DHI GROUP, INC. — Director's Dealing 2023

Nov 2, 2023

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: DHI GROUP, INC. (DHX)
CIK: 0001393883
Period of Report: 2023-10-25

Reporting Person: LESSER EVAN (President of ClearanceJobs)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	297536	Direct

Footnotes

F1: Includes 56,668 unvested shares of restricted stock. The unvested shares of restricted stock vest as follows: 6,667 shares of restricted stock vests on January 25, 2024, 13,334 shares of restricted stock vests on January 26, 2024, 10,000 shares of restricted stock vests on February 3, 2024, 6,667 shares of restricted stock vests on January 25, 2025, 10,000 shares of restricted stock vests on February 3, 2025, and 10,000 shares of restricted stock vests on February 3, 2026. In each case, the future vesting of shares of restricted stock are contingent upon the reporting person remaining in continuous service with the issuer as of each vesting date.

F2: Includes 51,194 shares of the issuer's common stock underlying performance-based restricted stock units ("PSUs") that have been earned based on the level of performance achieved, as certified by the issuer's compensation committee. The earned PSUs vest as follows: 12,263 shares of performance-based restricted stock units vests on January 25, 2024, 26,668 shares of performance-based restricted stock units vests on January 26, 2024, and 12,263 shares of performance-based restricted stock units vests on January 25, 2025. In each case, the future vesting of performance-based restricted stock units are contingent upon the reporting person remaining in continuous service with the issuer as of each vesting date.