7 unchanged sentences
Our management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act).
−Removed: Management conducted an evaluation of the effectiveness of our internal control over financial reporting based on the framework in Internal Control—Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.
+Added: Management conducted an evaluation of the effectiveness of our internal control over financial reporting based on the framework in Internal Control—Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the
+Added: Treadway Commission.
Based on this evaluation, management concluded that the Company’s internal control over financial reporting was effective as of December 31, 2024.
28 unchanged sentences
001-33584) filed on April 21, 2015).
+Added: 3.4 Certificate of Designation of Rights, Preferences and Privileges of Series 1 Participating Preferred Stock (incorporated by reference to Exhibit 3.1 the Company's Current Report on Form 8-K filed on January 28, 2025)
4.1 Specimen Stock Certificate (incorporated by reference from Exhibit 4.1 to Amendment No.
3 unchanged sentences
001-33584) filed on February 11, 2022).
+Added: 4.3 Section 382 Rights Agreement dated as of January 28, 2025 by and between DHI Group, Inc.
+Added: and Computershare Trust Company, N.A.
+Added: as rights agent (incorporating by reference to Exhibit 4.1 of the Company's Current Report on From 8-K filed on January 28, 2025.
10.1† The DHI Group, Inc.
15 unchanged sentences
10.7† Form of Performance-Based Restricted Stock Unit Award Agreement pursuant to the DHI Group, Inc.
−Removed: 2022 Omnibus Equity Award Plan, as Amended and Restated (incorporated by reference to Exhibit 10.5 to the Company's Quarterly R e port on Form 10-Q for the quarter ended June 30, 2023 (File No.
+Added: 2022 Omnibus Equity Award Plan, as Amended and Restated (incorporated by reference to Exhibit 10.5 to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2023 (File No.
001-33584), filed on August 2, 2023).
1 unchanged sentence
333-182756) filed on October 9, 2020).
−Removed: 10.9† Employment Agreement, dated as of April 24, 2019, between Dice, Inc.
−Removed: and Chris Henderson (incorporated by reference from Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2019 (File No.
−Removed: 001-33584) filed on August 1, 2019.
10.10† Employment Agreement, dated as of February 19, 2019, between Dice, Inc.
16 unchanged sentences
001-33584), filed on February 10, 2023).
−Removed: 10.15† Employment Agreement dated as of December 12, 2019 among DHI Group, Inc., Dice Inc.
−Removed: and Kevin Bostick (incorporated by reference from Exhibit 10.1 to the Company's Current Report on Form 8-K (File No.
−Removed: 001-33584) filed on December 13, 2019).
−Removed: 10.16*† First Amendment, dated as of February 8, 2022, to Employment Agreement dated as of December 12, 2019 between Dice, Inc.
−Removed: and Kevin Bostick (incorporated by reference from Exhibit 10.20 to the Company's Annual Report on Form 10-K for the year ended December 31, 2021 (File No.
−Removed: 001-33584) filed on February 11, 2022).
−Removed: 10.17*† First Amendment, dated as of February 8, 2022, to Employment Agreement dated as of April 24, 2019 between Dice, Inc.
−Removed: and Chris Henderson (incorporated by reference from Exhibit 10.21 to the Company's Annual Report on Form 10-K for the year ended December 31.
−Removed: 2021 (File No.
−Removed: 001-33584) filed on February 11, 2022).
10.18*† First Amendment, dated as of February 8, 2022, to Employment Agreement dated as of February 19, 2019 between Dice, Inc.
4 unchanged sentences
001-33584) filed on February 11, 2022).
−Removed: 10.20† General Release, dated as of May 17, 2023, between DHI Group, Inc.
−Removed: and Chris Henderson (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K (File No.
−Removed: 001-33584) filed on May 19, 2023).
−Removed: 10.21† General Release, dated as of August 10, 2023, between DHI Group, Inc.
−Removed: and Kevin Bostick (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K (File No.
−Removed: 001-33584), filed on August 11 , 2023).
10.22† Employment Agreement, dated as of October 24, 2023, between DHI Group, Inc.
1 unchanged sentence
001-33584), filed on October 30, 2023).
+Added: 19* Security Trading Policy.
21.1* Subsidiaries of the Registrant.
1 unchanged sentence
31.1* Certifications of Art Zeile, Chief Executive Officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
−Removed: 31.2* Certifications of Raime Leeby Muhle, Chief Financial Officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
+Added: 31.2* Certifications of Greg Schippers, Chief Financial Officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1** Certifications of Art Zeile, Chief Executive Officer, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
−Removed: 32.2** Certifications of Raime Leeby Muhle, Chief Financial Officer, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
+Added: 32.2** Certifications of Greg Schippers, Chief Financial Officer, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
97.1*† DHI Group, Inc.
43 unchanged sentences
Art Zeile (Principal Executive Officer)
−Removed: /S/ Raime Leeby Muhle Chief Financial Officer February 8, 2024
−Removed: Raime Leeby Muhle (Principal Financial and Accounting Officer)
+Added: /S/ Greg Schippers Chief Financial Officer February 11, 2025
+Added: Greg Schippers (Principal Financial and Accounting Officer)
/S/ Brian Schipper Chairman and Director February 11, 2025
13 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.