0001393883-23-000160.txt : 20231102 0001393883-23-000160.hdr.sgml : 20231102 20231102161302 ACCESSION NUMBER: 0001393883-23-000160 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20231025 FILED AS OF DATE: 20231102 DATE AS OF CHANGE: 20231102 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LESSER EVAN CENTRAL INDEX KEY: 0001998798 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33584 FILM NUMBER: 231372441 MAIL ADDRESS: STREET 1: C/O DHI GROUP, INC. STREET 2: 6465 SOUTH GREENWOOD PLAZA, SUITE 400 CITY: CENTENNIAL STATE: CO ZIP: 80111 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: DHI GROUP, INC. CENTRAL INDEX KEY: 0001393883 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 203179218 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 6465 SOUTH GREENWOOD PLAZA STREET 2: SUITE 400 CITY: CENTENNIAL STATE: CO ZIP: 80111 BUSINESS PHONE: 212-448-6605 MAIL ADDRESS: STREET 1: 6465 SOUTH GREENWOOD PLAZA STREET 2: SUITE 400 CITY: CENTENNIAL STATE: CO ZIP: 80111 FORMER COMPANY: FORMER CONFORMED NAME: DICE HOLDINGS, INC. DATE OF NAME CHANGE: 20070321 3 1 wk-form3_1698955970.xml FORM 3 X0206 3 2023-10-25 0 0001393883 DHI GROUP, INC. DHX 0001998798 LESSER EVAN C/O DHI GROUP, INC. 6465 SOUTH GREENWOOD PLAZA, SUITE 400 CENTENNIAL CO 80111 0 1 0 0 President of ClearanceJobs Common Stock 297536 D Includes 56,668 unvested shares of restricted stock. The unvested shares of restricted stock vest as follows: 6,667 shares of restricted stock vests on January 25, 2024, 13,334 shares of restricted stock vests on January 26, 2024, 10,000 shares of restricted stock vests on February 3, 2024, 6,667 shares of restricted stock vests on January 25, 2025, 10,000 shares of restricted stock vests on February 3, 2025, and 10,000 shares of restricted stock vests on February 3, 2026. In each case, the future vesting of shares of restricted stock are contingent upon the reporting person remaining in continuous service with the issuer as of each vesting date. Includes 51,194 shares of the issuer's common stock underlying performance-based restricted stock units ("PSUs") that have been earned based on the level of performance achieved, as certified by the issuer's compensation committee. The earned PSUs vest as follows: 12,263 shares of performance-based restricted stock units vests on January 25, 2024, 26,668 shares of performance-based restricted stock units vests on January 26, 2024, and 12,263 shares of performance-based restricted stock units vests on January 25, 2025. In each case, the future vesting of performance-based restricted stock units are contingent upon the reporting person remaining in continuous service with the issuer as of each vesting date. /s/ E. Jack Connolly, Attorney-in-Fact 2023-11-02 EX-24 2 evanpoa.htm EX-24 Document

POWER OF ATTORNEY

I, Evan Lesser, hereby authorize and designate each of Art Zeile, E. Jack Connolly, Jason Day and Jonathan Schulman, signing singly, as my true and lawful attorney-in-fact to:

(1) execute for and on my behalf, in my capacity as an officer and/or director of DHI Group, Inc. and its affiliates (the “Company”), the Form ID and Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the rules and regulations promulgated thereunder;

(2) do and perform any and all acts for and on my behalf which may be necessary or desirable to complete and execute any such Form ID or Form 3, 4 or 5 and timely file such form with the Securities and Exchange Commission, any stock exchange or similar authority; and

(3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney‑in‑fact, may be to my benefit, in my best interest, or legally required of me, it being understood that the statements executed by such attorney‑in‑fact on my behalf pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney‑in‑fact may approve in such attorney‑in‑fact’s discretion.

I hereby further grant to each such attorney‑in‑fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as I might or could do if personally present, with full power of substitutes or revocation, hereby ratifying and confirming all that such attorney‑in‑fact, or such attorney‑in‑fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. I hereby acknowledge that the foregoing attorneys‑in‑fact, in serving in such capacity at my request, are not assuming, nor is the Company assuming, any of my responsibilities to comply with Section 16 of the Exchange Act.

This Power of Attorney shall remain in full force and effect until I am no longer required to file the Form ID or Forms 3, 4 and 5 with respect to my holdings of and transactions in securities issued by the Company, unless earlier revoked by me in a signed writing delivered to the foregoing attorneys‑in‑fact.

IN WITNESS WHEREOF, I have caused this Power of Attorney to be duly executed as of this 23th day of October, 2023.




/s/ Evan Lesser
Evan Lesser