DHI GROUP, INC. — Director's Dealing 2014

Aug 4, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DICE HOLDINGS, INC. (DHX)
CIK: 0001393883
Period of Report: 2014-07-30

Reporting Person: MELLAND SCOT W (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-07-30	Common Stock	M	310900	$1.98	Acquired	587389	Direct
2014-07-30	Common Stock	S	310900	$8.6439	Disposed	276489	Direct
2014-08-01	Common Stock	M	100000	$1.98	Acquired	376489	Direct
2014-08-01	Common Stock	S	100000	$8.7009	Disposed	276489	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-07-30	Employee Stock Option (Right to Buy)	$1.98	M	310900	Disposed	2015-08-31	Common Stock (310900)	Direct
2014-08-01	Employee Stock Option (Right to Buy)	$1.98	M	100000	Disposed	2015-08-31	Common Stock (100000)	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 $8.30 to $8.875. 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 $8.58 to $9.07. 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.