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[Form 4] HILLTOP HOLDINGS INC. Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Hilltop Holdings Inc. (HTH) reporting persons led by Gerald J. Ford filed a Form 4 disclosing a dividend reinvestment on 08/29/2025 that resulted in the acquisition of 1,326.3573 shares of common stock at a $0.00 price (reinvestment). After the transaction, the reporting group collectively beneficially owned 354,932.4577 shares. The filing is jointly made by Gerald J. Ford, Diamond HTH Stock Company, LP, Diamond HTH Stock Company GP, LLC and Turtle Creek Revocable Trust. The disclosure lists 98,789 shares directly owned by the Trust and 15,544,674 shares directly owned by Diamond A Financial, L.P., as described in the footnotes, with layered ownership through partnership and trust vehicles.

The filing states the acquisition arose from dividend reinvestment and includes standard disclaimers that the reporting persons disclaim beneficial ownership except to the extent of pecuniary interest and that the filing does not necessarily create admissions under Sections 13(d)/13(g).

Positive

  • Dividend reinvestment shows continued insider alignment with equity ownership
  • Complete joint disclosure by Gerald J. Ford and related entities clarifies ownership structure

Negative

  • None.

Insights

TL;DR Minor dividend reinvestment increases reported holdings marginally; overall ownership structure remains layered through entities.

The Form 4 reports a small automatic reinvestment of dividends resulting in 1,326.3573 additional common shares acquired at no cash price, consistent with typical dividend reinvestment plans. The filing is jointly reported by multiple related entities and an individual, reflecting a multi-tier ownership structure where Diamond A Financial, L.P., the Trust and affiliated entities hold positions. This transaction does not indicate a change in intent or a material shift in control; it is a routine ownership maintenance event.

TL;DR Routine insider activity via dividend reinvestment; layered ownership and disclaimers align with common Section 16 practice.

The disclosure appropriately identifies the reporting persons and clarifies relationships among the individual, GP, LP and trust entities. Footnotes explain direct and indirect beneficial ownership and include the customary disclaimer concerning Section 16 and Section 13 interpretations. From a governance perspective, the filing is compliant with Form 4 disclosure norms and does not reveal any material governance change or new agreements beyond routine dividend reinvestment.

SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
FORD GERALD J

(Last) (First) (Middle)
6565 HILLCREST AVENUE

(Street)
DALLAS TX 75205

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Hilltop Holdings Inc. [ HTH ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
08/29/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 08/29/2025 09/02/2025 A 1,326.3573(1) A $0.00 354,932.4577 D(2)(3)(4)(5)
Common Stock 98,789 I See Footnotes(2)(3)(4)(5)(6)
Common Stock 15,544,674 I See Footnotes(2)(3)(4)(5)(7)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
FORD GERALD J

(Last) (First) (Middle)
6565 HILLCREST AVENUE

(Street)
DALLAS TX 75205

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Diamond HTH Stock Company, LP

(Last) (First) (Middle)
6565 HILLCREST AVENUE

(Street)
DALLAS TX 75205

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Turtle Creek Revocable Trust

(Last) (First) (Middle)
6565 HILLCREST AVENUE

(Street)
DALLAS TX 75205

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Diamond HTH Stock Co GP, LLC

(Last) (First) (Middle)
6565 HILLCREST AVENUE

(Street)
DALLAS TX 75205

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. Shares acquired pursuant to the reinvestment of dividends.
2. This statement is jointly filed by and on behalf of each of Mr. Ford, Diamond HTH Stock Company, LP ("Diamond HTH LP"), Diamond HTH Stock Company GP, LLC ("Diamond HTH LLC"), and Turtle Creek Revocable Trust (the "Trust"). Mr. Ford, Diamond A Financial, L.P. ("Diamond A") and the Trust are the direct beneficial owners of the securities covered by this statement.
3. Diamond HTH LP is the general partner of, and may be deemed to beneficially own certain securities owned by, Diamond A. Diamond HTH LLC is the general partner of, and may be deemed to beneficially own certain securities owned by, Diamond HTH LP. Mr. Ford is the sole member of, and may be deemed to beneficially own certain securities owned by, Diamond HTH LLC. Mr. Ford is the grantor and trustee of, and may be deemed to beneficially own certain securities owned by, the Trust.
4. The reporting persons state that neither the filing of this statement nor anything herein shall be deemed an admission that such persons are, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act") or otherwise, the beneficial owners of any securities covered by this statement. The reporting persons disclaim beneficial ownership of the securities covered by this statement, except to the extent of the pecuniary interest of such persons in such securities.
5. The reporting persons may be deemed to be a member of a group with respect to Hilltop Holdings Inc. (the "Issuer") or securities of the Issuer for purposes of Section 13(d) or 13(g) of the Exchange Act. The reporting persons declare that neither the filing of this statement nor anything herein shall be construed as an admission that such persons are, for the purposes of Section 13(d) or 13(g) of the Exchange Act or any other purpose, a member of a group with respect to the Issuer or securities of the Issuer.
6. Represents shares directly beneficially owned by the Trust.
7. Represents shares directly beneficially owned by Diamond A.
Remarks:
/s/ Gerald J. Ford 09/04/2025
DIAMOND HTH STOCK COMPANY, LP By: Diamond HTH Stock Company GP, LLC Its: General Partner By: /s/ Gerald J. Ford Title: Sole Member 09/04/2025
TURTLE CREEK REVOCABLE TRUST By: /s/ Gerald J. Ford Title: Trustee 09/04/2025
DIAMOND HTH STOCK COMPANY GP, LLC By: /s/ Gerald J. Ford Title: Sole Member 09/04/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did Hilltop Holdings (HTH) report on Form 4?

The reporting persons disclosed a dividend reinvestment on 08/29/2025 that acquired 1,326.3573 shares at a reported price of $0.00.

Who filed the Form 4 for HTH and what is their relationship to the company?

The Form 4 was jointly filed by Gerald J. Ford, Diamond HTH Stock Company, LP, Diamond HTH Stock Company GP, LLC, and Turtle Creek Revocable Trust. Gerald J. Ford is identified as a Director and the filings indicate 10% owner status for the group.

How many HTH shares were beneficially owned after the reported transaction?

The reporting group beneficially owned a total of 354,932.4577 shares following the transaction.

Which entities directly own shares according to the Form 4 footnotes?

Footnotes indicate 98,789 shares are directly owned by the Turtle Creek Revocable Trust and 15,544,674 shares are directly owned by Diamond A Financial, L.P., per the filing explanations.

Does the Form 4 indicate any change in control or material new agreements for HTH?

No. The filing describes a routine dividend reinvestment and contains disclaimers that the filing should not be construed as an admission of beneficial ownership or group membership under Sections 13(d)/13(g).
Hilltop Holdings Inc

NYSE:HTH

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2.08B
42.02M
30.51%
58.7%
1.65%
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