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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 29, 2026

Hilltop Holdings Inc.

(Exact name of registrant as specified in its charter)


Maryland	1-31987	84-1477939
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)


6565 Hillcrest Avenue
Dallas, Texas		75205
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (214) 855-2177

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to section 12(b) of the Act:

Title of each class

Trading symbol

Name of each exchange on which registered

Common Stock, par value $0.01 per share

HTH

New York Stock Exchange

NYSE Texas

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b–2 of the Securities Exchange Act of 1934.

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Section 2 – Financial Information

Item 2.02 Results of Operations and Financial Condition.

On January 29, 2026, Hilltop Holdings Inc., or the Company, issued a press release announcing its results of operations and financial condition as of and for the three months and year ended December 31, 2025. The text of the release is set forth in Exhibit 99.1 attached to this Current Report on Form 8-K and is incorporated herein by reference.

The information in this Item (including Exhibit 99.1) is being furnished pursuant to Item 2.02 and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as expressly set forth in such filing.

Section 8 – Other Events

Item 8.01 Other Events.

On January 29, 2026, the Board of Directors of the Company declared a quarterly cash dividend of $0.20 per common share, payable on February 27, 2026, to stockholders of record as of the close of business on February 13, 2026.

Additionally, on January 29, 2026, the Board of Directors of the Company authorized a new stock repurchase program through January 2027. Under the program, the Company is authorized to repurchase, in the aggregate, up to $125.0 million of its outstanding common stock in the open market or through privately negotiated transactions as permitted under Rule 10b-18 promulgated under the Securities Exchange Act of 1934. The extent to which the Company repurchases its shares and the timing of such repurchases will depend upon market conditions and other corporate considerations, as determined by the Company’s management team. The purchases will be funded from available cash balances.

Forward-Looking Statements

This Current Report on Form 8-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the Company’s actual results, performance or achievements to be materially different from any future results, performance or achievements anticipated in such statements. Forward-looking statements speak only as of the date they are made and, except as required by law, the Company does not assume any duty to update forward-looking statements. Such forward-looking statements include, but are not limited to, statements concerning the Company’s plans, objectives, strategies, expectations, intentions and other statements that are not statements of historical fact, and may be identified by words such as “aim,” “anticipates,” “believes,” “building,” “continue,” “could,” “drive,” “estimates,” “expects,” “extent,” “focus,” “forecasts,” “goal,” “guidance,” “intends,” “may,” “might,” “outlook,” “plan,” “position,” “probable,” “progressing,” “projects,” “prudent,” “seeks,” “should,” “steady,” “target,” “view,” “will,” “working” or “would” or the negative of these words and phrases or similar words or phrases. For a list of factors that could cause actual results to differ materially from those set forth in the forward-looking statements, see the risk factors described in the Company’s most recent Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q and other reports that are filed with the Securities and Exchange Commission. All forward-looking statements are qualified in their entirety by this cautionary statement.

Section 9 – Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits.

(a)

Financial statements of businesses acquired.

Not applicable.

(b)

Pro forma financial information.

Not applicable.

(c)

Shell company transactions.

Not applicable.

(d)

Exhibits.

The following exhibit(s) are filed or furnished, depending on the relevant item requiring such exhibit, in accordance with the provisions of Item 601 of Regulation S-K and Instruction B.2 to this form.


Exhibit Number		Description of Exhibit
99.1		Press Release issued January 29, 2026 (furnished pursuant to Item 2.02).

104		Cover Page Interactive File (formatted as Inline XBRL).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


		Hilltop Holdings Inc.,
		a Maryland corporation


Date:	January 29, 2026	By:	/s/ COREY PRESTIDGE
		Name:	Corey G. Prestidge
		Title:	Executive Vice President,
			General Counsel & Secretary

EX-99.1 2 hth-20260129xex99d1.htm EX-99.1

Exhibit 99.1

	Investor Relations Contact:
	Matt Dunn
	214-525-4636
	mdunn@hilltop.com

Hilltop Holdings Inc. Announces Financial Results for Fourth Quarter and Full Year 2025

DALLAS — (BUSINESS WIRE) January 29, 2026 — Hilltop Holdings Inc. (NYSE: HTH) (“Hilltop”) today announced financial results for the fourth quarter and full year 2025. Hilltop produced income attributable to common stockholders of $41.6 million, or $0.69 per diluted share, for the fourth quarter of 2025, compared to $35.5 million, or $0.55 per diluted share, for the fourth quarter of 2024. Income attributable to common stockholders for the full year 2025 was $165.6 million, or $2.64 per diluted share, compared to $113.2 million, or $1.74 per diluted share, for the full year 2024.

