defa14a
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934 (Amendment No.   )
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Digi International Inc.
 
(Name of Registrant as Specified In Its Charter)
 
 
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*** Exercise Your Right to Vote ***
Important Notice Regarding the Availability of Proxy Materials for the
Annual Meeting of Stockholders to Be Held on January 20, 2011.

DIGI INTERNATIONAL INC.

Meeting Information
     
Meeting Type:        Annual
For holders as of: November 23, 2010
Date:   January 20, 2011     Time: 3:30 PM CST
     
Location:   Minneapolis Marriott Southwest
5801 Opus Parkway
Minnetonka, Minnesota

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DIGI INTERNATIONAL INC.
ATTN: LEA LUNDEEN
11001 BREN RD. EAST
MINNETONKA, MN 55343
You are receiving this communication because you hold shares in the above named company.
This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at http://materials.proxyvote.com/253798 or easily request a paper copy (see reverse side).
We encourage you to access and review all of the important information contained in the proxy materials before voting.
 
See the reverse side of this notice to obtain proxy materials and voting instructions.


 


 

 

—   Before You Vote  —
How to Access the Proxy Materials
      

Proxy Materials Available to VIEW or RECEIVE:
NOTICE AND PROXY STATEMENT         ANNUAL REPORT
How to View Online:
Have the information that is printed in the box marked by the arrow è   XXXX XXXX XXXX   (located on the following page) and visit: www.proxyvote.com.
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— How To Vote —
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Vote In Person: Many shareholder meetings have attendance requirements including, but not limited to, the possession of an attendance ticket issued by the entity holding the meeting. Please check the meeting materials for any special requirements for meeting attendance. At the meeting, you will need to request a ballot to vote these shares.
Vote By Internet: To vote now by Internet, go to www.proxyvote.com. Have the information that is printed in the box marked by the arrow è   XXXX XXXX XXXX   available and follow the instructions.
Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card.


 

 

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Voting Items
     
The Board of Directors recommends
that you vote FOR the following:
   
1.   Election of Directors
            
     Nominees:
 
        
 
   01)   Joseph T. Dunsmore
 
   02)   Bradley J. Williams
The Board of Directors recommends you vote FOR the following proposal:
2.   Ratification of the appointment of PricewaterhouseCoopers LLP as independent registered public accounting firm of the company for the 2011 fiscal year.
NOTE:   If any other matters properly come before the annual meeting calling for a vote of stockholders, the shares represented by this proxy will be voted by the persons named herein in accordance with their best judgment.