Hilltop Holdings (HTH) CEO Winges sells 26,000 common shares

Rhea-AI Filing Summary

Hilltop Holdings Inc. disclosed an insider stock sale by Hilltop Securities CEO Martin Bradley Winges. On February 3, 2026, he sold a total of 26,000 common shares of HTH in three transactions at prices of $38.47, $38.66 and a weighted-average $38.4387 for the largest block, within a range of $38.34 to $38.80. After these sales, he directly owned about 65,831.0913 common shares.

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^*

Winges Martin Bradley

(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)
	Hilltop Securities CEO

3. Date of Earliest Transaction (Month/Day/Year)
02/03/2026

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	02/03/2026		S		10	D	$38.47	91,821.0913	D
Common Stock	02/03/2026		S		2,408	D	$38.66	89,413.0913	D
Common Stock	02/03/2026		S		23,582	D	$38.4387(1)	65,831.0913	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. The price reported is a weighted average price. The shares were sold in multiple transactions at prices ranging from $38.34 to $38.80, inclusive. The reporting person undertakes to provide to Hilltop Holdings Inc., any stockholder of Hilltop Holdings Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.

Remarks:

	Martin Bradley Winges	02/04/2026
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What insider transaction did HTH CEO Martin Bradley Winges report on this Form 4?

Martin Bradley Winges, Hilltop Securities CEO at Hilltop Holdings Inc. (HTH), reported selling a total of 26,000 shares of common stock on February 3, 2026, in three separate open-market transactions at prices around the high-$38 range.

How many Hilltop Holdings (HTH) shares did the CEO sell and at what prices?

He sold 10 shares at $38.47, 2,408 shares at $38.66, and 23,582 shares at a weighted-average price of $38.4387, with individual trades within a price range from $38.34 to $38.80, according to the Form 4 footnote.

How many Hilltop Holdings (HTH) shares does the CEO own after the reported sale?

Following the February 3, 2026 transactions, Martin Bradley Winges directly beneficially owned 65,831.0913 shares of Hilltop Holdings Inc. common stock, as stated in the Form 4’s post-transaction ownership column for the final reported sale.

What does the weighted-average price disclosure mean in the HTH CEO Form 4?

The Form 4 states that the $38.4387 price is a weighted-average for shares sold in multiple trades between $38.34 and $38.80. Winges undertakes to provide detailed trade-by-trade pricing information to the company, shareholders or SEC staff upon request.

Is the Hilltop Holdings (HTH) CEO’s ownership direct or indirect in this Form 4?

The Form 4 indicates that all reported post-transaction holdings, including the remaining 65,831.0913 Hilltop Holdings common shares, are held with direct ownership. The ownership form column lists these positions as “D” for direct, with no indirect nature specified.

What role does Martin Bradley Winges hold at Hilltop Holdings (HTH)?

Martin Bradley Winges is identified in the filing as an officer of Hilltop Holdings Inc., serving as Hilltop Securities CEO. The relationship section of the Form 4 checks the officer box and lists his specific title below that designation.