[Form 4] Hilltop Holdings Inc. Insider Trading Activity

Rhea-AI Filing Summary

Steve B. Thompson, PrimeLending President and CEO and a director of Hilltop Holdings Inc. (HTH), reported an acquisition of 732 shares of Hilltop common stock on 04/01/2021 under the companys Employee Stock Purchase Plan (ESPP). The shares were purchased for $30.72 per share, representing 90% of the closing price on March 31, 2021, as provided by the ESPP. Following the transaction the filing lists 44,696.5467 shares beneficially owned by Thompson. The Form 4 was signed by an attorney-in-fact on behalf of Thompson on 09/26/2025.

Insights

Financial Analyst

TL;DR Insider participation via the ESPP shows routine executive equity accumulation but is not material to valuation.

The reported purchase of 732 shares via the ESPP at a 10% discount is a standard, non-discretionary compensation-related acquisition and typically signals routine management alignment with shareholder interests. The transaction size is small relative to the reported beneficial ownership figure of 44,696.5467 shares. There is no indication of other contemporaneous transactions or material change in ownership percentage. Impact on Hilltops capitalization and control appears immaterial.

Corporate Governance Expert

TL;DR Transaction complies with ESPP terms and governance disclosure; no governance red flags present.

The Form 4 discloses an ESPP purchase executed at the plans discounted purchase price and is properly reported under Section 16(a). The filing names the reporting persons role and uses an attorney-in-fact signature consistent with governance practices. There are no indications of accelerated share-based awards, sales, or related-party transfers that would raise compliance concerns.

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)
04/01/2021

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	04/01/2021		A		732(1)	A	$30.72(2)	44,696.5467	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 January 1, 2021 through March 31, 2021.

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, 2021.

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 did Steve B. Thompson report on Form 4 for HTH?

He reported acquiring 732 shares of Hilltop common stock on 04/01/2021 under the companys ESPP.

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

The shares were purchased at $30.72 per share, equal to 90% of the March 31, 2021 closing price as specified by the ESPP.

How many Hilltop shares does Thompson beneficially own after this transaction?

The Form 4 reports 44,696.5467 shares beneficially owned following the reported transaction.

What is Thompsons relationship to Hilltop Holdings (HTH)?

He is listed as a Director and the PrimeLending President and CEO, and the Form indicates he is an officer of the issuer.

Who signed the Form 4 and when?

The filing is signed by Corey G. Prestidge, Attorney-in-Fact for Steve B. Thompson on 09/26/2025.