DHI GROUP, INC. — Director's Dealing 2014

Dec 16, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DICE HOLDINGS, INC. (DHX)
CIK: 0001393883
Period of Report: 2014-12-15

Reporting Person: MELLAND SCOT W (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-12-15	Common Stock	M	35400	$2.88	Acquired	311889	Direct
2014-12-15	Common Stock	S	35400	$10.1621	Disposed	276489	Direct
2014-12-16	Common Stock	M	24600	$2.88	Acquired	301089	Direct
2014-12-16	Common Stock	S	24600	$10.1753	Disposed	276489	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-12-15	Employee Stock Option (Right to Buy)	$2.88	M	35400	Disposed	2016-02-09	Common Stock (35400)	Direct
2014-12-16	Employee Stock Option (Right to Buy)	$2.88	M	24600	Disposed	2016-02-09	Common Stock (24600)	Direct

Footnotes

F1: These shares were sold pursuant to a Rule 10b5-1(c) sales plan dated February 23, 2014.

F2: The sale price represents the weighted average sale price for multiple transactions reported on this line. The prices of the transactions ranged from $10.11 to $10.37. Upon request of the staff of the Securities and Exchange Commission, Dice Holdings, Inc. (the "Company") or a security holder of the Company, the reporting person will provide full information regarding the number of shares sold at each separate price.

F3: The sale price represents the weighted average sale price for multiple transactions reported on this line. The prices of the transactions ranged from $10.12 to $10.25. Upon request of the staff of the Securities and Exchange Commission, the Company or a security holder of the Company, the reporting person will provide full information regarding the number of shares sold at each separate price.

F4: This grant of employee stock options has fully vested and is currently exercisable.