[Form 4] Hilltop Holdings Inc. Insider Trading Activity

Rhea-AI Filing Summary

The filing reports that Steve B. Thompson, PrimeLending President and CEO and a director of Hilltop Holdings Inc. (HTH), disposed of 1,139 shares of Hilltop common stock on 04/14/2020 at a price of $16.44 per share. After the transaction he beneficially owned 34,002 shares directly. The sale reflects shares withheld by the issuer to satisfy tax withholding for the vesting of 2,893 time‑based restricted stock units awarded on April 14, 2017. The form is signed by an attorney‑in‑fact on behalf of Mr. Thompson on 09/26/2025.

Insights

Corporate Governance Expert

TL;DR: Routine tax withholding on vested RSUs led to a small disposal; not a signal of major ownership change.

The reported disposal of 1,139 shares at $16.44 per share is identified as shares withheld to cover tax obligations from the vesting of 2,893 time‑based RSUs granted in 2017. This is a common administrative transaction after vesting and does not indicate an open‑market sale initiated by the officer. Post‑transaction direct beneficial ownership of 34,002 shares remains intact. From a governance perspective, the filing documents compliance with Section 16 reporting and shows neither new grants nor additional open‑market trades in this filing.

Securities Analyst

TL;DR: Transaction is administrative (tax withholding) and unlikely to materially affect investor outlook.

The 1,139‑share disposition corresponds to withholding tied to the vesting of 2,893 RSUs, implying roughly 39% of the vested shares were withheld for taxes in this instance. The transaction date is 04/14/2020 and the per‑share price reported is $16.44. The filing does not show any exercise of options, grants, or other open‑market sales. For investors, this is informational about insider holdings but not a material corporate 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

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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)
04/14/2020

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	04/14/2020		F		1,139(1)	D	$16.44	34,002	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. Represents shares of common stock withheld by the issuer to satisfy tax withholding obligations in connection with the vesting of 2,893 time-based restricted stock units awarded on April 14, 2017.

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 change in Hilltop Holdings (HTH) insider ownership is reported by Steve B. Thompson?

The filing reports a disposition of 1,139 shares, after which Mr. Thompson directly beneficially owned 34,002 shares.

Why were 1,139 shares disposed of according to the Form 4?

The shares were withheld by the issuer to satisfy tax withholding obligations related to the vesting of 2,893 time‑based restricted stock units awarded on April 14, 2017.

When did the reported transaction occur and at what price?

The transaction date is 04/14/2020 and the reported price per share is $16.44.

Who signed the Form 4 on behalf of Steve B. Thompson and when?

The form is signed by Corey G. Prestidge, Attorney‑in‑Fact for Steve B Thompson dated 09/26/2025.

Does the Form 4 show any derivative transactions or new grants?

No. Table II for derivative securities contains no reported acquisitions, dispositions, or grants in this filing.