DIGI INTERNATIONAL INC — Director's Dealing 2011

Mar 2, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DIGI INTERNATIONAL INC (DGII)
CIK: 0000854775
Period of Report: 2011-02-28

Reporting Person: Young Joel K (Sr VP Research Dev. and CTO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-02-28	Common Stock	M	20000	$5.20	Acquired	21528.827	Direct
2011-02-28	Common Stock	S	4700	$11.5403	Disposed	16828.827	Direct
2011-02-28	Common Stock	S	15300	$11.1134	Disposed	1528.827	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-02-28	Employee Stock Option (right to buy)	$5.20	M	20000	Disposed	2011-09-28	Common Stock (20000)	Direct

Footnotes

F1: Average price of shares sold ranging from 11.5345 to 11.59 per share.

F2: Average price of shares sold ranging from 11.08 to 11.1401 per share.