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Table of Contents

 
 
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) October 18, 2006
Digi International Inc.
(Exact name of Registrant as specified in its charter)
         
Delaware   0-17972   41-1532464
         
(State or other jurisdiction   (Commission File Number)   (IRS Employer
of incorporation)       Identification No.)
     
11001 Bren Road East    
Minnetonka, Minnesota   55343
     
(Address of principal executive offices)   (Zip Code)
Registrant’s telephone number, including area code (952) 912-3444
     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
  o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
  o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
  o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
  o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 

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Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers
Item 9.01. Financial Statements and Exhibits
SIGNATURES
EXHIBIT INDEX
Press Release

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Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers.
     On October 18, 2006, the Board of Directors, upon recommendation of the Nominating Committee, elected Ahmed Nawaz as a director of Digi International Inc. to serve a term expiring at the 2007 annual meeting of stockholders. Mr. Nawaz’s committee assignments will be determined around the time of the 2007 annual meeting of stockholders and announced at that time. See the Company’s press release dated October 18, 2006, which is filed as Exhibit 99.1 and incorporated by reference in this Current Report on Form 8-K.
Item 9.01. Financial Statements and Exhibits.
     The following Exhibit is filed herewith:
  99.1   Press Release dated October 18, 2006 announcing election of Ahmed Nawaz to the Board of Directors.

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SIGNATURES
     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: October 24, 2006  By:   /s/ Subramanian Krishnan    
    Subramanian Krishnan   
    Senior Vice President, Chief Financial Officer and Treasurer   
 

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EXHIBIT INDEX
         
No.   Exhibit   Manner of Filing
99.1
  Press Release dated October 18, 2006 announcing election of Ahmed Nawaz to the Board of Directors.   Filed
Electronically

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exv99w1
 

Exhibit 99.1
Digi International Announces Election of Ahmed Nawaz to Board of Directors
(Minneapolis, October 18, 2006) - Digi International® Inc. (NASDAQ: DGII) today announced that Ahmed Nawaz has been elected as a director.
Mr. Nawaz, 57, founded his own management consulting firm in January 2006. Prior to that, Mr. Nawaz was Executive Vice President, Worldwide Sales, of Agere Systems, a provider of integrated circuit solutions, from March 2001 to December 2005. Mr. Nawaz was President of Worldwide Sales, Strategy and Business Development, from April 2000 to March 2001, and President, Integrated Circuits Division, from June 1998 to April 2000, of Lucent’s Microelectronics and Communications Technologies Group. He joined AT&T in 1992 and moved to Lucent following its spin-off from AT&T in 1996. Mr. Nawaz was Vice President of Lucent’s Network Communications business unit from January 1996 to July 1998. While at AT&T, he was Vice President of the Applications business unit from 1994 to 1995. Prior to joining AT&T, Mr. Nawaz was at Texas Instruments, where he was responsible for the personal computer business unit from 1990 to 1992 and also held various marketing and product management positions.
Joe Dunsmore, Chairman and CEO, commented: “Digi is very fortunate to strengthen its Board of Directors by adding a capable executive like Ahmed Nawaz. His general management and global sales and marketing experience in the communications technology arena qualify Ahmed as a great fit for the Digi board.”
Mr. Nawaz added: “I am pleased and honored to be joining the Digi Board and look forward to contributing to the company’s future success.”
About Digi International
Digi International, based in Minneapolis, makes device networking easy by developing products and technologies that are cost effective and easy to use. Digi markets its products through a global network of distributors and resellers, systems integrators and original equipment manufacturers (OEMs). For more information, visit Digi’s web site at www.digi.com, or call 800-344-4273 (U.S.) or 952-912-3444 (International).
Digi, Digi International, and the Digi logo are trademarks or registered trademarks of Digi International Inc. in the United States and other countries. All other brand names and product names are trademarks or registered trademarks of their respective owners.
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Digi International Contact
  Investors Contact
S. (Kris) Krishnan
       John Nesbett/Erika Moran
(952) 912-3125
  The Investor Relations Group
s_krishnan@digi.com
       New York, NY
 
       212-825-3210
 
       Email: mail@investorrelationsgroup.com