根據證券法第425條的規定（17 CFR 230.425）書面通信

根據交易所法案第14a-12條（17 CFR 240.14a-12），徵詢資料。

根據交易所法第14d-2(b)條款的預備通信（17 CFR 240.14d-2(b)）

根據交易所法案（17 CFR 240.13e-4(c)）第13e-4(c)條款的開始前通信

每一類股票的名稱

交易
標的

每個交易所的名稱
註冊的交易所

簽訂重要的確定性協議。

其他事項。

公司完成債券發行和其他再融資交易的能力；

the Company’s recent emergence from its and certain of its U.S. and Canadian subsidiaries’ jointly administered cases in the U.S. Bankruptcy Court for the Southern District of Texas (the “U.S. Bankruptcy Court”) and its voluntary proceedings in the District Court of Amsterdam (the “Dutch Court”), which could adversely affect our business and relationships;

the significant variance of our actual financial results from the projections that were filed with the U.S. Bankruptcy Court and Dutch Court;

the overall impact of the global supply chain complexities on the Company and its business, including delays in sourcing key components as well as longer transport times, especially for container ships and U.S. trucking, given the Company’s reliance on suppliers, subcontractors and availability of raw materials and other components;

the Company’s ability to generate sufficient cash or have sufficient access to capital resources to service its debt, which, if unsuccessful or insufficient, could force the Company to reduce or delay investments and capital expenditures or to dispose of material assets or operations, seek additional debt or equity capital or restructure or refinance its indebtedness;

the Company’s ability to comply with the covenants contained in the agreements governing its debt;

the Company’s ability to successfully convert its backlog into sales, including our ability to overcome supply chain and liquidity challenges;

the ultimate impact of infectious disease outbreaks and other public health emergencies, including further adverse effects to the Company’s supply chain, and maintenance of increased order backlog;

the Company’s ability to successfully meet its cost-reduction goals and continue to achieve benefits from its cost-reduction initiatives and other strategic initiatives;

the success of the Company’s new products, including its DN Series line and EASY family of retail checkout solutions, and electronic vehicle charging service business;

the impact of a cybersecurity incident or operational failure on the Company’s business;

the Company’s ability to attract, retain and motivate key employees;

the Company’s reliance on suppliers, subcontractors and availability of raw materials and other components;

changes in the Company’s intention to further repatriate cash and cash equivalents and short-term investments residing in international tax jurisdictions, which could negatively impact foreign and domestic taxes;

the Company’s success in divesting, reorganizing or exiting non-core and/or non-accretive businesses and its ability to successfully manage acquisitions, divestitures, and alliances;

the ultimate outcome of the appeals for the appraisal proceedings initiated in connection with the implementation of the Domination and Profit Loss Transfer Agreement with the former Diebold Nixdorf AG (which was dismissed in the Company’s favor at the lower court level in 2022) and the merger/squeeze-out (which was dismissed in the Company’s favor at the lower court level in 2023);

the impact of market and economic conditions, including the bankruptcies, restructuring or consolidations of financial institutions, which could reduce the Company’s customer base and/or adversely affect its customers’ ability to make capital expenditures, as well as adversely impact the availability and cost of credit;

the impact of competitive pressures, including pricing pressures and technological developments;

risks related to our international operations, including geopolitical instability and wars;

changes in political, economic or other factors such as currency exchange rates, inflation rates (including the impact of possible currency devaluations in countries experiencing high inflation rates), recessionary or expansive trends, disruption in energy supply, taxes and regulations and laws affecting the worldwide business in each of the Company’s operations;

the Company’s ability to maintain effective internal controls;

unanticipated litigation, claims or assessments, as well as the outcome/impact of any current/pending litigation, claims or assessments;

the effect of changes in law and regulations or the manner of enforcement in the United States and internationally and the Company’s ability to comply with applicable laws and regulations; and

other factors included in the Company’s filings with the Securities and Exchange Commission (the “SEC”), including its Annual Report on Form 10-K for the year ended December 31, 2023 as filed with the SEC on March 8, 2024, and its Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2024.

Financial Statements and Exhibits.

Exhibit
Number

Description

/s/ Elizabeth C. Radigan