DIGI INTERNATIONAL INC
SC 13G/A, 1997-02-06
COMPUTER COMMUNICATIONS EQUIPMENT
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                               UNITED STATES
                     SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C. 20549

                                SCHEDULE 13G

                 UNDER THE SECURITIES EXCHANGE ACT OF 1934
                              (AMENDMENT NO. 6)


                            Digi International Inc.
- --------------------------------------------------------------------------------
                              (Name of Issuer)


                                Common Stock
- --------------------------------------------------------------------------------
                       (Title of Class of Securities)


                                253798 10 2
- --------------------------------------------------------------------------------
                              (CUSIP Number)


   Check the  following box if a fee is being paid with this statement / /.  (A
fee is not required only if the filing person:  (1) has a previous statement on
file reporting  beneficial  ownership of more than five percent of the class of
securities  described in Item 1;  and (2)  has  filed no  amendment  subsequent
thereto reporting  beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)

   *The remainder of  this cover  page  shall  be  filled  out  for a reporting
person's  initial  filing on this  form with  respect to the  subject  class of
securities,  and for any  subsequent  amendment  containing  information  which
would alter the disclosures provided in a prior cover page.

   The information  required in the  remainder of this  cover page shall not be
deemed to be "filed"  for the purpose of  Section 18 of the Securities Exchange
Act of 1934  ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other  provisions of the Act  (however, see
the Notes).



                                  Page 1 of 5

<PAGE>

- ------------------------                                 ----------------------
CUSIP No. 253798 10 2                 13G                 Page 2 of 5 Pages
- ------------------------                                 ----------------------

- -------------------------------------------------------------------------------
 (1) Names of Reporting Persons
     S.S. or I.R.S. Identification Nos. of Above Persons

     John P. Schinas
     ###-##-####
- -------------------------------------------------------------------------------
 (2) Check the Appropriate Box if a Member of a Group* 
                                                                       (a)  / /
     Not applicable
                                                                       (b)  / /
- -------------------------------------------------------------------------------
 (3) SEC Use Only

- -------------------------------------------------------------------------------
 (4) Citizenship or Place of Organization

     United States
- -------------------------------------------------------------------------------
Number of Shares              (5) Sole Voting Power
 Beneficially                     1,546,251
 Owned by                    --------------------------------------------------
 Each Reporting               (6) Shared Voting Power
 Person With                      -0-
                             --------------------------------------------------
                              (7) Sole Dispositive Power
                                  1,546,251
                             --------------------------------------------------
                              (8) Shared Dispositive Power
                                  -0-
- -------------------------------------------------------------------------------
 (9) Aggregate Amount Beneficially Owned by Each Reporting Person

     1,546,251
- -------------------------------------------------------------------------------
(10) Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares*

     Not applicable
- -------------------------------------------------------------------------------
(11) Percent of Class Represented by Amount in Row (9)

     11.6%
- -------------------------------------------------------------------------------
(12) Type of Reporting Person*

     IN
- -------------------------------------------------------------------------------
                    *SEE INSTRUCTION BEFORE FILLING OUT!


                                 Page 2 of 5

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ITEM 1.
        (a)  Name of Issuer

             Digi International Inc.

        (b)  Address of Issuer's Principal Executive Offices

             11001 Bren Road East
             Minnetonka, Minnesota 55343

ITEM 2.
        (a)  Name of Person Filing

             John P. Schinas

        (b)  Address of Principal Business Office or, if None, Residence

             11001 Bren Road East
             Minnetonka, Minnesota 55343

        (c)  Citizenship


             United States

        (d)  Title of Class of Securities

             Common Stock

        (e)  CUSIP Number

             253798 10 2

ITEM 3.  IF THIS STATEMENT IS FILED PURSUANT TO RULES 13d-1(b), OR 13d-2(b),
         CHECK WHETHER THE PERSON FILING IS A:

             Not applicable

         (a) / / Broker or Dealer registered under Section 15 of the Act

         (b) / / Bank as defined in section 3(a)(6) of the Act

         (c) / / Insurance Company as defined in section 3(a)(19) of the Act

         (d) / / Investment Company registered under section 8 of the Investment
                 Company Act

         (e) / / Investment Adviser registered under section 203 of the 
                 Investment Advisers Act of 1940

         (f) / / Employee Benefit Plan, Pension Fund which is subject to the
                 provisions of the Employee Retirement Income Security Act of 
                 1974 or Endowment Fund; see Section 240.13d-1(b)(1)(ii)(F)

         (g) / / Parent Holding Company, in accordance with
                 Section 240.13d-1(b)(ii)(G) (Note: See Item 7)

         (h) / / Group, in accordance with Section 240.13d-1(b)(1)(ii)(H)


ITEM 4.  OWNERSHIP

         (a) Amount Beneficially Owned

             1,546,251


                                   Page 3 of 5

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         (b) Percent of Class:

             11.6%

         (c) Number of shares as to which such person has:

             (i) sole power to vote or to direct the vote  1,546,251

            (ii) shared power to vote or to direct the vote -0-

           (iii) sole power to dispose or to direct the disposition of 1,546,251

            (iv) shared power to dispose or to direct the disposition of -0-


ITEM 5.  OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
         If this statement is being filed to report the fact that as of the 
date hereof the reporting person has ceased to be the beneficial owner of 
more than five percent of the class of securities, check the following / /.

          Not applicable


ITEM 6.  OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON

         Not applicable


ITEM 7.  IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE
         SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY

         Not applicable


ITEM 8.  IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP

         Not applicable


ITEM 9.  NOTICE OF DISSOLUTION OF GROUP

         Not applicable



                                   Page 4 of 5

<PAGE>

ITEM 10. CERTIFICATION
         The following certificate shall be included if the statement is 
filed pursuant to Rule 13d-1(b):
         By signing below I certify  that,  to the best of my  knowledge and 
belief, the  securities  referred to above  were  acquired in the  ordinary 
course of business and were not acquired for the purpose of and do not have 
the effect of changing or  influencing the  control of the issuer of such 
securities and were not acquired in  connection with or as a participant in 
any  transaction having such purposes or effect.


                                  SIGNATURE

    After  reasonable  inquiry and to the  best of my  knowledge and  belief, I
certify that the  information set forth in this statement is true, complete and
correct.


                                                   January 30, 1997
                                       ----------------------------------------
                                                        (Date)

                                                /s/ John P. Schinas
                                       ----------------------------------------
                                                     (Signature)

                                                   John P. Schinas
                                       ----------------------------------------
                                                     (Name/Title)






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