DIEBOLD NIXDORF, Inc — fact timeline

DIEBOLD NIXDORF, Inc entered into Restructuring Support Agreement with certain holders (Consenting Creditors) (effective 2023-05-30).

“on May 30, 2023, the Company and certain of its direct and indirect subsidiaries (collectively, the “Company Parties”) entered into a Restructuring Support Agreement (the “Restructuring Support Agreement”) with certain holders (collectively, the “Consenting Creditors”)”

DIEBOLD NIXDORF, Inc received a nyse deficiency notice notice regarding minimum bid price (rules 802.01C).

“May 5, 2023, Diebold Nixdorf, Incorporated (the “Company”) received notice (the “Listing Standard Notice”) from the New York Stock Exchange (the “NYSE”) that as of May 4, 2023 it was not in compliance with the continued listing standard set forth in Section 802.01C of the NYSE’s Listed Company Manual (“Section 802.01C”) because the average closing price of the Company’s common shares (the “Common Shares”) was less than $1.00 per share over a consecutive 30 trading-day period. The Listing Standard Notice has no immediate impact on the listing of the Common Shares on the NYSE, subject to the Com”

DIEBOLD NIXDORF, Inc reported first quarter of 2023 results: revenue $858.1 million. Guidance initiated.

“Diebold Nixdorf (NYSE:DBD) today reported its first quarter 2023 financial results. Key Highlights • Operational execution leads to measurable year-over-year improvement across key financial metrics • Total revenue of $858.1 million, representing a 3.4% increase from the prior-year period, or an 8.7% increase excluding the impact of foreign currency and divestitures”

DIEBOLD NIXDORF, Inc shareholders rejected Approval of an amendment to the Company’s Amended and Restated Articles of Incorporation to eliminate supermajority voting requirements for matters requiring shareholder approval under the Ohio Revised Code at the 2023-04-27 meeting.

“(6) did not approve an amendment to the Company’s Amended and Restated Articles of Incorporation to eliminate supermajority voting requirements for matters requiring shareholder approval under the Ohio Revised Code”

DIEBOLD NIXDORF, Inc shareholders approved Approval of an Amendment to the Company’s Amended and Restated Articles of Incorporation to Increase the Authorized Common Shares to 250,000,000 at the 2023-04-27 meeting.

“(5) approved an amendment to the Company’s Amended and Restated Articles of Incorporation to increase the authorized common shares to 250,000,000”

DIEBOLD NIXDORF, Inc shareholders approved Recommendation of the Frequency of the Shareholder Advisory Vote on Named Executive Officer Compensation at the 2023-04-27 meeting.

“(4) recommended a frequency of “every year” for conducting a shareholder advisory vote on our named executive officer compensation”

DIEBOLD NIXDORF, Inc shareholders approved Advisory Approval of Named Executive Officer Compensation at the 2023-04-27 meeting.

“(3) approved, on an advisory basis, our named executive officer compensation”

DIEBOLD NIXDORF, Inc shareholders approved Ratification of Appointment of KPMG LLP as the Company’s independent registered public accounting firm for the year 2023 at the 2023-04-27 meeting.

“(2) ratified the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the year 2023”

DIEBOLD NIXDORF, Inc shareholders approved Election of each of the Board’s seven (7) nominees for director at the 2023-04-27 meeting.

“(1) elected each of the Board’s seven (7) nominees for director”

DIEBOLD NIXDORF, Inc amended Amendment with JPMorgan Chase Bank, N.A., as administrative agent and collateral agent, GLAS AMERICAS LLC, as European collateral agent, the subsidiary borrowers and guarantors party thereto and the lenders party thereto valued at $55 million (effective 2023-03-21).

