DIGI INTERNATIONAL INC 10-Q

ITEM 5. OTHER INFORMATION During the three months ended June 30, 2023, no director or officer of the Company adopted, modified or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K. 29 Table of Contents ITEM 6. EXHIBITS Exhibit No. Description Method of Filing 3 (a) Restated Certificate of Incorporation of the Company, as amended (1) Incorporated by Reference 3 (b) Amended and Restated By-Laws of the Company (2) Incorporated by Reference 10 (a) Digi International Inc. 2021 Omnibus Incentive Plan, as amended and restated (3) Incorporated by Reference 10 (b) Form of (Executive) Performance Stock Unit Award Agreement (for grants under Digi International Inc. 2021 Omnibus Incentive Plan) Filed Electronically 31 (a) Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer Filed Electronically 31 (b) Rule 13a-14(a)/15d-14(a) Certification of Chief Financial Officer Filed Electronically 32 Section 1350 Certification Filed Electronically 101 The following materials from Digi International Inc.'s Quarterly Report on Form 10-Q for the fiscal period ended June 30, 2023, as filed with the Security and Exchange Commission, formatted in iXBRL (Inline eXtensible Business Reporting Language): (i) Condensed Consolidated Statements of Operations; (ii) Condensed Consolidated Statements of Comprehensive Income; (iii) Condensed Consolidated Balance Sheets; (iv) Condensed Consolidated Statements of Cash Flows; (v) Condensed Consolidated Statements of Stockholders' Equity; and (vi) the Notes to the Condensed Consolidated Financial Statements. Filed Electronically 104 The cover page from Digi International Inc.'s Quarterly Report on Form 10-Q for the period ended June 30, 2023 is formatted in iXBRL (included in Exhibit 101). ____________ * Schedules have been omitted pursuant to Item 601(a)(5) of Regulation S-K. Digi agrees to furnish to the Commission a copy of any omitted schedule upon request. ** Management contract or compensatory plan or arrangement required to be filed as an exhibit to this Form 10-Q. (1) Incorporated by reference to Exhibit 3(a) to the Company's Annual Report on Form 10-K for the year ended September 30, 1993. (2) Incorporated by reference to Exhibit 3.1 to the Company's Current Report on Form 8-K filed on April 30, 2020. (3) Incorporated by reference to Exhibit 99(a) to the Company's Registration Statement on Form S-8 filed on June 9, 2023. 30 Table of Contents SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned thereunto duly authorized. DIGI INTERNATIONAL INC. Date: August 4, 2023 By: /s/ James J. Loch James J. Loch Senior Vice President, Chief Financial Officer and Treasurer (Principal Financial Officer and Authorized Officer) 31