EXHIBIT 10(i)
EMPLOYMENT ARRANGEMENT BETWEEN THE REGISTRANT
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[LOGO]
September 16, 1996
PERSONAL AND CONFIDENTIAL
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▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
Re: Terms of Employment
Dear ▇▇▇:
I am pleased to send you this letter confirming the terms of your
acceptance of Digi's offer of employment offer that we have discussed.
Your title will be Vice President, Chief Financial Officer & Treasurer,
effective October 1, 1996. In this capacity you will report directly to me.
Your duties will include being fully responsible for all aspects of Digi's
financial reporting, administration and systems. Additionally, the legal,
investor relations and facilities functions will report directly to you. You
know well my concerns over the timely and accurate reporting of information and
the effectiveness of our communications with the investment community. Your
responsibilities will also include development and monitoring of annual and
strategic budgets.
Your base salary for your initial year will be $150,000 per year, subject
to review and adjustment annually, and you will have a bonus potential of 100%
of your base salary, depending solely upon Digi meeting its profit targets.
During the first year of employment 2/3 of your bonus will be guaranteed and
will be paid monthly. You will also be awarded a stock option of 30,000 shares
at a price of $14.50 per share. The stock will vest over five (5) years with
20% (i.e. 6,000 shares) vesting on each of your first through fifth anniversary
dates. Additionally, you will be eligible to receive future stock option
awards, based on annual performance.
We also will support your continued involvement in civic and charitable
organizations, including the Minneapolis Downtown Council, the Minnesota
Orchestral Association, and the Salvation Army, recognizing that at the times
these organizations will require your time during normal working hours.
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September 16, 1996
Page 2
In addition you will be entitled to all of the standard medical and other
employee benefits provided to Digi employees. I note that Digi's benefits plans
provide employees a certain benefit allowance. Employees can either apply the
amount to pay for the portion of benefits offered but not paid directly by Digi
or they can receive the unused portion of the allowance in cash.
▇▇▇, the Board of Directors and I are very pleased to attract of person of
your stature, experience, and reputation, who is also heavily involved in making
a real commitment to our community. We are confident that your joining Digi
will have a highly positive influence on both the investment community and the
local community as well. I am personally excited to attract someone who shares
a common platform in terms of philosophy and values.
Please signify your acceptance of these terms by signing in the space
provided below and returning a signed copy to me. If you have any questions
regarding the above please feel free to contact me.
Very truly, yours,
/s/ ▇▇▇ ▇. ▇▇▇▇, ▇▇.
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▇▇▇ ▇. ▇▇▇▇, ▇▇.
President and Chief Executive Officer
ACCEPTED:
/s/ ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
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Dated: 9/19/96
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