DHI GROUP, INC. — Director's Dealing 2013

Nov 13, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DICE HOLDINGS, INC. (DHX)
CIK: 0001393883
Period of Report: 2013-11-11

Reporting Person: HODGSON DAVID C (Director, *See Remarks)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-11-11	Common Stock	S	618891	$7.5	Disposed	4889564	Indirect
2013-11-11	Common Stock	S	58783	$7.5	Disposed	464413	Indirect
2013-11-11	Common Stock	S	200561	$7.5	Disposed	1584540	Indirect
2013-11-11	Common Stock	S	16734	$7.5	Disposed	132205	Indirect
2013-11-11	Common Stock	S	1516	$7.5	Disposed	11982	Indirect
2013-11-11	Common Stock	S	129	$7.5	Disposed	1016	Indirect
2013-11-11	Common Stock	S	52307	$7.5	Disposed	413256	Indirect
2013-11-11	Common Stock	S	12126	$7.5	Disposed	95802	Indirect
2013-11-12	Common Stock	S	411470	$7.47	Disposed	4478094	Indirect
2013-11-12	Common Stock	S	39081	$7.47	Disposed	425332	Indirect
2013-11-12	Common Stock	S	133344	$7.47	Disposed	1451196	Indirect
2013-11-12	Common Stock	S	11125	$7.47	Disposed	121080	Indirect
2013-11-12	Common Stock	S	1009	$7.47	Disposed	10973	Indirect
2013-11-12	Common Stock	S	85	$7.47	Disposed	931	Indirect
2013-11-12	Common Stock	S	34777	$7.47	Disposed	378479	Indirect
2013-11-12	Common Stock	S	8062	$7.47	Disposed	87740	Indirect
2013-11-13	Common Stock	S	547380	$7.45	Disposed	3930714	Indirect
2013-11-13	Common Stock	S	51991	$7.45	Disposed	373341	Indirect
2013-11-13	Common Stock	S	177386	$7.45	Disposed	1273810	Indirect
2013-11-13	Common Stock	S	14800	$7.45	Disposed	106280	Indirect
2013-11-13	Common Stock	S	1341	$7.45	Disposed	9632	Indirect
2013-11-13	Common Stock	S	114	$7.45	Disposed	817	Indirect
2013-11-13	Common Stock	S	46263	$7.45	Disposed	332216	Indirect
2013-11-13	Common Stock	S	10725	$7.45	Disposed	77015	Indirect

Footnotes

F1: By General Atlantic Partners 79, L.P. ("GAP 79").

F2: By General Atlantic Partners 84, L.P. ("GAP 84").

F3: By GAP-W Holdings, L.P. ("GAP W").

F4: By GapStar, LLC ("GapStar").

F5: GAPCO GmbH & Co. KG ("KG").

F6: By GAP Coinvestments CDA, L.P. ("GAPCO CDA").

F7: By GAP Coinvestments III, LLC ("GAPCO III").

F8: By GAP Coinvestments IV, LLC ("GAPCO IV").

F9: General Atlantic, LLC ("GA LLC") is the general partner of General Atlantic GenPar, L.P. ("GA GenPar"), GAP 79 and GAPCO CDA and is also the managing member of GAPCO III and GAPCO IV. GA GenPar is the general partner of GAP 84 and GAP W. GAPCO Management GmbH ("GmbH Management", and together with GA LLC, GA GenPar, GAP 79, GAP 84, GAP W, GapStar, KG, GAPCO CDA, GAPCO III and GAPCO IV, the "General Atlantic Entities") is the general partner of KG. The officers of GapStar are managing directors of GA LLC. Certain managing directors of GA LLC make investment decisions for GmbH Management, which may be deemed to beneficially own the shares of common stock directly held by KG. (cont'd in FN 10)

F10: (cont'd from FN 9) Mr. Hodgson is a Managing Director of GA LLC. Mr. Hodgson disclaims beneficial ownership of such shares beneficially owned by the General Atlantic entities, except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of such shares for purposes of Section 16 or for any other purpose.

F11: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $7.46 to $7.50, per share inclusive. The reporting persons undertake to provide to Dice Holdings, Inc., any security holder of Dice Holdings, Inc., or the staff of the Securities and
Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth this Form 4.