Hilltop also announced that its Board of Directors declared a quarterly cash dividend of $0.20 per common share, an 11% increase from the prior quarter, payable on February 27, 2026 to all common stockholders of record as of the close of business on February 13, 2026. Additionally, the Hilltop Board of Directors authorized a new stock repurchase program through January 2027, under which Hilltop may repurchase, in the aggregate, up to $125.0 million of its outstanding common stock. During the fourth quarter of 2025, Hilltop paid $60.8 million to repurchase an aggregate of 1,799,995 shares of its common stock at an average price of $33.77 per share. During 2025, Hilltop paid $184.0 million to repurchase an aggregate of 5,705,205 shares of its common stock at an average price of $32.26 per share pursuant to the 2025 stock repurchase program. These repurchased shares were returned to the pool of authorized but unissued shares of common stock.

The extent of the impact of uncertain economic conditions on our financial performance during 2026 will depend in part on developments outside of our control including, among others, the timing and significance of further changes in U.S. Treasury yields and mortgage interest rates, changes in funding costs, inflationary pressures, changes in the political environment, the impact of tariffs and reciprocal tariffs, and international armed conflicts and their impact on supply chains.

Jeremy B. Ford, Chairman, President and CEO of Hilltop, said, “2025 was a strong year for Hilltop from a financial, operational and capital management perspective. Within each line of business, and on a consolidated basis, pre-tax results improved versus the prior year. Further, Hilltop was able to execute successfully on a number of key initiatives across the company, while returning $231 million to stockholders via dividends and share repurchases.

“During 2025, PlainsCapital Bank produced healthy core loan and deposit growth while delivering a 1.17% return on average assets. PrimeLending, in the face of a continued challenging home-buying market, reduced pre-tax losses by 48% as the company made further operational efficiency improvements. HilltopSecurities capitalized on a strong year from its Structured Finance, Wealth Management and Public Finance business lines to deliver $501 million in net revenue with a pre-tax margin of 13.5%. As we move into 2026, we remain focused on delivering sound results while prudently managing capital.”

Fourth Quarter 2025 Highlights for Hilltop:

●

The provision for credit losses was $7.8 million during the fourth quarter of 2025, compared to a reversal of credit losses of $2.5 million in the third quarter of 2025 and a reversal of credit losses of $5.9 million in the fourth quarter of 2024;

o

The provision for credit losses during the fourth quarter of 2025 was primarily driven by a build in the allowance related to specific reserves and higher net charge-offs, changes in the U.S. economic outlook associated with collectively evaluated loans within the banking segment since the prior quarter.

●

For the fourth quarter of 2025, net gains from sale of loans and other mortgage production income and mortgage loan origination fees was $76.2 million, compared to $73.7 million in the fourth quarter of 2024, a 3.4% increase;

o

Mortgage loan origination production volume was $2.4 billion during the fourth quarter of 2025, compared to $2.3 billion during the fourth quarter of 2024;

o

Net gains from mortgage loans sold to third parties, including broker fee income, increased to 250 basis points during the fourth quarter of 2025, compared to 239 basis points in the third quarter of 2025.

●

Hilltop’s consolidated annualized return on average assets and return on average stockholders’ equity for the fourth quarter of 2025 were 1.09% and 7.60%, respectively, compared to 0.92% and 6.50%, respectively, for the fourth quarter of 2024;

●

Hilltop’s book value per common share increased to $36.42 at December 31, 2025, compared to $35.69 at September 30, 2025;

●

Hilltop’s total assets were $15.8 billion and $15.6 billion at December 31, 2025 and September 30, 2025, respectively;

●

Loans1, net of allowance for credit losses, were $7.9 billion and $7.8 billion at December 31, 2025 and September 30, 2025, respectively;

●

Non-accrual loans were $53.4 million, or 0.58% of total loans, at December 31, 2025, compared to $68.3 million, or 0.75% of total loans, at September 30, 2025;

●

Loans held for sale increased by 11.9% from September 30, 2025 to $950.1 million at December 31, 2025;

●

Total deposits2 were $10.9 billion and $10.7 billion at December 31, 2025 and September 30, 2025, respectively;

●

Hilltop maintained strong capital levels with a Tier 1 Leverage Ratio3 of 12.78% and a Common Equity Tier 1 Capital Ratio of 19.70% at December 31, 2025;

●

Hilltop’s consolidated net interest margin4 decreased to 3.02% for the fourth quarter of 2025, compared to 3.06% in the third quarter of 2025;

●

For the fourth quarter of 2025, noninterest income was $217.4 million, compared to $195.6 million in the fourth quarter of 2024, an 11.1% increase;

●

For the fourth quarter of 2025, noninterest expense was $268.9 million, compared to $262.8 million in the fourth quarter of 2024, a 2.3% increase; and

●

Hilltop’s effective tax rate was 19.2% during the fourth quarter of 2025, compared to 14.2% during the same period in 2024.

o

The effective tax rate for the fourth quarter of 2025 was lower than the applicable statutory rate primarily due to the impact of investments in tax-exempt instruments, state refund claims and return to provision activity, partially offset by nondeductible expenses, nondeductible compensation expense and other permanent adjustments.

