DHI Group (DHX) CEO Art Zeile makes charitable gift of 7,500 shares

Rhea-AI Filing Summary

DHI Group, Inc. President and CEO Art Zeile reported a bona fide gift of 7,500 shares of common stock on August 10, 2026. The shares were donated as a charitable contribution, with no value received and no market transaction involved. Following the gift, Zeile directly holds 3,448,316 common shares.

Insider Trade Summary

Net Seller: 7,500 shares

Net Sell 1 txn

Insider ZEILE ART

Role President & CEO

Type	Security	Shares	Price	Value
Gift	Common Stock F1	7,500	$0.00	$0.00

Holdings After Transaction: Common Stock — 3,448,316 shares (Direct)

Footnotes (1)

1. F1. This transaction represents a charitable donation and not a market transaction, thus no price has been reported. No value was received for the gifted shares.

Key Figures

Shares gifted: 7,500 shares Holdings after transaction: 3,448,316 shares Transaction price per share: $0.00

3 metrics

Shares gifted 7,500 shares Bona fide gift of common stock on August 10, 2026

Holdings after transaction 3,448,316 shares Directly owned common stock following the charitable gift

Transaction price per share $0.00 No value received for gifted shares; charitable donation, not a market trade

Key Terms

bona fide gift, charitable donation, common stock

3 terms

bona fide gift financial

"transaction code description is listed as a bona fide gift"

A bona fide gift is a genuine, voluntary transfer of money, property, or benefits from one party to another made without expectation of repayment, services, or hidden conditions. Investors care because such gifts can affect company disclosures, related‑party transaction rules, tax treatment, and perceived conflicts of interest; think of it like someone giving you a present with no strings attached — but on a corporate scale, auditors and regulators need to verify it really is unconditional.

charitable donation financial

"This transaction represents a charitable donation and not a market transaction"

common stock financial

"The reported transaction involves shares of common stock"

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

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

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 08/11/2026 - 04:22 PM Accepted by SEC EDGAR 08/11/2026 - 04:22 PM Learn about SEC filing dates

FAQ

What did DHI Group (DHX) CEO Art Zeile report in this Form 4?

Art Zeile reported a bona fide gift of 7,500 shares of DHI Group common stock. The filing states this was a charitable donation, not a market transaction, and no value was received for the gifted shares.

How many DHI Group (DHX) shares did Art Zeile donate?

Art Zeile donated 7,500 shares of DHI Group common stock. According to the disclosure, the transfer is characterized as a charitable donation and a bona fide gift, with no price reported and no consideration received.

Was Art Zeile’s DHI Group (DHX) share gift a market transaction?

No, the filing describes the 7,500-share transfer as a charitable donation and not a market transaction. Because no value was received for the gifted shares, no per-share price is reported in the disclosure.

How many DHI Group (DHX) shares does Art Zeile hold after the gift?

After the 7,500-share charitable gift, Art Zeile directly holds 3,448,316 shares of DHI Group common stock. This figure reflects his direct ownership position immediately following the reported donation transaction.

Does the DHI Group (DHX) Form 4 mention a Rule 10b5-1 trading plan?

No. The document-level Rule 10b5-1 checkbox is not affirmed, and the footnote explains the transfer as a charitable donation, not as part of any trading plan or market-based selling activity.

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^*

ZEILE ART

(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
X	Officer (give title below)		Other (specify below)
	President & CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/10/2026

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	08/10/2026		G(1)		7,500	D	$0	3,448,316	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. This transaction represents a charitable donation and not a market transaction, thus no price has been reported. No value was received for the gifted shares.

Remarks:

	/s/ E. Jack Connolly, Attorney-in-Fact	08/11/2026
	** 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)