“On March 21, 2023 (the “Closing Date”), Diebold Nixdorf, Incorporated (the “Company”) and certain of its subsidiaries entered into an amendment and limited waiver (the “Amendment”) to the Revolving Credit and Guaranty Agreement (as amended, restated, supplemented or otherwise modified from time to time, the “ABL Credit Agreement”), among the Company, JPMorgan Chase Bank, N.A., as administrative agent and collateral agent, GLAS AMERICAS LLC, as European collateral agent, the subsidiary borrowers (together with the Company, the “ABL Borrowers”) and guarantors party thereto and the lenders party thereto.”

Lauren C. States departed as Director at DIEBOLD NIXDORF, Inc.

“On March 1, 2023, Lauren C. States advised Diebold Nixdorf, Incorporated (the “ Company ”) that she would not seek re-election to the Board of Directors of the Company at the 2023 annual meeting of shareholders.”

DIEBOLD NIXDORF, Inc reported financial results for fourth quarter and full-year 2022.

“Diebold Nixdorf Reports 2022 Fourth Quarter and Full-Year Financial Results”

James Barna was appointed as Executive Vice President, Chief Financial Officer at DIEBOLD NIXDORF, Inc.

“James Barna, age 43, the Company’s current Senior Vice President and Treasurer since September 2021, has been appointed to succeed Mr. Rutherford as Executive Vice President, Chief Financial Officer upon Mr. Rutherford’s departure.”

Jeffrey Rutherford departed as Executive Vice President, Chief Financial Officer at DIEBOLD NIXDORF, Inc.

“Jeffrey Rutherford will be departing as the Company’s Executive Vice President, Chief Financial Officer.”

DIEBOLD NIXDORF, Inc: Amended code of regulations to increase maximum board size from 13 to 14 directors (effective 2023-02-02).

“On February 2, 2023, the Board resolved to amend the Amended and Restated Code of Regulations of the Company (the “Regulations”), effective immediately, to increase the size of the Board from not more than thirteen (13) persons to not more than fourteen (14) persons.”

Gary Greenfield departed as director at DIEBOLD NIXDORF, Inc.

“Mr. Gary Greenfield will not stand for re-election as director at the Company's 2023 Annual Meeting of Shareholders.”

Emanuel R. Pearlman was appointed as director at DIEBOLD NIXDORF, Inc.

“appointed Marjorie L. Bowen, age 57, and Emanuel R. Pearlman, age 62, to the Board, effective immediately”

Marjorie L. Bowen was appointed as director at DIEBOLD NIXDORF, Inc.

“appointed Marjorie L. Bowen, age 57, and Emanuel R. Pearlman, age 62, to the Board, effective immediately”

Octavio Marquez was elected as Chair of the Board of Directors at DIEBOLD NIXDORF, Inc.

“Chief Executive Officer Octavio Marquez was elected Chair of the Board of Directors, effective February 2, 2023.”

DIEBOLD NIXDORF, Inc entered into supplemental indentures (effective 2022-12-29).

“me terms as the 2025 EUR Senior Notes, other than the issue date, the first interest payment date, the first date from which interest will accrue and other than with respect to ISIN numbers and common codes and (ii) related consent solicitations to enter into supplemental indentures with respect to (a) the indenture governing the 2025 USD Senior Notes, dated as of July 20, 2020 (the “2025 USD Senior Notes Indenture”), and (b) the indenture governing the 2025 EUR Senior Notes, dated as of July 20, 2020 (the “2025 EUR Senior Notes Indenture” and, together with the 2025 USD Senior Notes Indenture, the “2025 Senior Notes Indentures”), in order to amend certain provisions of the 2025 Senior Notes Indentures to, among other things, permit the refinancing transactions set forth in the Transaction Support Agreement, dated as of October 20, 2022 (as amended, the “Transaction Support Agreement”),”

DIEBOLD NIXDORF, Inc entered into supplemental indenture (effective 2022-12-29).

“In connection with the 2024 Exchange Offer and Consent Solicitation, the Company entered into a unit agreement, a warrant agreement, an indenture governing the New Notes and a supplemental indenture”

DIEBOLD NIXDORF, Inc entered into indenture governing the New Notes (effective 2022-12-29).

