[Form 4] Hilltop Holdings Inc. Insider Trading Activity

Rhea-AI Filing Summary

Hilltop Holdings Inc. (HTH) Chief Accounting Officer Keith Bornemann purchased 70 shares of common stock under the company's Employee Stock Purchase Plan for the purchase period July 1, 2025 through September 30, 2025. The shares were purchased at $30.08, which the filer states equals 90% of the closing price on September 30, 2025, per the ESPP terms. After the purchase the filing reports 10,892.02 shares beneficially owned by the reporting person. The Form 4 was signed on October 3, 2025 and reflects a routine employee-plan purchase by an officer.

Positive

• Officer participation in ESPP aligns management incentives with shareholders
• Purchase used ESPP discount at $30.08 (90% of the 9/30/2025 close)
• Transaction is routine and reported timely with a signed Form 4 on 10/03/2025

Negative

• None.

Insights

Corporate Governance Analyst

Officer acquired a small ESPP stake; routine insider participation.

The transaction shows the Chief Accounting Officer used the Employee Stock Purchase Plan to buy 70 shares at $30.08, consistent with an automatic payroll/plan purchase rather than an open-market trade. This is a standard, non-discretionary benefit many companies offer to employees.

Such purchases modestly increase insider alignment with shareholders but are not material to control or voting outcomes given the reported 10,892.02 shares held. Monitor periodic Section 16 filings for any larger, discretionary transactions within Q4 2025.

Compensation & Equity Analyst

ESPP purchase reflects plan mechanics: discount applied to closing price.

The filing explains the purchase price was set at 90% of the September 30, 2025 closing price, a common ESPP feature that provides employees a modest discount. The reported execution date is October 1, 2025 for the acquisition covering the July–September offering period.

From a compensation perspective, this transaction is cash-paid and dilutive impact is negligible given the small share count. Watch future filings for aggregate ESPP participation trends or any grants that materially change dilution over the next 12 months.

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^*

Bornemann Keith E.

(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 Accounting Officer

3. Date of Earliest Transaction (Month/Day/Year)
10/01/2025

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	10/01/2025		A		70(1)	A	$30.08(2)	10,892.02	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. Shares acquired pursuant to the Hilltop Holdings Inc. (the "Issuer") Employee Stock Purchase Plan ("ESPP") for the ESPP purchase period of July 1, 2025 through September 30, 2025.

2. In accordance with the ESPP, these shares were purchased based on 90% of the closing price of the Issuer's stock on September 30, 2025.

Remarks:

	/s/ KEITH BORNEMANN	10/03/2025
	** 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 did Hilltop Holdings (HTH) insider Keith Bornemann purchase?

He purchased 70 shares of common stock under the company's ESPP for the July 1–September 30, 2025 period.

At what price were the HTH shares bought under the ESPP?

The shares were purchased at $30.08, stated as 90% of the closing price on September 30, 2025.

How many HTH shares does the reporting person own after the transaction?

The filing reports 10,892.02 shares beneficially owned following the purchase.

When was the Form 4 for this HTH transaction filed and signed?

The reporting person signed the Form 4 on October 3, 2025, with the transaction dated October 1, 2025.

Was this purchase part of a standard company plan?

Yes. The filing states the shares were acquired under the company's Employee Stock Purchase Plan for the specified offering period.