[Form 4] Hilltop Holdings Inc. Insider Trading Activity

Rhea-AI Filing Summary

Steve B. Thompson, an officer and director of Hilltop Holdings Inc. (HTH), reported two open-market sales of common stock in August 2025. On 08/13/2025 he sold 11,687 shares in transactions with a weighted-average price of $31.09 (individual prices ranged $31.00 to $31.19), leaving 109,638.3104 shares beneficially owned. On 08/15/2025 he sold 6,640 shares at $32.68, leaving 102,998.3104 shares beneficially owned. The Form 4 shows no derivative transactions and includes an explanatory remark about the weighted-average price; the filing was signed by an attorney-in-fact, Corey G. Prestidge.

Positive

• Clear, compliant disclosure of transaction dates, share amounts and weighted-average price with an explanatory price range
• No derivative or option transactions reported, indicating these were open-market sales rather than exercises or hedging

Negative

• Insider sold a total of 18,327 shares (11,687 on 08/13/2025 and 6,640 on 08/15/2025), reducing beneficial ownership from the pre-sale level
• Significant reduction in holdings from implied pre-sale holdings to 102,998.3104 shares after the reported transactions

Insights

Financial Analyst

TL;DR: Routine insider sales totaling 18,327 shares in mid-August 2025; no derivatives reported.

The Form 4 discloses two open-market dispositions by Steve B. Thompson for a combined 18,327 shares: 11,687 on 08/13/2025 at a weighted-average $31.09 and 6,640 on 08/15/2025 at $32.68. Shareholdings declined from 127,965.3104 implied pre-sales to 102,998.3104 after the second sale. The filing is transparent about price ranges and contains no derivative activity, indicating these are straightforward sales rather than option exercises or hedging transactions. Impact appears routine and informational for investors monitoring insider activity.

Corporate Governance Expert

TL;DR: Disclosure is compliant and clear; sales were reported by attorney-in-fact and include price-range clarification.

The Form 4 meets disclosure expectations by stating exact share counts, transaction dates, and a weighted-average price with an explicit price-range explanation. It identifies Thompson's role as PrimeLending President and CEO and notes his officer/director status. The signature by an attorney-in-fact is properly presented. From a governance perspective, the filing raises no procedural concerns; it documents insider selling but provides the requisite transparency for shareholder oversight.

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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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^*

Thompson Steve 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)
	PrimeLending President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
08/13/2025

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	08/13/2025		S		11,687	D	$31.09(1)	109,638.3104	D
Common Stock	08/15/2025		S		6,640	D	$32.68	102,998.3104	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 sales price reported is a weighted average price. The shares were sold in multiple transactions at prices ranging from $31.00 to $31.19, 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:

	/s/ Corey G. Prestidge, Attorney-in-Fact for Steve B Thompson	09/29/2025
	** 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 transactions did Steve B. Thompson report for HTH?

He reported two open-market sales: 11,687 shares on 08/13/2025 (weighted-average $31.09) and 6,640 shares on 08/15/2025 at $32.68.

How many Hilltop Holdings (HTH) shares does Thompson own after these transactions?

The Form 4 reports 102,998.3104 shares beneficially owned following the 08/15/2025 sale.

Were any derivatives or option transactions reported by the reporting person?

No. Table II indicates no derivative securities were acquired or disposed of in this filing.

What price range was disclosed for the 08/13/2025 sale?

The filing states the 08/13/2025 sales were at prices ranging from $31.00 to $31.19, with a weighted-average of $31.09.

Who signed the Form 4 and when was it signed?

The Form 4 is signed by Corey G. Prestidge, Attorney-in-Fact for Steve B. Thompson with a signature date of 09/29/2025.

What is Thompson's role at Hilltop Holdings as stated on the form?

He is reported as a Director and an Officer (PrimeLending President and CEO) of Hilltop Holdings Inc.