DHI GROUP, INC. — Director's Dealing 2012

Mar 6, 2012

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: DICE HOLDINGS, INC. (DHX)
CIK: 0001393883
Period of Report: 2012-02-27

Reporting Person: Bennett James Edward (Global MD eFinancialCareers)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	5960	Direct
Common Stock	27000	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option (Right to Buy)	$4.19	2016-11-01	Common Stock (90000)		Direct
Employee Stock Option (Right to Buy)	$6.65	2015-02-12	Common Stock (80000)		Direct
Employee Stock Option (Right to Buy)	$2.88	2016-02-09	Common Stock (40000)		Direct
Employee Stock Option (Right to Buy)	$4.03	2016-07-13	Common Stock (22500)		Direct
Employee Stock Option (Right to Buy)	$6.08	2017-02-10	Common Stock (56000)		Direct
Employee Stock Option (Right to Buy)	$14.50	2018-03-03	Common Stock (20000)		Direct

Footnotes

F1: Represents a grant of restricted stock. The restricted stock vests over four years, with 25% having already vested on each of February 10, 2011 and February 10, 2012, and with 25% vesting on each of February 10, 2013 and February 10, 2014. 2,040 shares of the already vested restricted stock were previously disposed of incident to such vesting.

F2: Represents a grant of restricted stock. The restricted stock vests over four years, with 25% vesting on each of March 3, 2012, March 3, 2013, March 3, 2014 and March 3, 2015.

F3: The options vested over four years, with the first 25% vesting on the first anniversary of the date of grant (November 1, 2007) and 6.25% vesting quarterly thereafter.

F4: The options vested over four years, with the first 25% vesting on the first anniversary of the date of grant (February 12, 2009) and 6.25% vesting quarterly thereafter.

F5: The options vest over four years, with the first 25% vesting on the first anniversary of the date of grant (February 9, 2010) and 6.25% vesting quarterly thereafter.

F6: The options vest over four years, with the first 25% vesting on the first anniversary of the date of grant (July 13, 2010) and 6.25% vesting quarterly thereafter.

F7: The options vest over four years, with the first 25% vesting on the first anniversary of the date of grant (February 10, 2011) and 6.25% vesting quarterly thereafter.

F8: The options vest over four years, with the first 25% vesting on the first anniversary of the date of grant (March 3, 2012) and 6.25% vesting quarterly thereafter.