DIEBOLD NIXDORF, Inc — Proxy Solicitation & Information Statement 2024

Mar 12, 2024

DEFA14A 1 d608353ddefa14a.htm DEFA14A DEFA14A

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

SCHEDULE 14A

(RULE 14A-101)

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No. )

Filed by the Registrant ☑ Filed by a Party other than the Registrant ☐

Check the appropriate box:

☐	Preliminary Proxy Statement
☐	Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
☐	Definitive Proxy Statement
☑	Definitive Additional Materials
☐	Soliciting Material Under §240.14a-12

Diebold Nixdorf, Incorporated

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement)

Payment of Filing Fee (Check all boxes that apply):

☑	No fee required.
☐	Fee paid previously with preliminary materials.
☐	Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i) (1) and 0-11.

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P.O. BOX 8016, CARY, NC 27512-9903

For a convenient way to view proxy materials and VOTE go to www.proxydocs.com/DBD Have the 12 digit control number located in the shaded box above available when you access the website and follow the instructions.

If you want to receive a paper or e-mail copy of the proxy material, you must request one. There

is no charge to you for requesting a copy. In order to receive a paper package in time for this

year’s meeting, you must make this request on or before April 16, 2024.

To order paper materials, use one of the following methods.

INTERNET www.investorelections.com/DBD	* E-MAIL paper@investorelections.com
When requesting via the Internet or telephone you will need the 12 digit control number located in the shaded box
above.	* If requesting material by e-mail, please send a blank e-mail with the 12 digit control number (located above) in the subject line. No other
requests, instructions OR other inquiries should be included with your e-mail requesting material.

Diebold Nixdorf, Incorporated Meeting Materials: Notice of Meeting and Proxy Statement & Annual Report or Form 10-K Meeting Type: Annual Meeting of Stockholders Date: Thursday, April 25, 2024 Time: 8:00 AM, Eastern Time Place: Annual Meeting to be held live via the internet - please visit www.proxydocs.com/DBD for more details You must register to attend and/or participate in the meeting at www.proxydocs.com/DBD SEE REVERSE FOR FULL AGENDA

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Diebold Nixdorf, Incorporated

Annual Meeting of Stockholders

THE BOARD OF DIRECTORS RECOMMENDS A VOTE:

FOR EACH OF PROPOSALS 1, 2 AND 3

	PROPOSAL
1.	To elect eight directors;
	1.01 Arthur F. Anton
	1.02 Marjorie L. Bowen
	1.03 Patrick J. Byrne
	1.04 Matthew J. Espe
	1.05 Mark Gross
	1.06 Octavio Marquez
	1.07 David H. Naemura
	1.08 Emanuel R. Pearlman
2.	To ratify the appointment of KPMG LLP as our independent registered public accounting firm for the year ending December 31, 2024; and
3.	To approve, on an advisory basis, named executive officer compensation.