Form 8-K - Current report

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): July 25, 2024

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

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 July 25, 2024, 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 ended June 30, 2024. 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 July 25, 2024, the Board of Directors of the Company declared a quarterly cash dividend of $0.17 per common share, payable on August 30, 2024, to stockholders of record as of the close of business on August 16, 2024.

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 “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,” “target,” “view,” “will” 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 July 25, 2024 (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:	July 25, 2024	By:	/s/ COREY PRESTIDGE
		Name:	Corey G. Prestidge
		Title:	Executive Vice President,
			General Counsel & Secretary

Exhibit 99.1

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

Hilltop Holdings Inc. Announces Financial Results for Second Quarter 2024

DALLAS — (BUSINESS WIRE) July 25, 2024 — Hilltop Holdings Inc. (NYSE: HTH) (“Hilltop”) today announced financial results for the second quarter of 2024. Hilltop produced income to common stockholders of $20.3 million, or $0.31 per diluted share, for the second quarter of 2024, compared to $18.1 million, or $0.28 per diluted share, for the second quarter of 2023. Hilltop’s financial results for the second quarter of 2024 included a decline in net interest income and a build in the allowance for credit losses due to an increase in the provision for credit losses within the banking segment, a decrease in net revenues within all of the broker-dealer segment’s business lines except public finance services, and a decline in noninterest expense within the mortgage origination segment.

Hilltop also announced that its Board of Directors declared a quarterly cash dividend of $0.17 per common share payable on August 30, 2024, to all common stockholders of record as of the close of business on August 16, 2024. Additionally, during the second quarter of 2024, Hilltop paid $9.9 million to repurchase an aggregate of 320,000 shares of its common stock at an average price of $30.98 per share pursuant to the 2024 stock repurchase program. As a result of share repurchases during 2024, Hilltop has approximately $55 million of available share repurchase capacity through the expiration of the 2024 stock repurchase program in January 2025.

The impacts of economic headwinds that began in 2022, and have continued into 2024, remain uncertain and will depend 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, exposure to increasing funding costs, inflationary pressures associated with compensation, occupancy and software costs and labor market conditions, and international armed conflicts and their impact on supply chains.

Jeremy B. Ford, President and CEO of Hilltop, said, “Despite the continuation of a challenging environment for our operating businesses, Hilltop generated $29.6 million of pre-tax income as all three business segments delivered profitable pre-tax results during the second quarter of 2024. The onerous interest rate environment presented by an elevated federal-funds rate and inverted yield curve continued to negatively impact a number of business units throughout Hilltop. In spite of this, we have been focused on controlling funding and operating costs that have resulted in a modest expansion in net interest margin and pre-provision net revenue compared to the first quarter of 2024. As we enter the second half of 2024, we will work hard at prudently managing costs and positioning our balance sheet for long-term success.”

Second Quarter 2024 Highlights for Hilltop:

●

The provision for credit losses was $10.9 million during the second quarter of 2024, compared to a reversal of credit losses of $2.9 million in the first quarter of 2024 and a provision for credit losses of $14.8 million in the second quarter of 2023;

o

The provision for credit losses during the second quarter of 2024 reflected a build in the allowance related to specific reserves and loan portfolio changes within the banking segment since the prior quarter, slightly offset by an improved U.S. economic outlook.

●

For the second quarter of 2024, net gains from sale of loans and other mortgage production income and mortgage loan origination fees was $92.9 million, compared to $90.0 million in the second quarter of 2023, a 3.2% increase;

o

Mortgage loan origination production volume was $2.4 billion during the second quarter of 2024, compared to $2.5 billion in the second quarter of 2023;

o

Net gains from mortgage loans sold to third parties increased to 233 basis points during the second quarter of 2024, compared to 221 basis points in the first quarter of 2024.

●

Hilltop’s consolidated annualized return on average assets and return on average stockholders’ equity for the second quarter of 2024 were 0.59% and 3.84%, respectively, compared to 0.47% and 3.53%, respectively, for the second quarter of 2023;

●

Hilltop’s book value per common share increased to $32.86 at June 30, 2024, compared to $32.66 at March 31, 2024;

●

Hilltop’s total assets were $15.6 billion and $16.2 billion at June 30, 2024 and March 31, 2024, respectively;

●

Loans¹, net of allowance for credit losses, were $7.7 billion and $7.6 billion at June 30, 2024 and March 31, 2024, respectively;

●

Non-accrual loans were $105.7 million, or 1.12% of total loans, at June 30, 2024, compared to $64.7 million, or 0.73% of total loans, at March 31, 2024;

o

Non-accrual loans at June 30, 2024 increased primarily due to the addition of two commercial and industrial credit relationships within our auto note financing industry subsector, partially offset by the sale of a single non-owner occupied commercial real estate credit relationship within our hotel/motel portfolio industry subsector that was classified in loans held for sale.

