DHI GROUP, INC.

Filing Date

Feb 9, 2026

Transaction Date

Jan 28, 2026

Accession Number

0001104659-26-012224

Form Type

3

Footnotes

1. (F1)Includes 38,334 unvested shares of restricted stock. The unvested shares of restricted stock vest as follows: 3,334 shares of restricted stock vests on July 25, 2026, 5,000 shares of restricted stock vests on January 26, 2027, 6,666 shares of restricted stock vests on January 26, 2027, 5,000 shares of restricted stock vests on January 27, 2027, 6,667 shares of restricted stock vests on January 26, 2028, 5,000 shares of restricted stock vests on January 27, 2028, and 6,667 shares of restricted stock vests on January 26, 2029. 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.
2. (F2)Includes 10,484 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: 2,644 shares of performance-based restricted stock units vests on January 26, 2027, 3,920 shares of performance-based restricted stock units vests on January 27, 2027, and 3,920 shares of performance-based restricted stock units vests on January 27, 2028. 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.