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This excerpt taken from the DGII DEF 14A filed Dec 6, 2007. Director
Independence
None of the directors is related to any other director or to any
executive officer of our company. The Board of Directors has
determined that Messrs. Jackson, Millard, Nawaz, Priesmeyer
and Williams, who constitute a majority of the Board of
Directors, are “independent” as defined in the
applicable listing standards of the Nasdaq Stock Market
(“Nasdaq”). In making the independence determinations,
our Board of Directors considered the following relationship:
Mr. Nawaz, who has served as a director of our company
since October 2006, is Executive Vice President of Spansion
Inc.’s Wireless Solutions Division. During fiscal 2007 Digi
purchased an aggregate of $58,836 of Spansion components
exclusively through independent third party distributors in the
ordinary course of business. Mr. Nawaz’s
responsibilities at Spansion are unrelated to sales of products
to distributors.
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