On January 27, 2021 Carol Carpenter (the “Departing Director”) informed the Board of Directors (the “Board”) of DHI Group, Inc. (the “Company”) that she will resign her directorship on the Board effective January 31, 2021. Her decision was not the result of any disagreement with the Company. In connection with the foregoing, the Board desired to immediately appoint one additional member to the Board and have the new member stand for re-election at the 2021 Annual Meeting of Stockholders of the Company (the “2021 Annual Meeting”). Accordingly, on January 27, 2021, the Board appointed Kathleen M. Swann to serve on the Board as a Class II director, effective as of January 27, 2021, Ms. Swann was appointed as a Class II director in order to stand for re-election at the 2021 Annual Meeting. On January 27, 2021 and in connection with Ms. Swann’s appointment as a Class II director, Mr. Art Zeile, their Chief Executive Officer, resigned from the Board as a Class II director and was immediately reappointed as a Class I director. The resignation and reappointment of Mr. Zeile was effected solely to rebalance board classes in order to maintain the size of each class as nearly equal in number as possible in accordance with their amended and restated certificate of incorporation. For all other purposes, Mr. Zeile’s service on the Board is deemed to have continued uninterrupted.
DHI Group, Inc. is a provider of artificial intelligence (AI)-powered career marketplaces that focus on technology roles. The Companyâs two brands, Dice and ClearanceJobs, enable recruiters and hiring managers to search for and connect with skilled technology professionals based on the skills requested. The Companyâs algorithm manages over 100,000 unique technology skills. Additionally, its marketplaces allow tech professionals to find their next career opportunity, with relevant advice and personalized insights. Its solutions are available individually or bundled in packages, including talent profiles, job postings, employer branding, and other services. Its Websites serve as online two-sided marketplaces where employers and recruiters source and connect with employees, and where technologists find relevant job opportunities, data and information to further their careers. The Companyâs Websites offer job postings, news and content, career development and recruiting services.
DHI GROUP, INC. 
