Schildt Alexander 4

What Happened
Alexander Schildt, President (ClearanceJobs) of DHI Group (DHX), had 31,355 performance stock units (PSUs) earn and convert to common shares on January 27, 2026 (acquired at $0). To satisfy tax withholding obligations on the vesting, the issuer withheld a total of 8,204 shares (two withholdings): 3,605 shares and 4,599 shares were withheld at a reported price of $1.81 per share, generating proceeds of $6,525 and $8,324 respectively (total ~$14,849). The acquisition was an award/vesting event rather than an open-market purchase.

Key Details

• Transaction date: January 27, 2026 (reported on Form 4 filed January 29, 2026).
• Award: 31,355 shares acquired (code A), $0 per share (these are earned PSUs).
• Withholding/dispositions: 3,605 shares withheld @ $1.81 = $6,525 and 4,599 shares withheld @ $1.81 = $8,324 (codes F — tax withholding). Total withheld = 8,204 shares (~$14,849).
• Shares owned after transaction: Not specified in the filing.
• Footnotes: Withholdings reflect share-for-tax settlements for (1) performance-based RSUs and (2) restricted stock award vesting. The 31,355 earned PSUs were granted in 2025; one-third vested on 1/27/2026, with the remaining thirds scheduled to vest on 1/27/2027 and 1/27/2028, subject to continued employment.
• Filing timeliness: Form 4 filed two days after the transactions (within typical Form 4 reporting period).

Context
This was primarily a vesting/award event (PSUs earned and converted into shares). The withheld shares represent tax withholding by the issuer (a common, routine cashless settlement) rather than an open-market sale indicating a change in insider sentiment. The remaining earned PSUs will vest in two future installments if employment continues.