DHI GROUP, INC. — Director's Dealing 2014

Jan 15, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DICE HOLDINGS, INC. (DHX)
CIK: 0001393883
Period of Report: 2014-01-14

Reporting Person: Bennett James Edward (Global MD eFinancialCareers)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-01-14	Common Stock	M	20000	$6.650	Acquired	113041	Direct
2014-01-14	Common Stock	S	20000	$7.5101	Disposed	93041	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-01-14	Employee Stock Option (Right to Buy)	$6.650	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 May 23, 2013.

F2: The price represents the weighted average sale price for multiple transactions reported on this line. The prices of the transactions ranged from $7.50 to $7.57. Upon request of the SEC staff, 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 options vest and become exercisable over four years, with the first 25% vesting on the first anniversary of the grant date (February 12, 2008) and 6.25% vesting quarterly thereafter.