DHI Group (NYSE: DHX) CLO has shares withheld to cover tax obligations

Rhea-AI Filing Summary

Edward Jack Connolly, Chief Legal Officer of DHI Group, reported a tax-related disposition of company stock. On July 25, 2026, 1,372 shares of common stock were disposed of at $3.85 per share through withholding by the issuer to satisfy tax obligations upon the vesting of a restricted stock award. After this tax-withholding disposition, Connolly directly holds 132,049 shares of DHI Group common stock. The report indicates the transaction was not made under a Rule 10b5-1 trading plan.

Insider Trade Summary

Net Seller: 1,372 shares

Net Sell 1 txn

Insider Connolly Edward Jack

Role Chief Legal Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock F1	1,372	$3.85	$5K

Holdings After Transaction: Common Stock — 132,049 shares (Direct)

Footnotes (1)

1. F1. Reflects the withholding of shares by the Issuer to satisfy tax obligations upon the vesting of a restricted stock award.

Key Figures

Shares withheld for taxes: 1,372 shares Tax withholding value per share: $3.85 per share Shares owned after transaction: 132,049 shares

3 metrics

Shares withheld for taxes 1,372 shares Common stock withheld on July 25, 2026 to satisfy tax obligations

Tax withholding value per share $3.85 per share Value used for the tax-withholding disposition on July 25, 2026

Shares owned after transaction 132,049 shares Direct DHI Group common stock holdings following the reported transaction

Key Terms

restricted stock award, withholding of shares, tax obligations

3 terms

restricted stock award financial

"tax obligations upon the vesting of a restricted stock award."

A restricted stock award is company shares given to an employee or executive that cannot be sold or fully owned until certain conditions—like staying with the company for a set time or hitting performance targets—are met. Think of it as a gift that only becomes yours after you fulfill specific obligations; for investors, these awards matter because they can increase the total shares outstanding when they vest, reveal how management is being paid and motivated, and create potential selling pressure when restrictions lift.

withholding of shares financial

"Reflects the withholding of shares by the Issuer to satisfy tax obligations"

tax obligations financial

"to satisfy tax obligations upon the vesting of a restricted stock award."

AI-generated analysis. How Rhea-AI works. Not financial advice.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/28/2026 - 04:11 PM Accepted by SEC EDGAR 07/28/2026 - 04:10 PM Learn about SEC filing dates

FAQ

What insider transaction did DHI Group (DHX) report for Edward Jack Connolly?

DHI Group’s Chief Legal Officer Edward Jack Connolly reported a tax-withholding disposition of common stock. 1,372 shares were withheld by the issuer to satisfy tax obligations triggered by a vesting restricted stock award on July 25, 2026.

How many DHI Group (DHX) shares were withheld for taxes and at what value?

The filing shows 1,372 shares of DHI Group common stock were withheld to cover taxes, valued at $3.85 per share. This reflects payment of tax liability by delivering or withholding securities rather than a market sale.

How many DHI Group (DHX) shares does Edward Jack Connolly own after this Form 4 transaction?

After the tax-withholding disposition, Edward Jack Connolly directly owns 132,049 shares of DHI Group common stock. This post-transaction holding reflects his remaining equity position reported in the Form 4 filing.

Was the DHI Group (DHX) insider transaction made under a Rule 10b5-1 trading plan?

No. The Form 4 indicates the Rule 10b5-1 checkbox was not selected, meaning the reported tax-withholding disposition was not designated as executed under a pre-arranged Rule 10b5-1 trading plan.

Did the DHI Group (DHX) Form 4 report an open-market sale by Edward Jack Connolly?

No. The transaction was a withholding of shares by the issuer to satisfy tax obligations on a vesting restricted stock award, rather than an open-market sale initiated by Connolly.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Connolly Edward Jack

(Last) (First) (Middle)

C/O DHI GROUP, INC.

6465 SOUTH GREENWOOD PLAZA, SUITE 400

(Street)

CENTENNIAL COLORADO 80111

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
DHI GROUP, INC. [ DHX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Legal Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/25/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	07/25/2026		F		1,372(1)	D	$3.85	132,049	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Reflects the withholding of shares by the Issuer to satisfy tax obligations upon the vesting of a restricted stock award.

Remarks:

	/s/ E. Jack Connolly	07/28/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)