DHI GROUP, INC. — Director's Dealing 2010

Dec 17, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DICE HOLDINGS, INC. (DHX)
CIK: 0001393883
Period of Report: 2010-12-15

Reporting Person: HODGSON DAVID C (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-12-15	Common Stock	S	6328327	$10.75	Disposed	16271983	Indirect
2010-12-15	Common Stock	J	58190	—	Disposed	16189093	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	24700	Direct

Footnotes

F1: Represents the following sales of common stock on December 15, 2010: (i) 4,128,668 shares by General Atlantic Partners 79,
L.P. ("GAP 79"); (ii) 392,142 shares by General Atlantic Partners 84, L.P. ("GAP 84"); (iii) 858 shares by GAP Coinvestments
CDA, L.P. ("CDA"); (iv) 111,633 shares by GapStar, LLC ("GapStar"); (v) 1,337,960 by GAP-W Holdings, L.P. ("GAP-W"); (vi)
266,056 shares by GAP Coinvestments III, LLC ("GAPCO III"); (vii) 80,894 shares by GAP Coinvestments IV, LLC ("GAPCO IV");
and (viii) 10,116 shares by GAPCO GmbH & Co. KG ("KG").

F2: Represents (i) 10,425,383 shares owned by GAP 79; (ii) 990,207 shares owned by GAP 84; (iii) 2,166 shares owned by CDA; (iv)
281,884 shares owned by GapStar; (v) 3,378,510 shares owned by GAP-W; (vi) 964,021 shares owned by GAPCO III; (vii) 204,266
shares owned by GAPCO IV; and (viii) 25,546 shares owned by KG.

F3: General Atlantic LLC ("GA") is the general partner of each of General Atlantic GenPar, L.P. ("GA GenPar"), GAP 79, and CDA.
GA GenPar is the general partner of GA 84 and GAP-W. The officers of GapStar and managing members of GAPCO III and GAPCO IV
are managing directors of GA. GAPCO Management GmbH ("GmbH Management") is the general partner of KG. The managing
directors of General Atlantic make voting and investment decisions with respect to the securities held by KG and GmbH
Management. Mr. Hodgson is a Managing Director of GA and a Managing Member of GAPCO II, GAPCO IV and GapStar. Mr. Hodgson
disclaims beneficial ownership of such shares beneficially owned by them except to the extent of his pecuniary interest
therein.

F4: Distribution of shares for no consideration to members of GAP Coinvestments III, LLC.

F5: Represents the shares held by GAP 79, GAP 84, CDA, GapStar, GAP-W, GAPCO III, GAPCO IV and KG after giving effect to the
distribution described in footnote (4) above.