How does the Hilltop Holdings (HTH) Employee Stock Purchase Plan determine the share price?

Under Hilltop Holdings’ Employee Stock Purchase Plan, the filing states that ESPP shares for this period were purchased at 90% of the March 31, 2026 closing price. This discount mechanism allows eligible employees, including executives, to acquire company stock below the prevailing market closing price on that date.

Hilltop Holdings (HTH) CEO adds 697 shares via ESPP purchase

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Hilltop Holdings Inc. executive Martin Bradley Winges, Hilltop Securities CEO, acquired additional company stock through an employee program. He received 697 shares of common stock under the Hilltop Holdings Inc. Employee Stock Purchase Plan for the purchase period from January 1, 2026 through March 31, 2026.

The shares were purchased at $32.24 per share, which the plan set at 90% of the closing price of Hilltop’s stock on March 31, 2026. After this ESPP acquisition, Winges directly holds a total of 84,850.2248 shares of Hilltop common stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Winges Martin Bradley

Role Hilltop Securities CEO

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	697	$32.24	$22K

Holdings After Transaction: Common Stock — 84,850.225 shares (Direct)

Footnotes (1)

Shares acquired pursuant to the Hilltop Holdings Inc. (the "Issuer") Employee Stock Purchase Plan ("ESPP") for the ESPP purchase period of January 1, 2026 through March 31, 2026. In accordance with the ESPP, these shares were purchased based on 90% of the closing price of the Issuer's stock on March 31, 2026.

Key Figures

Shares acquired: 697 shares Purchase price per share: $32.24 per share Total shares after transaction: 84,850.2248 shares +2 more

5 metrics

Shares acquired 697 shares Common stock acquired under ESPP for period Jan 1–Mar 31, 2026

Purchase price per share $32.24 per share ESPP acquisition price based on March 31, 2026 closing price

Total shares after transaction 84,850.2248 shares Direct Hilltop common stock holdings following ESPP acquisition

ESPP discount 90% of closing price ESPP shares purchased at 90% of March 31, 2026 closing price

ESPP purchase period January 1, 2026–March 31, 2026 Period during which ESPP contributions accumulated for this purchase

Key Terms

Employee Stock Purchase Plan, ESPP, closing price

3 terms

Employee Stock Purchase Plan financial

"Shares acquired pursuant to the Hilltop Holdings Inc. (the "Issuer") Employee Stock Purchase Plan ("ESPP")"

An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.

ESPP financial

"In accordance with the ESPP, these shares were purchased based on 90% of the closing price"

An Employee Stock Purchase Plan (ESPP) is a company program that lets employees buy the company’s shares at a reduced price, usually by setting aside a small portion of their pay over time. It matters to investors because it encourages employees to own part of the business—like giving staff a discounted membership— which can boost commitment and performance, while also potentially increasing the number of shares available and affecting shareholder value.

closing price financial

"purchased based on 90% of the closing price of the Issuer's stock on March 31, 2026"

Form 4 Insider Transactions: What Each Field Means →

04/02/2026 - 06:49 PM

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^*

Winges Martin Bradley

(Last)

(First)

(Middle)

6565 HILLCREST AVENUE

(Street)

DALLAS

TEXAS

75205

(City)

(State)

(Zip)

UNITED STATES

(Country)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026

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

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	04/01/2026		A		697⁽¹⁾	A	$32.24⁽²⁾	84,850.2248	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

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 January 1, 2026 through March 31, 2026.

2. In accordance with the ESPP, these shares were purchased based on 90% of the closing price of the Issuer's stock on March 31, 2026.

Remarks:

	Martin Bradley Winges	04/02/2026
	** 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.
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Hilltop Holdings (HTH) report for Martin Bradley Winges?

Hilltop Holdings reported that Hilltop Securities CEO Martin Bradley Winges acquired 697 shares of common stock through the company’s Employee Stock Purchase Plan. These shares relate to the plan purchase period running from January 1, 2026 through March 31, 2026, and increase his direct ownership stake.

At what price were the new Hilltop Holdings (HTH) shares acquired under the ESPP?

The 697 Hilltop Holdings shares were acquired at a price of $32.24 per share under the Employee Stock Purchase Plan. According to the filing, this purchase price reflects 90% of Hilltop’s closing stock price on March 31, 2026, as specified in the ESPP terms.

How many Hilltop Holdings (HTH) shares does Martin Bradley Winges own after this Form 4 transaction?

Following the Employee Stock Purchase Plan acquisition, Martin Bradley Winges directly owns a total of 84,850.2248 shares of Hilltop Holdings common stock. This total includes the newly acquired 697 shares and reflects his current direct equity position as reported in the Form 4 insider filing.

What is the role of Martin Bradley Winges at Hilltop Holdings (HTH) in this insider filing?

In this insider filing, Martin Bradley Winges is identified as an officer of Hilltop Holdings, serving as Hilltop Securities CEO. The reported transaction involves his personal ESPP participation, showing additional direct ownership of Hilltop’s common stock accumulated through the company’s employee stock purchase program.