Hilltop (HTH) CFO logs RSU vesting and tax-withheld share transactions

Rhea-AI Filing Summary

Hilltop Holdings Inc. Chief Financial Officer William B. Furr reported equity award activity involving company common stock. On February 8, 2026, he had 1,904 shares and 2,299 shares of common stock withheld at $39.83 per share to cover tax obligations tied to vesting restricted stock units.

On the same date, he received 7,412 shares of common stock at $0.00 per share upon vesting of performance-based restricted stock units granted on February 8, 2023 after achievement of specified performance criteria. Following these transactions, he directly owned 189,134.0167 shares of Hilltop common stock.

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

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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^*

Furr William B

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

3. Date of Earliest Transaction (Month/Day/Year)
02/08/2026

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	02/08/2026		F		1,904(1)	D	$39.83	184,021.0167	D
Common Stock	02/08/2026		A		7,412(2)	A	$0.00	191,433.0167	D
Common Stock	02/08/2026		F		2,299(3)	D	$39.83	189,134.0167	D

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. Represents shares of common stock withheld by the issuer to satisfy tax withholding obligations in connection with the vesting of performance-based restricted stock units awarded on February 8, 2023.

2. Represents shares of common stock delivered upon the vesting of performance-based restricted stock units awarded on February 8, 2023 in connection with the achievement of certain performance criteria.

3. Represents shares of common stock withheld by the issuer to satisfy tax withholding obligations in connection with the vesting of time-based restricted stock units awarded on February 8, 2023.

Remarks:

	/s/ WILLIAM B. FURR	02/10/2026
	** 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).
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FAQ

What insider transaction did Hilltop (HTH) report for its CFO?

Hilltop’s CFO William B. Furr reported equity award activity on February 8, 2026. Shares were both withheld for taxes and delivered upon restricted stock unit vesting, reflecting routine compensation-related transactions rather than open‑market buying or selling of Hilltop common stock.

How many Hilltop (HTH) shares did the CFO receive from RSU vesting?

The CFO received 7,412 shares of Hilltop common stock at $0.00 per share. These shares were delivered when performance-based restricted stock units granted on February 8, 2023 vested after the company met defined performance criteria tied to that award.

How many Hilltop (HTH) shares were withheld to cover the CFO’s taxes?

A total of 1,904 and 2,299 Hilltop common shares were withheld at $39.83 per share. The first related to performance-based restricted stock units, and the second to time-based restricted stock units, both to satisfy tax withholding obligations upon vesting.

What is the CFO’s Hilltop (HTH) share ownership after these transactions?

After the reported transactions, the CFO directly owned 189,134.0167 shares of Hilltop common stock. This figure reflects the net effect of shares delivered from restricted stock unit vesting and shares withheld by the company to satisfy related tax obligations.

Were the Hilltop (HTH) CFO’s transactions open‑market trades?

The transactions were not open‑market purchases or sales. They involved shares delivered upon vesting of restricted stock units and shares withheld by Hilltop to cover tax liabilities, which is a common structure for equity-based executive compensation programs.

What types of restricted stock units vested for Hilltop (HTH) CFO?

Both performance-based and time-based restricted stock units vested for the CFO. Performance-based units vested following achievement of set performance criteria, while time-based units vested after a service period, with shares withheld in each case to meet tax obligations.