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Pay vs Performance Disclosure - USD ($)
12 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2021
Pay vs Performance Disclosure        
Pay vs Performance Disclosure, Table
PAY VERSUS PERFORMANCE
The following table sets forth additional compensation information of our PEO and our other Named Executives (averaged) along with our TSR, peer group TSR, Net Income and Adjusted EBITDA during each of fiscal 2021, fiscal 2022, fiscal 2023 and fiscal 2024. This information is disclosed per the requirements of Section 953(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act and Item 402(v) of Regulation S-K.
Summary
Compensation
Table Total for
PEO
(a)(b)
($)
Compensation
Actually Paid
to PEO
(a)(b)
($)
Average
Summary
Compensation
Table for
Other
NEOs
(a)(b)
($)
Average
Compensation
Actually Paid
to Other
NEOs
(a)(b)
($)
Value of Initial Fixed $100
Investment Based On:
Total
Shareholder
Return
(d)
($)
Peer Group
Total
Shareholder
Return
(d)(e)
($)
Net Income
($)
Adjusted
EBITDA
(c)
($)
2024
2,905,029 2,853,351 897,560 907,647 176 121 22,505,000 98,110,000
2023
8,680,638 5,157,171 1,565,302 910,236 196 98 24,770,000 96,500,000
2022
3,056,878 7,194,627 555,704 890,973 221 80 19,383,000 79,415,000
2021
2,427,405 4,322,591 765,929 1,010,845 135 110 10,366,000 48,261,000
(a)
Our PEO and Other Named Executives for each reported fiscal year were:
Year
PEO
Other NEOs
2024
Ronald E. Konezny
James J. Loch, David H. Sampsell, Terrence G. Schneider, and James E. Freeland
2023
Ronald E. Konezny
James J. Loch, David H. Sampsell, Terrence G. Schneider, and Radha R. Chavali
2022
Ronald E. Konezny
James J. Loch, David H. Sampsell, Terrence G. Schneider, Radha R. Chavali, Tracy L. Roberts, and Kevin C. Riley
2021
Ronald E. Konezny James J. Loch, David H. Sampsell, Tracy L. Roberts, Kevin C. Riley, and Michael A. Ueland
(b)
SEC rules require certain adjustments be made to the Summary Compensation Table (“SCT”) totals to determine “compensation actually paid” ​(“CAP”) as reported in the Pay Versus Performance table. CAP does not necessarily represent cash and/or equity value transferred to the applicable NEO without restriction, but rather is a value calculated under applicable SEC rules. A reconciliation of the SCT totals to CAP to our PEO and our Other NEOs (as an average) is shown below:
2024
2023
2022
2021
Adjustments(1)
PEO
($)
Average of
Other
NEOs
($)
PEO
($)
Average of
Other
NEOs
($)
PEO
($)
Average of
Other
NEOs
($)
PEO
($)
Average of
Other
NEOs
($)
Total Compensation from
SCT
2,905,029 897,560 8,680,638 1,565,302 3,056,878 555,704 2,427,405 765,929
Adjustments for stock and option
awards:
Subtract SCT amounts of stock
and option awards
(1,902,750) (494,470) (6,914,355) (947,441) (1,428,595) (236,131) (1,640,833) (333,403)
Add fair value at year-end of awards granted during the covered fiscal year that are outstanding and unvested at year-end
2,130,244 545,431 4,591,431 621,982 2,701,902 453,599 2,022,626 459,553
2024
2023
2022
2021
Adjustments(1)
PEO
($)
Average of
Other
NEOs
($)
PEO
($)
Average of
Other
NEOs
($)
PEO
($)
Average of
Other
NEOs
($)
PEO
($)
Average of
Other
NEOs
($)
+/- The difference between fair
value of awards from the end
of the prior fiscal year to the
end of the covered fiscal year
for awards granted in any
prior fiscal year that are
outstanding and unvested at
the end of the covered fiscal
year
(128,919) 4,011 (1,203,605) (187,270) 2,990,479 331,887 1,231,195 216,009
+/- The change in fair value from
the end of the prior fiscal year
to the vesting date for awards
granted in any prior fiscal year
which vested during the
covered fiscal year
(150,253) (44,886) 3,063 (142,337) (126,037) (22,899) 282,198 24,813
Subtract fair value at end of
prior fiscal year for awards
granted in any prior fiscal year
that fail to meet the applicable
vesting conditions during the
covered fiscal year
(191,187) (122,056)
Compensation Actually Paid (as
calculated)
2,853,351 907,647 5,157,171 910,236 7,194,627 890,973 4,322,591 1,010,845
(1)
Rows reporting the following adjustments were omitted from this table because they were not applicable: (i) aggregate change in the actuarial present value of accumulated benefits under all defined benefit and pension plans reported in the SCT; (ii) service cost; (iii) prior service cost; and (iv) dividends or other earnings paid on stock or option awards in the covered fiscal year prior to vesting if not otherwise included in the fair value of the award or the SCT total compensation for the covered fiscal year.
(c)
Our company-selected measure, which is the measure we believe represents the most important financial performance not otherwise presented in the table above that we use to link CAP to our NEOs for fiscal 2024 to our Company’s performance, is Adjusted EBITDA. Adjusted EBITDA is EBITDA adjusted for stock-based compensation expense, acquisition-related expenses, restructuring charges and reversals and changes in fair value of contingent consideration is useful to investors to evaluate our core operating results and financial performance because it excludes items that are significant non-cash or non-recurring expenses reflected in the consolidated statements of operation.
(d)
Total shareholder return is calculated based on a fixed investment of one hundred dollars measured from the market close on September 30, 2020 (the last trading day of fiscal 2020) through and including the end of each fiscal year reported in the table.
(e)
Our peer group used for the TSR calculation is the Nasdaq Telecommunications Index, which is the same “peer index” used in the performance graph appearing in our annual report on Form 10-K.
     
