5,000- 4.2500

10/10/18 800- 4.2832

10/10/18 6,500- 4.3316

10/10/18 8,000 4.3651

10/10/18 1,000 4.3499

10/09/18 5,400 4.2300

10/09/18 13,000 4.1976

10/09/18 6,874 4.2136

10/09/18 700 4.3000

10/09/18 2,000 4.1750

10/09/18 1,000- 4.2200

10/08/18 5,126 4.2176

10/08/18 13,800- 4.3767

10/08/18 1,000- 4.3678

10/08/18 3,600 4.2744

10/08/18 100 4.2000

10/08/18 300- 4.4036

10/08/18 2,000 4.3225

10/05/18 9,300 4.1583

10/05/18 1,000- 4.0800

10/05/18 2,000 4.1500

10/05/18 8,000- 4.1924

10/05/18 900 4.1997

10/05/18 2,000 4.2499

GGCP, INC

11/02/18 5,000 4.1496

TETON ADVISORS, INC

11/02/18 10,000 4.1955

10/26/18 5,000 3.5900

10/25/18 5,000 3.6900

10/23/18 5,000 3.8810

10/19/18 5,000 4.0093

10/18/18 5,000 4.0878

10/17/18 10,000 3.8700

10/16/18 2,701 3.6450

10/16/18 10,000 3.5982

10/12/18 3,000 3.7271

10/12/18 10,000 3.9077

10/12/18 10,000 3.9439

10/11/18 5,000 4.1600

10/11/18 3,000 3.8558

10/10/18 10,000 4.3485

10/05/18 10,000 4.0790

GABELLI FUNDS, LLC.

GABELLI FOCUS FIVE FUND

11/07/18 25,000- 4.7310

11/05/18 25,000- 4.5516

11/02/18 25,000- 4.2672

11/01/18 25,000- 4.3305

10/31/18 45,000- 4.0675

10/26/18 15,000- 3.7082

10/19/18 20,000- 4.1151

GABELLI GLOBAL MINI MITES FUND

10/23/18 200 3.6799

10/18/18 500 4.0190

10/05/18 500 4.2148

GABELLI VALUE PLUS+ TRUST

11/02/18 4,000 4.1680

10/18/18 10,000 4.0696

10/10/18 4,000- 4.3109

GABELLI SMALL CAP GROWTH FUND

11/08/18 6,900- 4.7553

GABELLI EQUITY TRUST

11/07/18 30,000- 4.8135

11/05/18 50,000- 4.5640

10/23/18 20,000- 3.8543

10/19/18 24,000- 4.0721

10/19/18 25,000 4.0925

10/19/18 12,000 4.0721

GABELLI DIVIDEND & INCOME TRUST

10/24/18 20,000- 3.6900

GAMCO ALL CAP VALUE

10/26/18 3,000 3.7293

GABELLI ABC FUND

10/10/18 10,000- 4.3088

10/10/18 5,000 4.3088

MARIO J. GABELLI

10/11/18 1,000- 3.9363

9/25/18 800- 4.6236

9/25/18 800 4.6235

(1) UNLESS OTHERWISE INDICATED, ALL TRANSACTIONS WERE EFFECTED

ON THE NYSE.

(2) PRICE EXCLUDES COMMISSION.

(*) RESULTS IN CHANGE OF DISPOSITIVE POWER AND BENEFICIAL OWNERSHIP.

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