1 “Loans” reflect loans held for investment excluding broker-dealer margin loans, net of allowance for credit losses, of $344.5 million and $325.3 million at December 31, 2025 and September 30, 2025, respectively.

Total deposits at December 31, 2025 included estimated uninsured deposits of $5.9 billion, or approximately 54% of total deposits, while estimated uninsured deposits, excluding collateralized deposits of $693.9 million and internal accounts of $302.8 million, were $4.9 billion, or approximately 45% of total deposits.

3	Based on the end of period Tier 1 capital divided by total average assets during the quarter, excluding goodwill and intangible assets.

4 Net interest margin is defined as net interest income divided by average interest-earning assets.

Consolidated Financial and Other Information


Consolidated Balance Sheets	December 31,		September 30,		June 30,		March 31,		December 31,
(in 000's)	2025		2025		2025		2025		2024
Cash and due from banks	$	1,231,944	$	1,277,283	$	982,488	$	1,702,623	$	2,298,977
Federal funds sold		650		650		650		650		650
Assets segregated for regulatory purposes		20,211		5,050		47,158		88,451		70,963
Securities purchased under agreements to resell		55,977		78,909		93,878		99,099		88,728
Securities:
Trading, at fair value		617,408		574,434		675,757		647,158		524,916
Available for sale, at fair value, net (1)		1,491,048		1,443,612		1,408,347		1,405,170		1,396,549
Held to maturity, at amortized cost, net (1)		728,329		755,012		771,641		762,369		737,899
Equity, at fair value		265		248		4,996		286		297
		2,837,050		2,773,306		2,860,741		2,814,983		2,659,661
Loans held for sale		950,142		849,357		979,875		818,328		858,665
Loans held for investment, net of unearned income		8,311,952		8,227,194		8,061,204		7,966,777		7,950,551
Allowance for credit losses		(91,537)		(95,168)		(97,961)		(106,197)		(101,116)
Loans held for investment, net		8,220,415		8,132,026		7,963,243		7,860,580		7,849,435

Broker-dealer and clearing organization receivables		1,588,882		1,519,005		1,469,628		1,450,077		1,452,366
Premises and equipment, net		132,820		136,830		139,179		143,957		148,245
Operating lease right-of-use assets		83,757		87,464		88,050		93,451		90,563
Mortgage servicing assets		17,491		12,273		7,887		6,903		5,723
Other assets		432,603		459,588		455,930		459,774		470,073
Goodwill		267,447		267,447		267,447		267,447		267,447
Other intangible assets, net		5,605		5,862		6,119		6,376		6,633
Total assets	$	15,844,994	$	15,605,050	$	15,362,273	$	15,812,699	$	16,268,129

Deposits:
Noninterest-bearing	$	2,831,919	$	2,766,155	$	2,790,958	$	2,859,828	$	2,768,707
Interest-bearing		8,046,161		7,909,316		7,600,599		7,972,138		8,296,615
Total deposits		10,878,080		10,675,471		10,391,557		10,831,966		11,065,322
Broker-dealer and clearing organization payables		1,518,503		1,445,280		1,461,683		1,446,886		1,331,902
Short-term borrowings		676,882		680,979		734,508		705,008		834,023
Securities sold, not yet purchased, at fair value		37,955		65,119		59,766		63,171		57,234
Notes payable		148,587		148,530		148,475		198,043		347,667
Operating lease liabilities		100,155		104,134		104,972		110,815		109,103
Other liabilities		287,226		269,297		234,467		227,988		304,566
Total liabilities		13,647,388		13,388,810		13,135,428		13,583,877		14,049,817

Common stock		595		613		630		642		650
Additional paid-in capital		973,072		998,644		1,022,474		1,037,138		1,052,219
Accumulated other comprehensive loss		(79,877)		(87,254)		(94,748)		(100,654)		(111,497)
Retained earnings		1,274,611		1,276,539		1,270,286		1,262,586		1,248,593
Total Hilltop stockholders' equity		2,168,401		2,188,542		2,198,642		2,199,712		2,189,965
Noncontrolling interests		29,205		27,698		28,203		29,110		28,347
Total stockholders' equity		2,197,606		2,216,240		2,226,845		2,228,822		2,218,312
Total liabilities & stockholders' equity	$	15,844,994	$	15,605,050	$	15,362,273	$	15,812,699	$	16,268,129

(1)

At December 31, 2025, the amortized cost of the available for sale securities portfolio was $1,554,096, while the fair value of the held to maturity securities portfolio was $674,890.


