[Form 4] Hilltop Holdings Inc. Insider Trading Activity

Rhea-AI Filing Summary

Steve B. Thompson, Director and President and CEO of PrimeLending, reported a non-derivative acquisition in Hilltop Holdings Inc. (HTH). On 08/25/2023 (deemed executed 08/28/2023) Mr. Thompson acquired 211.0395 shares of Hilltop common stock through dividend reinvestment at a reported price of $0.00. After the transaction his beneficial ownership increased to 83,410.6239 shares. The Form 4 was signed by an attorney-in-fact, Corey G. Prestidge, with a signature date of 09/26/2025.

The filing shows a routine reinvestment of dividends resulting in a modest increase in shares held by an insider; no derivative transactions or cash purchases are reported in this Form 4.

Positive

• Insider increased ownership through dividend reinvestment, adding 211.0395 shares
• Clear disclosure of transaction dates and resulting beneficial ownership (83,410.6239 shares)
• No derivative or option activity reported on this Form 4, reducing complexity

Negative

• None.

Insights

Securities Analyst

TL;DR: Insider increased holdings modestly via dividend reinvestment, raising beneficial ownership to 83,410.6239 shares.

The reported acquisition of 211.0395 shares was accomplished through dividend reinvestment, recorded with a $0.00 price, which is consistent with distribution-reinvestment mechanics rather than an open-market purchase. The transaction does not change the investor control picture materially given the modest share count relative to typical institutional stakes. No derivative activity is reported on this Form 4, limiting complexity for immediate valuation or dilution concerns.

Corporate Governance Expert

TL;DR: Routine Section 16 filing documents an insider dividend reinvestment; signed by attorney-in-fact.

The filing identifies the reporting person as a Director and an Officer and discloses the mechanism of acquisition as dividend reinvestment. The presence of an attorney-in-fact signature is permissible and documented. There are no indications in this Form 4 of unusual compensation, option exercises, or related-party transfers that would raise governance flags. The disclosure is narrowly focused and specific to the single non-derivative event.

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

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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)
08/25/2023

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	08/25/2023	08/28/2023	A		211.0395(1)	A	$0.00	83,410.6239	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 reinvestment of dividends.

Remarks:

	/s/ Corey G. Prestidge, Attorney-in-Fact for Steve B Thompson	09/26/2025
	** 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 transaction did Steve B. Thompson report on Form 4 for HTH?

He reported acquiring 211.0395 shares of Hilltop Holdings common stock via dividend reinvestment on 08/25/2023 (deemed executed 08/28/2023).

How many Hilltop (HTH) shares does Steve B. Thompson beneficially own after the transaction?

The Form 4 reports 83,410.6239 shares beneficially owned following the transaction.

What price was reported for the shares acquired by Steve B. Thompson?

The reported price for the shares acquired via dividend reinvestment is shown as $0.00 on the Form 4.

Was the Form 4 signed directly by Steve B. Thompson?

No; the signature block shows the form was signed by Corey G. Prestidge, Attorney-in-Fact for Steve B. Thompson on 09/26/2025.

Does the Form 4 report any derivative transactions or option exercises for HTH?

No. Table II (derivative securities) contains no reported derivative transactions in this filing.