●

Loans held for sale increased by 50.1% from March 31, 2024 to $1.3 billion at June 30, 2024;

●

Total deposits were $10.4 billion and $10.9 billion at June 30, 2024 and March 31, 2024, respectively;

o

Total estimated uninsured deposits were $4.8 billion, or approximately 46% of total deposits, while estimated uninsured deposits, excluding collateralized deposits of $325.4 million, were $4.5 billion, or approximately 43% of total deposits, at June 30, 2024.

●

Hilltop maintained strong capital levels² with a Tier 1 Leverage Ratio³ of 12.87% and a Common Equity Tier 1 Capital Ratio of 19.45% at June 30, 2024;

●

Hilltop’s consolidated net interest margin⁴increased to 2.90% for the second quarter of 2024, compared to 2.85% in the first quarter of 2024;

●

For the second quarter of 2024, noninterest income was $193.3 million, compared to $190.7 million in the second quarter of 2023, a 1.4% increase;

●

For second quarter of 2024, noninterest expense was $256.5 million, compared to $267.0 million in the second quarter of 2023, a 3.9% decrease; and

●

Hilltop’s effective tax rate was 22.5% during the second quarter of 2024, compared to 26.4% during the same period in 2023.

o

The effective tax rate for the second quarter of 2024 was higher than the applicable statutory rate primarily due to the impact of nondeductible expenses, nondeductible compensation expense and other permanent adjustments, partially offset by the discrete impact of restricted stock vesting during the quarter and investments in tax-exempt instruments.

¹ “Loans” reflect loans held for investment excluding broker-dealer margin loans, net of allowance for credit losses, of $348.3 million and $332.6 million at June 30, 2024 and March 31, 2024, respectively.

² Capital ratios reflect Hilltop’s decision to elect the transition option as issued by the federal banking regulatory agencies in March 2020 that permits banking institutions to mitigate the estimated cumulative regulatory capital effects from CECL over a five-year transitionary period through December 31, 2024.

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	June 30,		March 31,		December 31,		September 30,		June 30,
(in 000's)	2024		2024		2023		2023		2023
Cash and due from banks	$	798,300	$	1,710,066	$	1,858,700	$	1,513,747	$	1,584,709
Federal funds sold		5,650		650		650		3,650		650
Assets segregated for regulatory purposes		51,046		70,717		57,395		47,491		50,711
Securities purchased under agreements to resell		111,914		91,608		80,011		123,719		143,982
Securities:
Trading, at fair value		721,384		657,700		515,991		578,901		696,649
Available for sale, at fair value, net ⁽¹⁾		1,433,107		1,480,555		1,507,595		1,456,238		1,526,869
Held to maturity, at amortized cost, net ⁽¹⁾		777,456		790,550		812,677		825,079		847,437
Equity, at fair value		254		315		321		264		258
		2,932,201		2,929,120		2,836,584		2,860,482		3,071,213
Loans held for sale		1,264,437		842,324		943,846		1,058,806		1,333,044
Loans held for investment, net of unearned income		8,173,520		8,062,693		8,079,745		8,204,052		8,354,122
Allowance for credit losses		(115,082)		(104,231)		(111,413)		(110,822)		(109,306)
Loans held for investment, net		8,058,438		7,958,462		7,968,332		8,093,230		8,244,816

Broker-dealer and clearing organization receivables		1,297,175		1,473,561		1,573,931		1,460,352		1,474,177
Premises and equipment, net		161,746		165,557		168,856		172,097		176,574
Operating lease right-of-use assets		93,994		95,343		88,580		93,057		97,979
Mortgage servicing assets		52,902		95,591		96,662		104,951		95,101
Other assets		517,811		501,244		517,545		588,751		588,166
Goodwill		267,447		267,447		267,447		267,447		267,447
Other intangible assets, net		7,429		7,943		8,457		9,078		9,772
Total assets	$	15,620,490	$	16,209,633	$	16,466,996	$	16,396,858	$	17,138,341