	Three Months Ended						Year Ended
Consolidated Income Statements	December 31,		September 30,		December 31,		December 31,		December 31,
(in 000's, except per share data)	2025		2025		2024		2025		2024
Interest income:
Loans, including fees	$	133,546	$	135,773	$	131,726	$	525,804	$	544,505
Securities borrowed		17,753		21,175		17,492		75,281		77,785
Securities:
Taxable		25,088		25,452		29,212		101,133		107,007
Tax-exempt		3,509		3,512		2,944		12,721		10,186
Other		13,913		14,349		27,216		69,111		96,906
Total interest income		193,809		200,261		208,590		784,050		836,389

Interest expense:
Deposits		54,167		57,001		67,411		228,275		275,291
Securities loaned		16,020		19,430		16,407		67,848		72,614
Short-term borrowings		7,637		7,867		10,992		31,301		44,134
Notes payable		2,317		2,404		3,910		11,480		14,659
Other		1,141		1,171		4,386		4,440		11,893
Total interest expense		81,282		87,873		103,106		343,344		418,591

Net interest income		112,527		112,388		105,484		440,706		417,798
Provision for (reversal of) credit losses		7,824		(2,511)		(5,852)		7,311		941
Net interest income after provision for (reversal of) credit losses		104,703		114,899		111,336		433,395		416,857

Noninterest income (1):
Net gains from sale of loans and other mortgage production income		49,580		51,730		43,553		198,536		190,021
Mortgage loan origination fees		26,602		24,850		30,111		102,641		123,066
Principal transactions, commissions and fees		76,033		74,066		71,441		253,269		250,579
Investment banking, advisory and administrative fees		47,627		53,349		37,514		181,334		142,952
Other		17,518		13,812		12,971		105,361		64,338
Total noninterest income		217,360		217,807		195,590		841,141		770,956

Noninterest expense:
Employees' compensation and benefits		187,960		190,027		173,334		730,637		687,149
Occupancy and equipment, net		20,818		19,930		25,707		81,594		91,233
Professional services		12,386		12,681		12,791		40,001		44,437
Other		47,757		49,265		50,925		201,241		210,737
Total noninterest expense		268,921		271,903		262,757		1,053,473		1,033,556

Income before income taxes		53,142		60,803		44,169		221,063		154,257
Income tax expense		10,218		14,129		6,285		49,044		31,047
Net income		42,924		46,674		37,884		172,019		123,210
Less: Net income attributable to noncontrolling interest		1,340		856		2,365		6,428		9,997
Income attributable to Hilltop	$	41,584	$	45,818	$	35,519	$	165,591	$	113,213

Earnings per common share:
Basic	$	0.69	$	0.74	$	0.55	$	2.64	$	1.74
Diluted	$	0.69	$	0.74	$	0.55	$	2.64	$	1.74

Cash dividends declared per common share	$	0.18	$	0.18	$	0.17	$	0.72	$	0.68

Weighted average shares outstanding:
Basic		60,457		62,146		64,935		62,700		65,036
Diluted		60,498		62,168		64,943		62,709		65,046

(1)

During 2025, certain financial statement line items within the noninterest income section of the consolidated income statement were reclassified to better align disclosures to business activities. These reclassifications were applied retrospectively to all prior periods presented. Total noninterest income did not change as a result of these reclassifications.


	Three Months Ended December 31, 2025
Segment Results					Mortgage				All Other and		Hilltop
(in 000's)	Banking		Broker-Dealer		Origination		Corporate		Eliminations		Consolidated
Net interest income (expense)	$	99,737	$	12,892	$	(2,184)	$	309	$	1,773	$	112,527
Provision for (reversal of) credit losses		7,927		(103)		—		—		—		7,824
Noninterest income		12,355		125,482		76,245		5,305		(2,027)		217,360
Noninterest expense		60,668		112,974		79,276		16,239		(236)		268,921
Income (loss) before taxes	$	43,497	$	25,503	$	(5,215)	$	(10,625)	$	(18)	$	53,142


	Year Ended December 31, 2025
Segment Results					Mortgage				All Other and		Hilltop
(in 000's)	Banking		Broker-Dealer		Origination		Corporate		Eliminations		Consolidated
Net interest income (expense)	$	382,052	$	50,272	$	(7,934)	$	(283)	$	16,599	$	440,706
Provision for (reversal of) credit losses		7,335		(24)		—		—		—		7,311
Noninterest income		46,058		450,754		310,876		51,137		(17,684)		841,141
Noninterest expense		227,601		433,463		320,463		73,089		(1,143)		1,053,473
Income (loss) before taxes	$	193,174	$	67,587	$	(17,521)	$	(22,235)	$	58	$	221,063


