DHI GROUP, INC. — Director's Dealing 2025

Feb 6, 2025

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: DHI GROUP, INC. (DHX)
CIK: 0001393883
Period of Report: 2025-01-28

Reporting Person: Connolly Edward Jack (Chief Legal Officer)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	101180	Direct

Footnotes

F1: Includes 51,668 unvested shares of restricted stock. The unvested shares of restricted stock vest as follows: 3,334 shares of restricted stock vests on July 25, 2025, 3,334 shares of restricted stock vests on January 24, 2026, 8,334 shares of restricted stock vests on January 26, 2026, 8,334 shares of restricted stock vests on January 27, 2026, 3,333 shares of restricted stock vests on July 25, 2026, 8,333 shares of restricted stock vests on January 26, 2027, 8,333 shares of restricted stock vests on January 27, 2027 and 8,333 shares of restricted stock vests on January 27, 2028. 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 14,322 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: 1,109 shares of performance-based restricted stock units vests on January 24, 2026, 6,606 shares of performance-based restricted stock units vests on January 26, 2026, and 6,607 shares of performance-based restricted stock units vests on January 26, 2027. 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.