Company Selected Measure Name Adjusted EBITDA      
Named Executive Officers, Footnote
(a)
Our PEO and Other Named Executives for each reported fiscal year were:
Year
PEO
Other NEOs
2024
Ronald E. Konezny
James J. Loch, David H. Sampsell, Terrence G. Schneider, and James E. Freeland
2023
Ronald E. Konezny
James J. Loch, David H. Sampsell, Terrence G. Schneider, and Radha R. Chavali
2022
Ronald E. Konezny
James J. Loch, David H. Sampsell, Terrence G. Schneider, Radha R. Chavali, Tracy L. Roberts, and Kevin C. Riley
2021
Ronald E. Konezny James J. Loch, David H. Sampsell, Tracy L. Roberts, Kevin C. Riley, and Michael A. Ueland
     
Peer Group Issuers, Footnote
(e)
Our peer group used for the TSR calculation is the Nasdaq Telecommunications Index, which is the same “peer index” used in the performance graph appearing in our annual report on Form 10-K.
     
PEO Total Compensation Amount $ 2,905,029 $ 8,680,638 $ 3,056,878 $ 2,427,405
PEO Actually Paid Compensation Amount $ 2,853,351 5,157,171 7,194,627 4,322,591
Adjustment To PEO Compensation, Footnote
(b)
SEC rules require certain adjustments be made to the Summary Compensation Table (“SCT”) totals to determine “compensation actually paid” ​(“CAP”) as reported in the Pay Versus Performance table. CAP does not necessarily represent cash and/or equity value transferred to the applicable NEO without restriction, but rather is a value calculated under applicable SEC rules. A reconciliation of the SCT totals to CAP to our PEO and our Other NEOs (as an average) is shown below:
2024
2023
2022
2021
Adjustments(1)
PEO
($)
Average of
Other
NEOs
($)
PEO
($)
Average of
Other
NEOs
($)
PEO
($)
Average of
Other
NEOs
($)
PEO
($)
Average of
Other
NEOs
($)
Total Compensation from
SCT
2,905,029 897,560 8,680,638 1,565,302 3,056,878 555,704 2,427,405 765,929
Adjustments for stock and option
awards:
Subtract SCT amounts of stock
and option awards
(1,902,750) (494,470) (6,914,355) (947,441) (1,428,595) (236,131) (1,640,833) (333,403)
Add fair value at year-end of awards granted during the covered fiscal year that are outstanding and unvested at year-end
2,130,244 545,431 4,591,431 621,982 2,701,902 453,599 2,022,626 459,553
2024
2023
2022
2021
Adjustments(1)
PEO
($)
Average of
Other
NEOs
($)
PEO
($)
Average of
Other
NEOs
($)
PEO
($)
Average of
Other
NEOs
($)
PEO
($)
Average of
Other
NEOs
($)
+/- The difference between fair
value of awards from the end
of the prior fiscal year to the
end of the covered fiscal year
for awards granted in any
prior fiscal year that are
outstanding and unvested at
the end of the covered fiscal
year
(128,919) 4,011 (1,203,605) (187,270) 2,990,479 331,887 1,231,195 216,009
+/- The change in fair value from
the end of the prior fiscal year
to the vesting date for awards
granted in any prior fiscal year
which vested during the
covered fiscal year
(150,253) (44,886) 3,063 (142,337) (126,037) (22,899) 282,198 24,813
Subtract fair value at end of
prior fiscal year for awards
granted in any prior fiscal year
that fail to meet the applicable
vesting conditions during the
covered fiscal year
(191,187) (122,056)
Compensation Actually Paid (as
calculated)
2,853,351 907,647 5,157,171 910,236 7,194,627 890,973 4,322,591 1,010,845
     