	Three Months Ended December 31, 2024
Segment Results					Mortgage				All Other and		Hilltop
(in 000's)	Banking		Broker-Dealer		Origination		Corporate		Eliminations		Consolidated
Net interest income (expense)	$	94,946	$	12,046	$	(3,627)	$	(3,277)	$	5,396	$	105,484
Provision for (reversal of) credit losses		(5,665)		(187)		—		—		—		(5,852)
Noninterest income		11,411		114,321		73,740		1,767		(5,649)		195,590
Noninterest expense		61,426		106,181		80,022		15,379		(251)		262,757
Income (loss) before taxes	$	50,596	$	20,373	$	(9,909)	$	(16,889)	$	(2)	$	44,169


	Year Ended December 31, 2024
Segment Results					Mortgage				All Other and		Hilltop
(in 000's)	Banking		Broker-Dealer		Origination		Corporate		Eliminations		Consolidated
Net interest income (expense)	$	372,546	$	48,942	$	(16,867)	$	(12,838)	$	26,015	$	417,798
Provision for (reversal of) credit losses		992		(51)		—		—		—		941
Noninterest income		43,295		422,801		313,229		18,515		(26,884)		770,956
Noninterest expense		232,954		408,283		330,088		63,110		(879)		1,033,556
Income (loss) before taxes	$	181,895	$	63,511	$	(33,726)	$	(57,433)	$	10	$	154,257


	December 31,		September 30,		June 30,		March 31,		December 31,
Capital Ratios	2025		2025		2025		2025		2024
Tier 1 capital (to average assets):
PlainsCapital		10.60%		10.74%		10.71%		10.22%		9.99%
Hilltop		12.78%		13.13%		13.11%		12.86%		12.57%
Common equity Tier 1 capital (to risk-weighted assets):
PlainsCapital		14.49%		14.81%		15.08%		15.06%		15.35%
Hilltop		19.70%		20.33%		20.74%		21.17%		21.23%
Tier 1 capital (to risk-weighted assets):
PlainsCapital		14.49%		14.81%		15.08%		15.06%		15.35%
Hilltop		19.70%		20.33%		20.74%		21.17%		21.23%
Total capital (to risk-weighted assets):
PlainsCapital		15.60%		15.96%		16.29%		16.31%		16.54%
Hilltop		22.20%		22.90%		23.38%		24.45%		24.40%


	Three Months Ended						Year Ended
	December 31,		September 30,		December 31,		December 31,		December 31,
Selected Financial Data	2025		2025		2024		2025		2024

Hilltop Consolidated:
Return on average stockholders' equity		7.60%		8.35%		6.50%		7.60%		5.29%
Return on average assets		1.09%		1.20%		0.92%		1.10%		0.78%
Net interest margin (1)		3.02%		3.06%		2.72%		2.98%		2.81%
Net interest margin (taxable equivalent) (2):
As reported		3.04%		3.09%		2.74%		3.00%		2.83%
Impact of purchase accounting		3 bps		2 bps		3 bps		2 bps		4 bps
Book value per common share ($)		36.42		35.69		33.71		36.42		33.71
Shares outstanding, end of period (000's)		59,540		61,326		64,968		59,540		64,968
Dividend payout ratio (3)		26.17%		24.41%		31.08%		27.26%		39.06%

Banking Segment:
Net interest margin (1)		3.29%		3.23%		2.98%		3.16%		3.04%
Net interest margin (taxable equivalent) (2):
As reported		3.29%		3.23%		2.99%		3.17%		3.04%
Impact of purchase accounting		4 bps		2 bps		4 bps		3 bps		4 bps
Accretion of discount on loans ($000's)		961		572		1,076		3,166		5,057
Net recoveries (charge-offs) ($000's)		(11,455)		(282)		(3,950)		(16,890)		(11,238)
Return on average assets		1.05%		1.34%		1.24%		1.17%		1.10%
Fee income ratio		11.0%		10.2%		10.7%		10.8%		10.4%
Efficiency ratio		54.1%		51.7%		57.8%		53.2%		56.0%
Employees' compensation and benefits ($000's)		33,241		31,925		33,313		131,414		130,974

Broker-Dealer Segment:
Net revenue ($000's) (4)		138,374		144,494		126,367		501,026		471,743
Employees' compensation and benefits ($000's)		83,361		86,997		75,150		311,915		286,700
Variable compensation expense ($000's)		49,635		50,756		42,484		169,845		153,062
Compensation as a % of net revenue		60.2%		60.2%		59.5%		62.3%		60.8%
Pre-tax margin (5)		18.4%		18.3%		16.1%		13.5%		13.5%

