DHI Group (DHX) HR chief has 13,780 shares withheld for taxes

Rhea-AI Filing Summary

DHI Group, Inc.’s Chief Human Resources Officer, Pamela Bilash, reported share withholdings tied to equity compensation. On February 3, 2026, the company withheld 5,504 common shares at $1.69 per share to cover taxes on vesting performance-based restricted stock units and 8,276 common shares at $1.69 per share to cover taxes on a restricted stock award. After these tax-related withholdings, she beneficially owned 547,869 shares of DHI Group common stock directly.

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

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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^*

Bilash Pamela

(Last) (First) (Middle)

C/O DHI GROUP, INC.

6465 SOUTH GREENWOOD PLAZA, SUITE 400

(Street)

CENTENNIAL CO 80111

(City) (State) (Zip)

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 Human Resources Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/03/2026

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

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

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

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	02/03/2026		F		5,504(1)	D	$1.69	556,145	D
Common Stock	02/03/2026		F		8,276(2)	D	$1.69	547,869	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 performance-based restricted stock units.

2. 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, Attorney-in-Fact	02/05/2026
	** 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.

FAQ

What did DHI Group (DHX) disclose in this Form 4 filing?

DHI Group reported tax-related share withholdings for its CHRO. On February 3, 2026, the company withheld shares from Pamela Bilash’s equity awards to satisfy tax obligations tied to vested performance-based restricted stock units and a restricted stock award.

How many DHI Group (DHX) shares were withheld for Pamela Bilash’s taxes?

Two blocks of shares were withheld for taxes. The company withheld 5,504 common shares at $1.69 per share for performance-based restricted stock units and 8,276 common shares at $1.69 per share for a restricted stock award, both on February 3, 2026.

What is Pamela Bilash’s remaining DHI Group (DHX) share ownership?

After the reported transactions, Pamela Bilash held 547,869 shares. The Form 4 shows she beneficially owned 547,869 shares of DHI Group common stock directly following the February 3, 2026 tax-withholding transactions.

What does transaction code "F" mean in the DHI Group (DHX) Form 4?

Code “F” indicates tax withholding from equity awards. In this filing, the “F” code reflects shares withheld by DHI Group to satisfy tax obligations when performance-based restricted stock units and a restricted stock award vested for Pamela Bilash.

Who is the insider involved in this DHI Group (DHX) Form 4 filing?

The reporting insider is Pamela Bilash. She serves as DHI Group, Inc.’s Chief Human Resources Officer and reported tax-related dispositions of common stock through share withholdings associated with the vesting of her equity awards on February 3, 2026.