Non-PEO NEO Average Total Compensation Amount $ 897,560 1,565,302 555,704 765,929
Non-PEO NEO Average Compensation Actually Paid Amount $ 907,647 910,236 890,973 1,010,845
Adjustment to Non-PEO NEO Compensation Footnote
(b)
SEC rules require certain adjustments be made to the Summary Compensation Table (“SCT”) totals to determine “compensation actually paid” ​(“CAP”) as reported in the Pay Versus Performance table. CAP does not necessarily represent cash and/or equity value transferred to the applicable NEO without restriction, but rather is a value calculated under applicable SEC rules. A reconciliation of the SCT totals to CAP to our PEO and our Other NEOs (as an average) is shown below:
2024
2023
2022
2021
Adjustments(1)
PEO
($)
Average of
Other
NEOs
($)
PEO
($)
Average of
Other
NEOs
($)
PEO
($)
Average of
Other
NEOs
($)
PEO
($)
Average of
Other
NEOs
($)
Total Compensation from
SCT
2,905,029 897,560 8,680,638 1,565,302 3,056,878 555,704 2,427,405 765,929
Adjustments for stock and option
awards:
Subtract SCT amounts of stock
and option awards
(1,902,750) (494,470) (6,914,355) (947,441) (1,428,595) (236,131) (1,640,833) (333,403)
Add fair value at year-end of awards granted during the covered fiscal year that are outstanding and unvested at year-end
2,130,244 545,431 4,591,431 621,982 2,701,902 453,599 2,022,626 459,553
2024
2023
2022
2021
Adjustments(1)
PEO
($)
Average of
Other
NEOs
($)
PEO
($)
Average of
Other
NEOs
($)
PEO
($)
Average of
Other
NEOs
($)
PEO
($)
Average of
Other
NEOs
($)
+/- The difference between fair
value of awards from the end
of the prior fiscal year to the
end of the covered fiscal year
for awards granted in any
prior fiscal year that are
outstanding and unvested at
the end of the covered fiscal
year
(128,919) 4,011 (1,203,605) (187,270) 2,990,479 331,887 1,231,195 216,009
+/- The change in fair value from
the end of the prior fiscal year
to the vesting date for awards
granted in any prior fiscal year
which vested during the
covered fiscal year
(150,253) (44,886) 3,063 (142,337) (126,037) (22,899) 282,198 24,813
Subtract fair value at end of
prior fiscal year for awards
granted in any prior fiscal year
that fail to meet the applicable
vesting conditions during the
covered fiscal year
(191,187) (122,056)
Compensation Actually Paid (as
calculated)
2,853,351 907,647 5,157,171 910,236 7,194,627 890,973 4,322,591 1,010,845
     
Compensation Actually Paid vs. Total Shareholder Return
[MISSING IMAGE: bc_tsr-4c.jpg]
     
Compensation Actually Paid vs. Net Income
[MISSING IMAGE: bc_netincome-4c.jpg]
     