Mortgage Origination Segment:
Mortgage loan originations - volume ($000's):
Home purchases		1,918,395		2,027,568		1,909,706		7,643,212		7,759,812
Refinancings		511,960		269,136		343,400		1,258,707		856,541
Total mortgage loan originations - volume		2,430,355		2,296,704		2,253,106		8,901,919		8,616,353
Mortgage loan sales - volume ($000's)		2,180,088		2,220,126		2,065,356		8,280,059		8,223,734
Net gains from mortgage loan sales (basis points):
Loans sold to third parties (6)		236		226		217		227		218
Broker fee income (7)		14		13		9		12		8
Impact of loans retained by banking segment		(4)		(5)		(5)		(6)		(4)
As reported		246		234		221		233		222
Mortgage servicing rights asset ($000's) (8)		17,491		12,273		5,723		17,491		5,723
Employees' compensation and benefits ($000's)		59,657		60,036		56,402		235,246		231,293
Variable compensation expense ($000's)		34,275		32,665		30,784		126,747		121,720

(1)	Net interest margin is defined as net interest income divided by average interest-earning assets.

(2)

Net interest margin (taxable equivalent), a non-GAAP measure, is defined as taxable equivalent net interest income divided by average interest-earning assets. Taxable equivalent adjustments are based on the applicable 21% federal income tax rate for all periods presented. The interest income earned on certain earning assets is completely or partially exempt from federal income tax. As such, these tax-exempt instruments typically yield lower returns than taxable investments. To provide more meaningful comparisons of net interest margins for all earning assets, we use net interest income on a taxable-equivalent basis in calculating net interest margin by increasing the interest income earned on tax-exempt assets to make it fully equivalent to interest income earned on taxable investments. The taxable equivalent adjustments to interest income for Hilltop (consolidated) were $0.8 million, $1.0 million, $0.7 million, $3.2 million and $2.5 million, respectively, for the periods presented and for the banking segment were $0.1 million, $0.3 million, $0.2 million, $0.7 million and $0.6 million, respectively, for the periods presented.

(3)	Dividend payout ratio is defined as cash dividends declared per common share divided by basic earnings per common share.

(4)	Net revenue is defined as the sum of total broker-dealer net interest income and total broker-dealer noninterest income.

(5)	Pre-tax margin is defined as income before income taxes divided by net revenue.

(6)

Net gains from mortgage loans sold to third parties reflects provisions for anticipated indemnification claims and penalties for early payoff of loans which had the effect of lowering such net gains from mortgage loans sold to third parties by 8, 9, 13, 10 and 8 basis points, respectively, for the periods presented.

(7)	Broker fee income is earned by the mortgage origination segment for facilitating mortgage loan transactions between PrimeLending customers and third-party mortgage lenders when the requested loan products are not offered by PrimeLending.

(8)	Reported on a consolidated basis and therefore does not include mortgage servicing rights assets related to loans serviced for the banking segment, which are eliminated in consolidation.


	December 31,		September 30,		June 30,		March 31,		December 31,
Non-Performing Assets Portfolio Data	2025		2025		2025		2025		2024
Loans accounted for on a non-accrual basis ($000's):
Commercial real estate:
Non-owner occupied	$	3,873	$	3,969	$	4,107	$	4,241	$	7,166
Owner occupied		5,617		7,119		6,429		6,535		6,092
Commercial and industrial		28,581		41,457		40,990		51,987		59,025
Construction and land development		1,010		1,007		3,667		3,256		3,003
1-4 family residential		14,367		14,701		17,550		15,458		12,863
Consumer		—		—		—		—		—
Broker-dealer		—		—		—		—		—
Non-accrual loans ($000's)	$	53,448	$	68,253	$	72,743	$	81,477	$	88,149

Non-accrual loans as a % of total loans		0.58%		0.75%		0.80%		0.93%		1.00%

Other real estate owned ($000's)		8,020		8,289		9,144		7,682		2,848

Other repossessed assets ($000's)		—		—		—		—		98

Non-performing assets ($000's)		61,468		76,542		81,887		89,159		91,095

Non-performing assets as a % of total assets		0.39%		0.49%		0.53%		0.56%		0.56%

Loans past due 90 days or more and still accruing ($000's) (1)		33,811		28,388		28,378		24,145		22,090

(1)	Loans past due 90 days or more and still accruing were primarily comprised of loans held for sale and guaranteed by U.S. government agencies, including loans that are subject to repurchase, or have been repurchased, by PrimeLending.


