DHI GROUP, INC. — Director's Dealing 2014

Dec 3, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DICE HOLDINGS, INC. (DHX)
CIK: 0001393883
Period of Report: 2014-12-01

Reporting Person: Benson John (Chief Strategy Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-12-01	Common Stock	M	20000	$6.65	Acquired	369256	Direct
2014-12-01	Common Stock	S	20000	$10.5958	Disposed	349256	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-12-01	Employee Stock Option (Right to Buy)	$6.65	M	20000	Disposed	2015-02-12	Common Stock (20000)	Direct

Footnotes

F1: These shares were sold pursuant to a Rule 10b5-1(c) sales plan dated September 12, 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 $10.50 to $10.78. 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: This grant of employee stock options has fully vested and is currently exercisable.