Hilltop Holdings Inc SEC Filings

HTH filed a Form 144 notice reporting proposed resales of common stock. The filing lists a broker, Morgan Stanley Smith Barney LLC, and shows a proposed quantity of 2,000 shares with an aggregate dollar figure of $76,000.00 and an identifier 58530197, with a filing/date entry of 05/05/2026. The excerpt also lists planned sales tied to an Employee Stock Purchase Plan and Restricted Stock on several dates with quantities of 55, 53, 1,252, and 640.

Hilltop Holdings Inc. director Stephen H. Haworth filed an initial Form 3, which is a required statement of his beneficial ownership when he becomes subject to insider reporting rules. The filing does not list any buy, sell, or other share transactions and contains no derivative holdings.

Hilltop Holdings Inc. director Dana L. Bober filed an initial Form 3, which is a required statement of beneficial ownership for new insiders. This filing does not list any buy or sell transactions and simply establishes Bober’s status and reporting obligations as a director of Hilltop Holdings Inc.

Hilltop Holdings is asking stockholders to elect thirteen directors, approve on a non-binding basis its executive compensation, and ratify PricewaterhouseCoopers LLP as independent auditor at the 2026 annual meeting on July 23, 2026, held virtually for stockholders of record on April 27, 2026.

The proxy describes an unclassified board with a lead independent director, majority independence, and active audit, compensation, risk and other committees. New independent directors Dana Bober and Stephen Haworth joined in 2026, restoring NYSE majority-independence after 2025 resignations.

For 2025, Hilltop reported net income of $166 million, a 1.10% return on average assets and 7.60% return on average equity on $15.8 billion of year‑end assets. The company returned $229 million to stockholders through dividends and repurchases, including $184 million of buybacks, and redeemed $200 million of higher‑coupon debt while maintaining a 19.70% Common Equity Tier 1 capital ratio.

Named executive officer pay is heavily performance‑based, with base salaries unchanged for 2025 and more than 80% of the CEO’s target compensation variable. Annual incentives depend primarily on net income and strategic goals, and long‑term incentives are split between performance‑based and time‑based restricted stock units tied to three‑year EPS and relative total shareholder return. Following a 42% 2025 say‑on‑pay approval, the board expanded stockholder outreach, enhanced proxy disclosure, and the CEO elected to forgo his 2025 cash bonus.

Hilltop Holdings Inc. announced that its Board of Directors appointed Dana Bober and Stephen Haworth as new independent directors. Both will serve on key board committees, with Bober joining the Audit Committee and Haworth joining both the Audit and Compensation Committees.

Bober brings 30 years of audit and financial services experience, including senior leadership roles at Ernst & Young. Haworth contributes 20 years of private equity chief financial officer experience and currently serves as Vice Chairman of Flexpoint Ford LLC. In connection with their appointments, each will receive restricted stock units valued at $200,000, which will cliff vest on the third anniversary of their appointment on April 23, 2029.

Hilltop Holdings Inc. reported net income of $39.0 million for the quarter ended March 31, 2026, down from $44.5 million a year earlier. Earnings per diluted share were $0.64, compared with $0.65 in the prior-year quarter.

Total interest income was $184.3 million and net interest income rose to $112.1 million, helped by lower deposit and borrowing costs and a smaller credit loss provision of $1.8 million versus $9.3 million last year. Noninterest income declined to $188.4 million, mainly because other income fell sharply, while mortgage-related and brokerage revenues increased.

Noninterest expenses were stable at $248.3 million, producing pre-tax income of $50.4 million. Total assets were $15.7 billion, loans held for investment were $8.43 billion, and deposits were $10.53 billion, reflecting modest balance sheet contraction and continued share repurchases and dividends.

Hilltop Holdings Inc. has furnished an earnings presentation for the quarter ended March 31, 2026 as Exhibit 99.1 to a current report. The presentation is being provided under a Regulation FD disclosure, meaning it is intended to share information broadly with the market.

The company plans to use this first quarter 2026 earnings presentation in meetings with investors and analysts, including during a webcast scheduled for April 24, 2026 at 8:00 a.m. Central Time.

Hilltop Holdings Inc. reported first quarter 2026 income attributable to common stockholders of $37.8 million, or $0.64 per diluted share, compared with $42.1 million, or $0.65, in the first quarter of 2025. Return on average assets was 1.02% and return on average stockholders’ equity was 7.12%.

The Board declared a quarterly cash dividend of $0.20 per common share, payable on May 22, 2026, to stockholders of record on May 8, 2026. Hilltop repurchased 1,238,216 common shares for $47.5 million at an average price of $38.40 under its 2026 repurchase program. Management highlighted improved year-over-year results across banking, broker-dealer and mortgage origination, including a consolidated net interest margin of 3.13% and broker-dealer pre-tax margin of 12.7% on $116.1 million of net revenue, while warning that economic and rate uncertainty are expected to continue to pressure operating results through 2026.

Hilltop Holdings Inc. executive Steve B. Thompson, PrimeLending President and CEO, acquired 697 shares of common stock through the company’s Employee Stock Purchase Plan for the period from January 1, 2026 through March 31, 2026. The shares were purchased at 90% of the closing price on March 31, 2026, at an effective price of $32.24 per share. Following this routine plan-based acquisition, Thompson directly holds 106,388.305 shares of Hilltop common stock.