	Three Months Ended December 31,
	2025						2024
	Average		Interest		Annualized		Average		Interest		Annualized
	Outstanding		Earned		Yield or		Outstanding		Earned		Yield or
Net Interest Margin (Taxable Equivalent) Details (1)	Balance		or Paid		Rate		Balance		or Paid		Rate
Assets
Interest-earning assets
Loans held for sale	$	929,989	$	13,285	5.59	%	$	1,011,036	$	13,278	5.25	%
Loans held for investment, gross (2)		8,246,440		120,261	5.79	%		7,931,572		118,448	5.93	%
Investment securities - taxable		2,470,045		25,089	4.06	%		2,443,886		29,213	4.78	%
Investment securities - non-taxable (3)		395,171		4,363	4.42	%		360,622		3,666	4.07	%
Federal funds sold and securities purchased under agreements to resell		78,979		1,091	5.48	%		96,066		1,797	7.42	%
Interest-bearing deposits in other financial institutions		1,094,206		10,669	3.87	%		2,033,482		23,052	4.50	%
Securities borrowed		1,461,504		17,753	4.75	%		1,361,481		17,492	5.03	%
Other		122,893		2,152	6.95	%		130,624		2,367	7.19	%
Interest-earning assets, gross (3)		14,799,227		194,663	5.22	%		15,368,769		209,313	5.40	%
Allowance for credit losses		(95,047)						(110,191)
Interest-earning assets, net		14,704,180						15,258,578
Noninterest-earning assets		943,833						1,065,783
Total assets	$	15,648,013					$	16,324,361

Liabilities and Stockholders' Equity
Interest-bearing liabilities
Interest-bearing deposits	$	7,984,644	$	54,167	2.69	%	$	8,176,034	$	67,411	3.27	%
Securities loaned		1,465,474		16,020	4.34	%		1,353,195		16,407	4.81	%
Notes payable and other borrowings		904,537		11,095	4.87	%		1,399,178		19,288	5.47	%
Total interest-bearing liabilities		10,354,655		81,282	3.11	%		10,928,407		103,106	3.74	%
Noninterest-bearing liabilities
Noninterest-bearing deposits		2,753,654						2,795,588
Other liabilities		341,328						399,964
Total liabilities		13,449,637						14,123,959
Stockholders’ equity		2,170,947						2,172,640
Noncontrolling interest		27,429						27,762
Total liabilities and stockholders' equity	$	15,648,013					$	16,324,361

Net interest income (3)			$	113,381					$	106,207
Net interest spread (3)					2.11	%					1.66	%
Net interest margin (3)					3.04	%					2.74	%


	Year Ended December 31,
	2025						2024
	Average		Interest		Annualized		Average		Interest		Annualized
	Outstanding		Earned		Yield or		Outstanding		Earned		Yield or
Net Interest Margin (Taxable Equivalent) Details (1)	Balance		or Paid		Rate		Balance		or Paid		Rate
Assets
Interest-earning assets
Loans held for sale	$	867,819	$	53,173	6.04	%	$	934,983	$	53,073	5.60	%
Loans held for investment, gross (2)		8,079,525		472,631	5.85	%		7,921,528		491,432	6.20	%
Investment securities - taxable		2,473,448		101,133	4.09	%		2,537,856		107,007	4.16	%
Investment securities - non-taxable (3)		367,405		15,965	4.35	%		324,684		12,638	3.84	%
Federal funds sold and securities purchased under agreements to resell		83,809		5,220	6.23	%		98,337		7,232	7.35	%
Interest-bearing deposits in other financial institutions		1,347,736		56,014	4.16	%		1,526,748		75,633	4.95	%
Securities borrowed		1,432,071		75,281	5.18	%		1,355,554		77,785	5.66	%
Other		125,634		7,876	6.27	%		159,141		14,041	8.82	%
Interest-earning assets, gross (3)		14,777,447		787,293	5.33	%		14,858,831		838,841	5.65	%
Allowance for credit losses		(99,869)						(110,123)
Interest-earning assets, net		14,677,578						14,748,708
Noninterest-earning assets		970,075						1,130,198
Total assets	$	15,647,653					$	15,878,906

Liabilities and Stockholders' Equity
Interest-bearing liabilities
Interest-bearing deposits	$	7,960,778	$	228,275	2.87	%	$	7,822,536	$	275,291	3.52	%
Securities loaned		1,424,189		67,848	4.76	%		1,335,155		72,614	5.44	%
Notes payable and other borrowings		964,521		47,221	4.90	%		1,397,313		70,686	5.06	%
Total interest-bearing liabilities		10,349,488		343,344	3.32	%		10,555,004		418,591	3.97	%
Noninterest-bearing liabilities
Noninterest-bearing deposits		2,730,336						2,824,450
Other liabilities		360,196						332,340
Total liabilities		13,440,020						13,711,794
Stockholders’ equity		2,180,098						2,139,732
Noncontrolling interest		27,535						27,380
Total liabilities and stockholders' equity	$	15,647,653					$	15,878,906

Net interest income (3)			$	443,949					$	420,250
Net interest spread (3)					2.01	%					1.68	%
Net interest margin (3)					3.00	%					2.83	%

(1)	Information presented on a consolidated basis (dollars in thousands).

