DHI Group director awarded 33,602 restricted shares

Schipper Brian reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

Schipper Brian reported acquisition or exercise transactions in this Form 4 filing.

DHI Group, Inc. director Brian Schipper reported receiving a grant of 33,602 shares of common stock as equity compensation. The restricted stock was awarded at no cash cost per share and will vest on May 14, 2027, subject to the grant’s terms. After this grant, Schipper directly holds 479,716 common shares.

Insider Trade Summary

Grant/Award: 33,602 shares

Grant/Award 1 txn

Insider Schipper Brian

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	33,602	$0.00	$0.00

Holdings After Transaction: Common Stock — 479,716 shares (Direct)

Footnotes (1)

1. F1. Represents a grant of restricted stock, which vests on May 14, 2027.

Key Figures

Restricted stock grant: 33,602 shares Grant price per share: $0.00 per share Post-transaction holdings: 479,716 shares +1 more

4 metrics

Restricted stock grant 33,602 shares Grant of common stock to director on May 14, 2026

Grant price per share $0.00 per share Reported transaction price for equity award

Post-transaction holdings 479,716 shares Total common shares directly held after grant

Vesting date May 14, 2027 Restricted stock vesting date from footnote

Key Terms

restricted stock, grant, award, or other acquisition, Form 4

3 terms

restricted stock financial

"Represents a grant of restricted stock, which vests on May 14, 2027."

Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.

grant, award, or other acquisition financial

"transaction_code_description: Grant, award, or other acquisition"

Form 4 regulatory

"INSIDER FILING DATA (Form 4):"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did DHI Group (DHX) director Brian Schipper report?

Director Brian Schipper reported receiving a grant of 33,602 shares of DHI Group common stock. The filing classifies this as a grant or award acquisition, reflecting routine equity compensation rather than an open-market purchase or sale.

Was Brian Schipper’s DHI Group (DHX) stock grant an open-market purchase?

No. The 33,602 shares were received as a restricted stock grant with a reported price of $0.00 per share, indicating equity compensation. This differs from an open-market purchase where shares are bought on an exchange for cash.

When do Brian Schipper’s new DHI Group (DHX) restricted shares vest?

The 33,602 restricted shares granted to director Brian Schipper vest on May 14, 2027. Vesting means the shares become fully owned at that date, assuming any service or other conditions in the grant are satisfied.

How many DHI Group (DHX) shares does Brian Schipper hold after this grant?

Following the restricted stock grant, Brian Schipper directly holds 479,716 shares of DHI Group common stock. This total includes the newly granted 33,602 restricted shares as reported in the Form 4 insider transaction filing.

What does transaction code 'A' mean in the DHI Group (DHX) Form 4 filing?

Transaction code "A" in the Form 4 indicates a grant, award or other acquisition of securities. In this case, it reflects that Brian Schipper received 33,602 shares of restricted DHI Group common stock as part of an equity compensation award.

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

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Accepted by SEC EDGAR 05/18/2026 - 04:18 PM EDT Learn about SEC filing dates

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^*

Schipper Brian

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/14/2026

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	05/14/2026		A		33,602(1)	A	$0	479,716	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. Represents a grant of restricted stock, which vests on May 14, 2027.

Remarks:

	/s/ E. Jack Connolly, Attorney-in-Fact	05/18/2026
	** 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)