“In connection with the 2024 Exchange Offer and Consent Solicitation, the Company entered into a unit agreement, a warrant agreement, an indenture governing the New Notes and a supplemental indenture”

DIEBOLD NIXDORF, Inc entered into warrant agreement (effective 2022-12-29).

“In connection with the 2024 Exchange Offer and Consent Solicitation, the Company entered into a unit agreement, a warrant agreement, an indenture governing the New Notes and a supplemental indenture”

DIEBOLD NIXDORF, Inc entered into unit agreement (effective 2022-12-29).

“In connection with the 2024 Exchange Offer and Consent Solicitation, the Company entered into a unit agreement, a warrant agreement, an indenture governing the New Notes and a supplemental indenture”

DIEBOLD NIXDORF, Inc amended Second Amendment to Transaction Support Agreement (effective 2022-12-20).

“On December 20, 2022, the Company entered into the Second Amendment to Transaction Support Agreement (the “Amendment”) among the Company, other guarantors under the Existing Documents (as defined in the Transaction Support Agreement) as set forth on the signature pages to the Transaction Support Agreement and the Consenting Parties (as defined in the Transaction Support Agreement) representing Majority Consenting Parties (as defined in the Transaction Support Agreement) that are signatory thereto.”

DIEBOLD NIXDORF, Inc amended First Amendment to Transaction Support Agreement with the other guarantors and the Consenting Parties (effective 2022-11-28).

“On November 28, 2022, the Company entered into the First Amendment to Transaction Support Agreement (the “Amendment”) among the Company, other guarantors under the Existing Documents (as defined in the Transaction Support Agreement) as set forth on the signature pages to the Transaction Support Agreement and the Consenting Parties (as defined in the Transaction Support Agreement) representing Majority Consenting Parties (as defined in the Transaction Support Agreement) that are signatory thereto.”

DIEBOLD NIXDORF, Inc amended Limited Waiver with JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto (effective 2022-10-31).

“On October 31, 2022, the Company entered into a limited waiver (the “Limited Waiver”) in connection with the Existing Credit Agreement, among the Company, the Administrative Agent, the other subsidiary borrower party thereto and the Lenders party thereto.”

Dr. Ulrich Näher departed as Executive Vice President, Chief Commercial Officer at DIEBOLD NIXDORF, Inc.

“The termination of the Service Agreement will become effective on September 30, 2022, at which time Dr. Näher will depart the Company.”

Octavio Marquez was appointed as Director at DIEBOLD NIXDORF, Inc.

“the Board will increase the number of directors of the Company from 12 to 13 and will appoint Mr. Marquez, age 54, to the Board to fill the vacancy created by the increase.”

Octavio Marquez was appointed as President and Chief Executive Officer at DIEBOLD NIXDORF, Inc.

“Octavio Marquez, the Company’s current Executive Vice President of Global Banking, has been appointed to succeed Mr. Schmid as President and Chief Executive Officer as of that date.”

Gerrard B. Schmid departed as President and Chief Executive Officer at DIEBOLD NIXDORF, Inc.

“Gerrard B. Schmid will step down as the Company’s President and Chief Executive Officer”

William (Bill) A. Borden was appointed as Director at DIEBOLD NIXDORF, Inc.

“On November 3, 2021, the Board of Directors (the “Board”) of Diebold Nixdorf, Incorporated (the “Company”) increased the number of directors of the Company from 11 to 12 and appointed William (Bill) A. Borden, age 58, to the Board to fill the vacancy created by the increase.”

James Barna was appointed as Treasurer at DIEBOLD NIXDORF, Inc.

“Mr. Rutherford will assume responsibility as principal accounting officer from James Barna, who will continue with the Company as its newly appointed Treasurer.”

Jeffrey Rutherford was appointed as principal accounting officer at DIEBOLD NIXDORF, Inc.

“On August 23 2021, Diebold Nixdorf, Incorporated (the “Company”) appointed Jeffrey Rutherford as principal accounting officer of the Company, effective immediately.”