(2)	Average balance includes non-accrual loans.

(3)

Presented on a taxable-equivalent basis with annualized taxable equivalent adjustments based on the applicable 21% federal income tax rate for the periods presented. The adjustment to interest income was $0.8 million and $0.7 million for the three months ended December 31, 2025 and 2024, respectively, and $3.2 million and $2.5 million for the year ended December 31, 2025 and 2024, respectively.

Conference Call Information

Hilltop will host a live webcast and conference call at 8:00 AM Central (9:00 AM Eastern) on Friday, January 30, 2026. Hilltop Chairman, President and CEO Jeremy B. Ford and Hilltop CFO William B. Furr will review fourth quarter and full year 2025 financial results. Interested parties can access the conference call by dialing 800-549-8228 (Toll Free North America) or (+1) 289-819-1520 (International Toll) and then using the conference ID 55871. The conference call also will be webcast simultaneously on Hilltop’s Investor Relations website (http://ir.hilltop.com).

About Hilltop

Hilltop Holdings is a Dallas-based financial holding company. Its primary line of business is to provide business and consumer banking services from offices located throughout Texas through PlainsCapital Bank. PlainsCapital Bank’s wholly owned subsidiary, PrimeLending, provides residential mortgage lending throughout the United States. Hilltop Holdings’ broker-dealer subsidiaries, Hilltop Securities Inc. and Momentum Independent Network Inc., provide a full complement of securities brokerage, institutional and investment banking services in addition to clearing services and retail financial advisory. At December 31, 2025, Hilltop employed approximately 3,570 people and operated 306 locations in 47 states. Hilltop Holdings’ common stock is listed on the New York Stock Exchange and NYSE Texas under the symbol “HTH.” Find more information at Hilltop.com, PlainsCapital.com, PrimeLending.com and Hilltopsecurities.com.

FORWARD-LOOKING STATEMENTS

This press release includes “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements anticipated or implied in such statements. Forward-looking statements speak only as of the date they are made and, except as required by law, we do not assume any duty to update forward-looking statements. Such forward-looking statements include, but are not limited to, statements concerning such things as our outlook, plans, objectives, strategies, expectations, intentions and other statements that are not statements of historical fact, and may be identified by words such as “aim,” “anticipates,” “believes,” “building,” “continue,” “could,” “drive,” “estimates,” “expects,” “extent,” “focus,” “forecasts,” “goal,” “guidance,” “intends,” “may,” “might,” “outlook,” “plan,” “position,” “probable,” “progressing,” “projects,” “prudent,” “seeks,” “should,” “steady,” “target,” “view,” “will,” “working” or “would” or the negative of these words and phrases or similar words or phrases. The following factors, among others, could cause actual results to differ materially from those set forth in the forward-looking statements: (i) the credit risks of lending activities, including our ability to estimate credit losses and the allowance for credit losses, as well as the effects of changes in the level of, and trends in, loan delinquencies and write-offs; (ii) effectiveness of our data security controls in the face of cyber-attacks and any legal, reputational and financial risks following a cybersecurity incident; (iii) changes in general economic, market and business conditions in areas or markets where we compete, including changes in the price of crude oil; (iv) changes in the interest rate environment; (v) risks associated with concentration in real estate related loans; (vi) the effects of indebtedness on our ability to manage our business successfully, including the restrictions imposed by the indenture governing our indebtedness; (vii) disruptions to the economy and financial services industry, risks associated with uninsured deposits and responsive measures by federal or state governments or banking regulators, including increases in the cost of our deposit insurance assessments; (viii) cost and availability of capital; (ix) changes in state and federal laws, regulations or policies affecting one or more of our business segments, including changes in policies under the new Presidential administration, changes in regulatory fees, deposit insurance premiums, capital requirements and the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”); (x) changes in key management; (xi) competition in our banking, broker-dealer, and mortgage origination segments from other banks and financial institutions as well as investment banking and financial advisory firms, mortgage bankers, asset-based non-bank lenders and government agencies; (xii) legal and regulatory proceedings; and (xiii) our ability to use excess capital in an effective manner. For further discussion of such factors, see the risk factors described in our most recent Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q and other reports that are filed with the Securities and Exchange Commission. All forward-looking statements are qualified in their entirety by this cautionary statement.

Source: Hilltop Holdings Inc.