Compensation Actually Paid vs. Company Selected Measure
[MISSING IMAGE: bc_ebitda-4c.jpg]
     
Total Shareholder Return Vs Peer Group [MISSING IMAGE: bc_tsr-4c.jpg]      
Tabular List, Table
Tabular List of Important Financial Performance Measures
Listed below are five financial performance measures Digi believes are the most important ones we use to link the compensation actually paid to our Named Executives to our performance:
Adjusted EBITDA
ARR
Relative TSR
Net Income
Revenue
     
Total Shareholder Return Amount $ 176 196 221 135
Peer Group Total Shareholder Return Amount 121 98 80 110
Net Income (Loss) $ 22,505,000 $ 24,770,000 $ 19,383,000 $ 10,366,000
Company Selected Measure Amount 98,110,000 96,500,000 79,415,000 48,261,000
PEO Name Ronald E. Konezny      
Measure:: 1        
Pay vs Performance Disclosure        
Name Adjusted EBITDA      
Non-GAAP Measure Description
(c)
Our company-selected measure, which is the measure we believe represents the most important financial performance not otherwise presented in the table above that we use to link CAP to our NEOs for fiscal 2024 to our Company’s performance, is Adjusted EBITDA. Adjusted EBITDA is EBITDA adjusted for stock-based compensation expense, acquisition-related expenses, restructuring charges and reversals and changes in fair value of contingent consideration is useful to investors to evaluate our core operating results and financial performance because it excludes items that are significant non-cash or non-recurring expenses reflected in the consolidated statements of operation.
     
Measure:: 2        
Pay vs Performance Disclosure        
Name ARR      
Measure:: 3        
Pay vs Performance Disclosure        
Name Relative TSR      
Measure:: 4        
Pay vs Performance Disclosure        
Name Net Income      
Measure:: 5        
Pay vs Performance Disclosure        
Name Revenue      
PEO | Subtract SCT amounts of stock and option awards [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount $ (1,902,750) $ (6,914,355) $ (1,428,595) $ (1,640,833)
PEO | Fair Value at Year-end of Awards Granted During The Covered Fiscal Year That Are Outstanding and Unvested at Year-end [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 2,130,244 4,591,431 2,701,902 2,022,626
PEO | The Difference Between Fair Value of Awards From The End of The Prior Fiscal Year to The End of The Covered Fiscal Year For Awards Granted in Any Prior Fiscal Year That Are Outstanding and Unvested at The End of The Covered Fiscal Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (128,919) (1,203,605) 2,990,479 1,231,195
PEO | The Change in Fair Value From The End of The Prior Fiscal Year to The Vesting Date for Awards Granted in Any Prior Fiscal Year Which Vested During The Covered Fiscal Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (150,253) 3,063 (126,037) 282,198
PEO | Subtract Fair Value at End of Prior Fiscal Year for Awards Granted in Any Prior Fiscal Year That Fail to Meet The Applicable Vesting Conditions During The Covered Fiscal Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount
Non-PEO NEO | Subtract SCT amounts of stock and option awards [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (494,470) (947,441) (236,131) (333,403)
Non-PEO NEO | Fair Value at Year-end of Awards Granted During The Covered Fiscal Year That Are Outstanding and Unvested at Year-end [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 545,431 621,982 453,599 459,553
Non-PEO NEO | The Difference Between Fair Value of Awards From The End of The Prior Fiscal Year to The End of The Covered Fiscal Year For Awards Granted in Any Prior Fiscal Year That Are Outstanding and Unvested at The End of The Covered Fiscal Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount 4,011 (187,270) 331,887 216,009
Non-PEO NEO | The Change in Fair Value From The End of The Prior Fiscal Year to The Vesting Date for Awards Granted in Any Prior Fiscal Year Which Vested During The Covered Fiscal Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount (44,886) (142,337) (22,899) 24,813
Non-PEO NEO | Subtract Fair Value at End of Prior Fiscal Year for Awards Granted in Any Prior Fiscal Year That Fail to Meet The Applicable Vesting Conditions During The Covered Fiscal Year [Member]        
Pay vs Performance Disclosure        
Adjustment to Compensation, Amount $ (191,187) $ (122,056)