Diebold Nixdorf Incorporated : 4

SEC Form 4

FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
OMB APPROVAL
Washington, D.C. 20549
OMB Number:	3235-0287
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP	Estimated average burden
hours per response:	0.5

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934

or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person *

2. Issuer Name and Ticker or Trading Symbol

5. Relationship of Reporting Person(s) to Issuer

KERR ALAN

DIEBOLD NIXDORF, Inc[ DBD ]

(Check all applicable)

Director

10% Owner

3. Date of Earliest Transaction (Month/Day/Year)

X

Officer (give title

Other (specify

02/01/2020

(Last)

(First)

(Middle)

below)

below)

C/O DIEBOLD NIXDORF, INCORPORATED

SVP, Software

5995 MAYFAIR ROAD

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable

Line)

(Street)

X Form filed by One Reporting Person

NORTH

OH

44720

Form filed by More than One Reporting

CANTON

Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1. Title of Security (Instr. 3)

2. Transaction

2A. Deemed

3.

4. Securities Acquired (A) or

5. Amount of

6. Ownership

7. Nature

Date

Execution Date,

Transaction

Disposed Of (D) (Instr. 3, 4 and 5)

Securities

Form: Direct

of Indirect

(Month/Day/Year)

if any

Code (Instr.

Beneficially

(D) or Indirect

Beneficial

(Month/Day/Year)

8)

Owned Following

(I) (Instr. 4)

Ownership

Reported

(Instr. 4)

(A) or

Code

V

Amount

Price

Transaction(s)

(D)

(Instr. 3 and 4)

Common Shares

02/01/2020

F

1,727(1)

D

$11.51

112,967(2)

D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned

(e.g., puts, calls, warrants, options, convertible securities)

1. Title of

2.

3. Transaction

3A. Deemed

4.

5. Number

6. Date Exercisable and

7. Title and Amount

8. Price

9. Number of

10.

11. Nature

Derivative

Conversion

Date

Execution Date,

Transaction

of

Expiration Date

of Securities

of

derivative

Ownership

of Indirect

Security

or Exercise

(Month/Day/Year)

if any

Code (Instr.

Derivative

(Month/Day/Year)

Underlying

Derivative

Securities

Form:

Beneficial

(Instr. 3)

Price of

(Month/Day/Year)

8)

Securities

Derivative Security

Security

Beneficially

Direct (D)

Ownership

Derivative

Acquired

(Instr. 3 and 4)

(Instr. 5)

Owned

or Indirect

(Instr. 4)

Security

(A) or

Following

(I) (Instr. 4)

Disposed

Reported

of (D)

Transaction(s)

(Instr. 3, 4

(Instr. 4)

and 5)

Amount

or

Number

Date

Expiration

of

Code

V

(A)

(D)

Exercisable

Date

Title

Shares

Non-

Qualified

$38.02

08/04/2015

08/04/2024

Common

7,751

7,751

D

Stock

Stock

Option(3)

Non-

Qualified

$32.33

02/05/2016

02/05/2025

Common

22,735

22,735

D

Stock

Shares

Option(3)

Non-

Qualified

$27.39

02/03/2017

02/03/2026

Common

23,744

23,744

D

Stock

Shares

Option(3)

Non-

Qualified

$26.6

02/08/2018

02/08/2027

Common

44,408

44,408

D

Stock

Shares

Options(3)

Non-

Qualified

$18.75

02/01/2019

02/01/2028

Common

23,227

23,227

D

Stock

Shares

Option(4)

Non-

Qualified

$4.08

01/29/2020

01/29/2029

Common

45,000

45,000

D

Stock

Shares

Option(4)

Explanation of Responses:

1. Shares withheld pursuant to exercise of tax withholding right under the 2017 Equity and Performance Incentive Plan - Restricted Share Award
2. Number includes restricted stock units.
3. Granted under the 1999 Equity and Performance Incentive Plan; option is generally exercisable in annual increments of 1/3, 1/3, 1/3 beginning one year from the date of grant.
4. Granted under the 2017 Equity and Performance Incentive Plan; option is generally exercisable in annual increments of 1/3, 1/3, 1/3 beginning one year from the date of grant.

Remarks:

Jonathan B. Leiken, Attorney in 02/03/2020 fact for Alan Kerr

** Signature of Reporting Person

Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. * If the form is filed by more than one reporting person, see Instruction 4 (b)(v).

• Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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