[Form 4] HILLTOP HOLDINGS INC. Insider Trading Activity

Rhea-AI Filing Summary

Hilltop Holdings Inc. (HTH) – Form 4 insider filing

Director Lee Lewis received 957 common shares on 24 Jul 2025 under the company’s 2020 Equity Incentive Plan, representing annual board compensation. The shares were valued at $31.36 (closing price on 23 Jul 2025). Following the grant, Lewis directly owns 53,739 shares. He also reports an indirect interest in 55,169 shares held by Lee Lewis Construction, which he disclaims except for his pecuniary interest.

No shares were sold and no derivative positions were involved. The transaction marginally increases insider ownership but is routine, immaterial relative to the company’s float, and therefore unlikely to influence the stock’s valuation.

Positive

• Director increased direct holdings by 957 shares, reinforcing long-term alignment with shareholders.

Negative

• Grant is routine board compensation, not an open-market purchase, limiting its signaling value to investors.

Insights

Financial Analyst

TL;DR: Routine equity compensation; modest insider buy, neutral market impact.

The 957-share grant, valued at roughly $30k, is a standard annual board award rather than an open-market purchase, so signaling strength is limited. Lewis’s direct stake rises to 53,739 shares, a small increment within his existing position and immaterial versus Hilltop’s total outstanding shares. Absence of sales suggests continued alignment, but size and context make the filing non-impactful for valuation or liquidity considerations.

Corporate Governance Expert

TL;DR: Governance-driven grant, no red flags detected.

The award complies with Hilltop’s 2020 Equity Incentive Plan and reflects standard director compensation practice. The director’s declaration that he disclaims beneficial ownership of indirectly held shares is consistent with Section 16 guidance. No unusual structures or accelerated vesting were disclosed, indicating sound governance processes. Materiality for investors is low.

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
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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).

1. Name and Address of Reporting Person^*

Lewis Lee

(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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
07/24/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	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	07/24/2025		A		957(1)	A	$31.36(2)	53,739	D
Common Stock								55,169(3)	I	By Lee Lewis Construction

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

Explanation of Responses:

1. Shares acquired pursuant to the Hilltop Holdings Inc. 2020 Equity Incentive Plan as annual compensation for services rendered as a director for the prior year.

2. Price per shared calculated using the closing price per share on July 23, 2025, the day prior to the Company's annual stockholders' meeting.

3. The reporting person disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest therein. The reporting person states that neither the filing of this statement nor anything herein shall be deemed an admission that the reporting person is, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise, the beneficial owner of these shares.

Remarks:

	/s/ Lee Lewis	07/28/2025
	** 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

How many Hilltop (HTH) shares did Director Lee Lewis receive?

He was awarded 957 common shares on 24 Jul 2025.

What is Lee Lewis’s total direct ownership after the transaction?

His direct holdings increased to 53,739 shares.

At what price were the shares valued in the Form 4?

The grant is recorded at $31.36 per share, Hilltop’s closing price on 23 Jul 2025.

Were any shares sold or derivatives exercised in this filing?

No. The Form 4 reports only an acquisition of shares; no sales or derivatives were involved.

Why does the filing mention indirect shares held by Lee Lewis Construction?

Lewis reports an indirect interest in 55,169 shares held by that entity but disclaims beneficial ownership beyond his pecuniary stake.