DIGI INTERNATIONAL INC — Director's Dealing 2014

Jul 3, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DIGI INTERNATIONAL INC (DGII)
CIK: 0000854775
Period of Report: 2014-07-01

Reporting Person: DUNSMORE JOSEPH T (Director, Chairman, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-07-01	Common Stock	M	43219	$8.03	Acquired	56004.501	Direct
2014-07-01	Common Stock	S	43219	$9.53	Disposed	12785.501	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-07-01	Stock Option (right to buy)	$8.03	M	43219	Disposed	2019-11-24	Common Stock (43219)	Direct

Footnotes

F1: Includes 1,711.423 shares acquired under Digi International Inc.'s Employee Stock Purchase Plan between October 1, 2013 and June 30, 2014.

F2: Sale effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 21, 2014, subsequent to the public announcement of his planned retirement.

F3: Fully vested.