DHI Group director receives 33,602-share stock grant

CARNECCHIA SCIPIO MAXIMUS reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

CARNECCHIA SCIPIO MAXIMUS reported acquisition or exercise transactions in this Form 4 filing.

DHI Group, Inc. director Scipio Maximus Carnecchia received a grant of 33,602 shares of Common Stock on May 14, 2026. The shares are in the form of restricted stock that will vest on May 14, 2027, meaning they become fully owned then. After this grant, Carnecchia directly holds 460,493 shares, reflecting a compensation-related equity award rather than an open-market purchase.

Insider Trade Summary

Grant/Award: 33,602 shares

Grant/Award 1 txn

Insider CARNECCHIA SCIPIO MAXIMUS

Role Director

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

Holdings After Transaction: Common Stock — 460,493 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: $0.00 per share Post-transaction holdings: 460,493 shares +1 more

4 metrics

Restricted stock grant 33,602 shares Award of Common Stock on May 14, 2026

Grant price $0.00 per share Stated transaction price for the award

Post-transaction holdings 460,493 shares Common Stock directly held after the grant

Vesting date May 14, 2027 Restricted stock becomes fully vested

Key Terms

restricted stock, Form 4, Grant, award, or other acquisition, Common Stock

4 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.

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.

Grant, award, or other acquisition financial

"transaction_code_description": "Grant, award, or other acquisition""

Common Stock financial

"security_title": "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.

FAQ

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

What insider transaction did DHI Group (DHX) report for Scipio Maximus Carnecchia?

DHI Group reported that director Scipio Maximus Carnecchia received a grant of 33,602 shares of Common Stock. This was a restricted stock award given at no cash cost, increasing his direct holdings to 460,493 shares as part of equity-based compensation.

Was the DHI Group (DHX) insider transaction a stock purchase or compensation grant?

The transaction was a compensation-related grant, not an open-market stock purchase. Carnecchia received 33,602 restricted shares at a stated price of $0.00 per share, which aligns with typical equity awards rather than discretionary buying in the market.

When do the restricted shares granted to the DHI Group (DHX) director vest?

The 33,602 restricted shares granted to Scipio Maximus Carnecchia vest on May 14, 2027. Vesting means the director’s rights to the shares become fully earned on that date, subject to any continued service or conditions tied to the award.

How many DHI Group (DHX) shares does the director hold after this Form 4 transaction?

Following the grant, Scipio Maximus Carnecchia holds 460,493 shares of DHI Group Common Stock directly. This figure includes the newly awarded 33,602 restricted shares, which are subject to vesting on May 14, 2027, as part of his ongoing equity compensation.

What does a Form 4 code “A” mean in the DHI Group (DHX) insider report?

In this context, code “A” indicates a grant, award, or other acquisition of securities. For DHI Group, it reflects a restricted stock grant of 33,602 shares to director Scipio Maximus Carnecchia as compensation, rather than a cash purchase or market trade.

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

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Accepted by SEC EDGAR 05/18/2026 - 04:16 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^*

CARNECCHIA SCIPIO MAXIMUS

(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	460,493	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)