DHI GROUP, INC. — Director's Dealing 2013

Oct 23, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DICE HOLDINGS, INC. (DHX)
CIK: 0001393883
Period of Report: 2013-10-22

Reporting Person: Roberts John J (Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-10-22	Common Stock	A	50000	—	Acquired	50000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-10-22	Employee Stock Option (Right to Buy)	$8.69	A	75000	Acquired	2020-10-22	Common Stock (75000)	Direct

Footnotes

F1: Represents a grant of restricted stock. The restricted stock vests over four years, with 25% vesting on each of October 22, 2014, October 22, 2015, October 22, 2016 and October 22, 2017.

F2: 25% of these stock options will vest on October 22, 2014, and each 6 1/4% will vest quarterly thereafter.