Deposits:
Noninterest-bearing	$	2,845,441	$	3,028,543	$	3,007,101	$	3,200,247	$	3,451,438
Interest-bearing		7,528,415		7,855,553		8,056,091		7,902,850		7,712,739
Total deposits		10,373,856		10,884,096		11,063,192		11,103,097		11,164,177
Broker-dealer and clearing organization payables		1,285,226		1,436,462		1,430,734		1,368,064		1,306,646
Short-term borrowings		897,613		892,574		900,038		882,999		1,628,637
Securities sold, not yet purchased, at fair value		75,546		60,562		34,872		51,527		74,761
Notes payable		347,402		347,273		347,145		347,020		364,531
Operating lease liabilities		113,096		114,518		109,002		114,334		119,999
Other liabilities		365,140		314,718		431,684		422,955		389,336
Total liabilities		13,457,879		14,050,203		14,316,667		14,289,996		15,048,087

Common stock		650		653		652		652		651
Additional paid-in capital		1,047,523		1,049,831		1,054,662		1,052,867		1,050,191
Accumulated other comprehensive loss		(119,171)		(119,606)		(121,505)		(145,083)		(131,718)
Retained earnings		1,205,467		1,201,013		1,189,222		1,171,250		1,144,624
Deferred compensation employee stock trust, net		1		115		228		340		450
Employee stock trust		(1)		(142)		(292)		(446)		(599)
Total Hilltop stockholders' equity		2,134,469		2,131,864		2,122,967		2,079,580		2,063,599
Noncontrolling interests		28,142		27,566		27,362		27,282		26,655
Total stockholders' equity		2,162,611		2,159,430		2,150,329		2,106,862		2,090,254
Total liabilities & stockholders' equity	$	15,620,490	$	16,209,633	$	16,466,996	$	16,396,858	$	17,138,341

(1)

At June 30, 2024, the amortized cost of the available for sale securities portfolio was $1,545,966, while the fair value of the held to maturity securities portfolio was $687,194.


	Three Months Ended
Consolidated Income Statements	June 30,		March 31,		December 31,		September 30,		June 30,
(in 000's, except per share data)	2024		2024		2023		2023		2023
Interest income:
Loans, including fees	$	138,627	$	134,331	$	138,096	$	142,402	$	138,397
Securities borrowed		20,306		20,561		18,659		17,683		18,515
Securities:
Taxable		25,289		26,241		28,763		27,166		26,719
Tax-exempt		2,389		2,415		2,545		2,464		2,566
Other		20,532		26,066		28,704		27,040		27,229
Total interest income		207,143		209,614		216,767		216,755		213,426

Interest expense:
Deposits		68,095		69,144		68,339		64,290		54,726
Securities loaned		18,669		19,039		17,247		16,169		16,413
Short-term borrowings		10,676		11,588		13,495		14,212		17,706
Notes payable		3,604		3,590		3,596		4,026		3,973
Other		2,449		2,632		2,864		2,408		2,342
Total interest expense		103,493		105,993		105,541		101,105		95,160

Net interest income		103,650		103,621		111,226		115,650		118,266
Provision for (reversal of) credit losses		10,934		(2,871)		1,265		(40)		14,836
Net interest income after provision for (reversal of) credit losses		92,716		106,492		109,961		115,690		103,430

Noninterest income:
Net gains from sale of loans and other mortgage production income		58,455		40,197		36,387		47,262		48,535
Mortgage loan origination fees		34,398		26,438		32,844		41,478		41,440
Securities commissions and fees and other		67,460		84,757		73,967		68,447		68,640
Investment and securities advisory fees and commissions		32,992		30,226		35,780		39,662		32,037
Total noninterest income		193,305		181,618		178,978		196,849		190,652

Noninterest expense:
Employees' compensation and benefits		169,998		165,830		160,390		173,195		176,908
Occupancy and equipment, net		21,297		21,912		21,524		21,912		23,025
Professional services		10,270		9,731		13,170		12,639		12,594
Other		54,899		52,550		55,761		52,271		54,450
Total noninterest expense		256,464		250,023		250,845		260,017		266,977

Income before income taxes		29,557		38,087		38,094		52,522		27,105
Income tax expense		6,658		8,565		7,132		13,211		7,167
Net income		22,899		29,522		30,962		39,311		19,938
Less: Net income attributable to noncontrolling interest		2,566		1,854		2,291		2,269		1,805
Income attributable to Hilltop	$	20,333	$	27,668	$	28,671	$	37,042	$	18,133

