DHI GROUP, INC. — Director's Dealing 2014

Aug 19, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DICE HOLDINGS, INC. (DHX)
CIK: 0001393883
Period of Report: 2014-08-15

Reporting Person: MELLAND SCOT W (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-08-15	Common Stock	M	60000	$1.98	Acquired	336489	Direct
2014-08-15	Common Stock	M	20000	$6.08	Acquired	356489	Direct
2014-08-15	Common Stock	M	20000	$6.49	Acquired	376489	Direct
2014-08-15	Common Stock	S	100000	$8.4465	Disposed	276489	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-08-15	Employee Stock Option (Right to Buy)	$1.98	M	60000	Disposed	2015-08-31	Common Stock (60000)	Direct
2014-08-15	Employee Stock Option (Right to Buy)	$6.08	M	20000	Disposed	2017-02-10	Common Stock (20000)	Direct
2014-08-15	Employee Stock Option (Right to Buy)	$6.49	M	20000	Disposed	2017-01-31	Common Stock (20000)	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 $8.33 to $8.53. 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.