0000950142-14-000385.txt : 20140214 0000950142-14-000385.hdr.sgml : 20140214 20140213174448 ACCESSION NUMBER: 0000950142-14-000385 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20140210 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20140214 DATE AS OF CHANGE: 20140213 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DICE HOLDINGS, INC. CENTRAL INDEX KEY: 0001393883 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 203179218 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-33584 FILM NUMBER: 14608221 BUSINESS ADDRESS: STREET 1: 1040 AVENUE OF THE AMERICAS, 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10018 BUSINESS PHONE: 212-725-6550 MAIL ADDRESS: STREET 1: 1040 AVENUE OF THE AMERICAS, 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10018 8-K 1 eh1400327_8k.htm FORM 8-K eh1400327_8k.htm


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

FORM 8-K


CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


Date of Report (Date of earliest event reported) February 10, 2014

DICE HOLDINGS, INC.

(Exact name of registrant as specified in its charter)
 
 
DELAWARE  
001-33584 20-3179218
(State or other jurisdiction of
incorporation)
(Commission File Number)    (IRS Employer Identification No.) 
 
                                                                                                                                  
1040 AVENUE OF THE AMERICAS, 8th FLOOR, NEW YORK, NEW YORK 10016
(Address of principal executive offices) (Zip Code)
 
(212) 725-6550
(Registrant’s telephone number, including area code)

NOT APPLICABLE 

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o      Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o      Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o      Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o      Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 


 
 
 

 
 
ITEM 5.02. 
DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.
        
(d)              Appointment of Director.

On February 10, 2014, Dice Holdings, Inc. (the “Company”) appointed Brian (Skip) Schipper to its Board of Directors (the “Board”) as a Class III director.

Mr. Schipper has been the Vice President of Human Resources at Twitter, Inc. from January 2014 to the present. He was the Senior Vice President, Human Resources at Groupon, Inc. from June, 2011 to January 2014. Prior to working at Twitter and Groupon, Mr. Schipper was Senior Vice President, Human Resources at Cisco Systems, Inc. from October 2006 through June 2011. Prior to joining Cisco Systems, Inc., Mr. Schipper held executive level human resources roles including the Vice President Human Resources, Platform and Services Division at Microsoft Corporation. Mr. Schipper has also held executive level human resources roles at DoubleClick, Inc., Pepsico, Inc., Compaq Computer Corporation and Harris Corporation.  Mr. Schipper holds an MBA from Michigan State University and a B.A. from Hope College in Holland, Michigan.

The Company will pay Mr. Schipper the annual Board fee of $30,000 as an independent director.  This and the other components of the Company’s non-employee director compensation were disclosed in the Company’s proxy statement dated as of April 10, 2013 in connection with the 2013 Annual Meeting of Stockholders.

In connection with his appointment and pursuant to the Company’s 2012 Omnibus Equity Award Plan, Mr. Schipper was granted 2,500 restricted shares of common stock (the “Restricted Shares”) of the Company. The Restricted Shares will vest in May 2014 provided that Mr. Schipper continues to serve on the Board.

A copy of the press release announcing Mr. Schipper’s appointment to the Board is attached as Exhibit 99.1 to this current report on Form 8−K and incorporated herein.

ITEM 9.01. 
FINANCIAL STATEMENTS AND EXHIBITS.

(d)           Exhibits.

Number            
 
Description                                                                                                       
     
99.1
 
Press release dated February 10, 2014.
 
 
 
 
 
 
2

 
 
SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
 
DICE HOLDINGS, INC.
 
     
       
Date:  February 13, 2014
By:
/s/ John J. Roberts  
  Name:  John J. Roberts  
  Title:  Chief Financial Officer  
       

 
 
 
 
 
 
 
 
3

 
 
 
EXHIBIT INDEX


Number            
 
Description                                                                                                       
     
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
4

EX-99.1 2 eh1400327_ex9901.htm EXHIBIT 99.1 eh1400327_ex9901.htm
EXHIBIT 99.1
 
Press Release
 
Dice Holdings Announces Appointment of Brian Schipper to Board of Directors
 
Twitters New Human Resources Leader Brings Technology, Internet and Recruiting Expertise to Board
 
NEW YORK, Feb. 10, 2014 /PRNewswire/ -- Dice Holdings, Inc. (NYSE: DHX), a leading provider of specialized websites for professional communities, announced Brian (Skip) Schipper, Vice President of Human Resources at Twitter, has been appointed to the Company's board of directors.
 
We are very excited to have Skip join our Board and contribute his unique perspective built by creating talent strategies for top technology and internet companies, said Michael Durney, President and CEO of Dice Holdings, Inc.  His extensive industry experience and his human resources expertise is a great combination to help guide our strategy and services to deliver the best talent efficiently to hiring managers and recruiters everywhere.  Im thrilled to have Skip's talent and experience supporting our next stage of growth.
 
Prior to joining Twitter, Mr. Schipper was the Chief Human Resources Officer at Groupon where he oversaw the HR and administration functions globally and was integral to building the companys global HR infrastructure.  Previously, Mr. Schipper was the Chief Human Resources Officer at Cisco Systems and has held executive level human resources roles at Microsoft, DoubleClick, PepsiCo, Compaq and Harris Corporation.
 
Dices strategy aligns well with my professional experience and will give me the opportunity to fully participate in helping to set the Companys course, said Skip Schipper, VP, Human Resources, Twitter.  Through my Board membership, I'm excited to work on products that will shape the future of recruiting and help the company fulfill its vision and capitalize on its market opportunity.
 
Mr. Schipper holds a MBA from Michigan State University and a B.A. from Hope College.
 
About Dice Holdings, Inc.
 
Dice Holdings, Inc. (NYSE: DHX) is a leading provider of specialized websites for professional communities, including technology and engineering, financial services, energy, healthcare, hospitality and security clearance. Our mission is to help our customers source and hire the most qualified professionals in select and highly skilled occupations, and to help those professionals find the best job opportunities in their respective fields and further their careers. For more than 20 years, we have built our company by providing our customers with quick and easy access to high-quality, unique professional communities and offering those communities access to highly relevant career opportunities and information. Today, we serve multiple markets primarily in North America,Europe, Asia and Australia.
 
Investor & Media Contact
 
Jennifer Bewley, 212-448-4181 
Vice-President, Investor Relations & Corporate Communications  
Dice Holdings, Inc.  
ir@dice.com