DBD Diebold Nixdorf Incorporated

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

SCHEDULE 14A

(RULE 14A-101)

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No. )

Filed by the Registrant ☑        Filed by a Party other than the Registrant ☐

Check the appropriate box:

Diebold Nixdorf, Incorporated

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement)

Payment of Filing Fee (Check all boxes that apply):

You invested in DIEBOLD NIXDORF, INCORPORATED and it’s time to vote!

You have the right to vote on proposals being presented at the Annual Meeting. This is an important notice regarding the availability of proxy materials for the stockholder meeting to be held on April 30, 2025.

Get informed before you vote

View the Stockholder Materials online OR you can receive a free paper or email copy of the material(s) by requesting prior to April 16, 2025. If you would like to request a copy of the material(s) for this and/or future stockholder meetings, you may (1) visit www.ProxyVote.com, (2) call 1-800-579-1639 or (3) send an email to sendmaterial@proxyvote.com. If sending an email, please include your control number (indicated below) in the subject line. Unless requested, you will not otherwise receive a paper or email copy.

Smartphone users						Vote Virtually at the Meeting*
Point your camera here and						April 30, 2025
vote without entering a						8:00 a.m., Eastern Standard Time
control number
				Virtually at:
				www.virtualshareholdermeeting.com/DBD2025

*Please check the meeting materials for any special requirements for meeting attendance.

 Vote at www.ProxyVote.com

 THIS IS NOT A VOTABLE BALLOT

This is an overview of the proposals being presented at the

upcoming stockholder meeting. Please follow the instructions on

the reverse side to vote these important matters.

Voting Items				Board Recommends
1.		Election of Directors
		Nominees:
1a.		Arthur F. Anton				For
1b.		Patrick J. Byrne				For
1c.		Matthew J. Espe				For
1d.		Mark Gross				For
1e.		Maura A. Markus				For
1f.		Octavio Marquez				For
1g.		David H. Naemura				For
1h.		Dr. Colin J. Parris				For
2.		To ratify the appointment of KPMG LLP as our independent registered public accounting firm for the year ending December 31, 2025.				For
3.		To approve, on a non-binding advisory basis, the compensation of the Company’s named executive officers.				For
NOTE: Such other business as may properly come before the meeting or any adjournment thereof.

V61973-P26228