Form 4: Digi International CIO Sells Shares Under 10b5-1 Plan

Digi International's VP and Chief Information Officer, James E. Freeland, sold 1,354.836 shares of common stock on February 10, 2026, for a weighted average price of $45.8445 per share.

Summary

• James E. Freeland, VP, Chief Information Officer of Digi International Inc. (DGII), reported a sale of common stock.
• The transaction involved the disposition of 1,354.836 shares of common stock.
• The shares were sold on February 10, 2026, at a weighted average price of $45.8445 per share, with individual sales prices ranging from $45.7901 to $45.8900.
• Following this transaction, Freeland beneficially owns 19,987.059 shares of common stock.
• The transaction was made pursuant to a Rule 10b5-1(c) plan, indicating it was pre-scheduled.

Sentiment

Score: 6

Explanation: StockSavvy.ai views this as a largely neutral event. While it represents a reduction in insider holdings, the pre-planned nature under a 10b5-1 plan mitigates the typical negative sentiment associated with insider selling, suggesting personal financial management rather than a lack of confidence in the company.

Positives

• The sale was conducted under a Rule 10b5-1(c) plan, indicating it was pre-scheduled and not based on immediate, non-public information, which mitigates potential negative signaling.

Negatives

• An insider, James E. Freeland, reduced his direct holdings in the company by selling 1,354.836 shares.

Future Outlook

NA

Industry Context

StockSavvy.ai notes that insider sales under Rule 10b5-1 plans are a common practice for executives to manage personal finances and diversify portfolios. Such pre-scheduled transactions typically carry less negative signaling than unscheduled sales, as they are not indicative of an insider reacting to new, non-public company information.

Stakeholder Impact

• Shareholders: May perceive a slight negative signal from the insider sale, though this is largely mitigated by the disclosure that the transaction was executed under a pre-arranged Rule 10b5-1(c) plan.

Key Dates

Recommendation

The insider sale, while a reduction in holdings, was pre-planned under a Rule 10b5-1(c) plan. This suggests the transaction is for personal financial management or diversification rather than a reaction to new negative company information. Therefore, based solely on this filing, it does not provide a strong enough signal to change an existing investment position, warranting a 'hold' recommendation.

Keywords

DGII, Digi International, insider trading, Form 4, stock sale, executive compensation, James E. Freeland, CIO, 10b5-1 plan