Earnings per common share:
Basic	$	0.31	$	0.42	$	0.44	$	0.57	$	0.28
Diluted	$	0.31	$	0.42	$	0.44	$	0.57	$	0.28

Cash dividends declared per common share	$	0.17	$	0.17	$	0.16	$	0.16	$	0.16

Weighted average shares outstanding:
Basic		65,085		65,200		65,136		65,106		65,025
Diluted		65,086		65,214		65,138		65,108		65,054


	Three Months Ended June 30, 2024
Segment Results					Mortgage				All Other and		Hilltop
(in 000's)	Banking		Broker-Dealer		Origination		Corporate		Eliminations		Consolidated
Net interest income (expense)	$	92,458	$	12,218	$	(4,571)	$	(3,153)	$	6,698	$	103,650
Provision for (reversal of) credit losses		10,950		(16)		—		—		—		10,934
Noninterest income		9,255		92,053		92,867		6,001		(6,871)		193,305
Noninterest expense		57,950		97,062		86,946		14,716		(210)		256,464
Income (loss) before taxes	$	32,813	$	7,225	$	1,350	$	(11,868)	$	37	$	29,557


	Six Months Ended June 30, 2024
Segment Results					Mortgage				All Other and		Hilltop
(in 000's)	Banking		Broker-Dealer		Origination		Corporate		Eliminations		Consolidated
Net interest income (expense)	$	184,064	$	24,486	$	(8,823)	$	(6,255)	$	13,799	$	207,271
Provision for (reversal of) credit losses		8,097		(34)		—		—		—		8,063
Noninterest income		21,158		196,631		159,567		11,785		(14,218)		374,923
Noninterest expense		113,970		195,008		165,843		32,101		(435)		506,487
Income (loss) before taxes	$	83,155	$	26,143	$	(15,099)	$	(26,571)	$	16	$	67,644


	Three Months Ended
	June 30,		March 31,		December 31,		September 30,		June 30,
Selected Financial Data	2024		2024		2023		2023		2023

Hilltop Consolidated:
Return on average stockholders' equity		3.84%		5.23%		5.46%		7.11%		3.53%
Return on average assets		0.59%		0.74%		0.75%		0.94%		0.47%
Net interest margin ⁽¹⁾		2.90%		2.85%		2.96%		3.02%		3.03%
Net interest margin (taxable equivalent) ⁽²⁾:
As reported		2.92%		2.87%		2.98%		3.04%		3.03%
Impact of purchase accounting		6 bps		4 bps		4 bps		7 bps		9 bps
Book value per common share ($)		32.86		32.66		32.58		31.91		31.71
Shares outstanding, end of period (000's)		64,953		65,267		65,153		65,170		65,071
Dividend payout ratio ⁽³⁾		54.42%		40.06%		36.35%		28.12%		57.37%

Banking Segment:
Net interest margin ⁽¹⁾		3.10%		3.00%		2.94%		3.08%		3.11%
Net interest margin (taxable equivalent)⁽²⁾:
As reported		3.10%		3.00%		2.95%		3.09%		3.11%
Impact of purchase accounting		7 bps		5 bps		5 bps		8 bps		11 bps
Accretion of discount on loans ($000's)		1,945		1,299		1,202		2,226		3,334
Net recoveries (charge-offs) ($000's)		(83)		(4,311)		(674)		1,556		(2,884)
Return on average assets		0.81%		1.20%		1.12%		1.20%		0.89%
Fee income ratio		9.1%		11.5%		11.2%		10.5%		10.0%
Efficiency ratio		57.0%		54.1%		53.2%		51.4%		51.2%
Employees' compensation and benefits ($000's)		33,352		32,389		29,420		30,641		30,603

Broker-Dealer Segment:
Net revenue ($000's) ⁽⁴⁾		104,271		116,847		119,989		118,703		113,241
Employees' compensation and benefits ($000's)		66,181		69,457		68,746		69,930		65,290
Variable compensation expense ($000's)		32,734		35,274		39,435		39,929		34,798
Compensation as a % of net revenue		63.5%		59.4%		57.3%		58.9%		57.7%
Pre-tax margin ⁽⁵⁾		6.9%		16.2%		16.8%		18.2%		16.3%

Mortgage Origination Segment:
Mortgage loan originations - volume ($000's):
Home purchases		2,205,157		1,548,941		1,698,009		2,091,444		2,301,007
Refinancings		174,141		127,545		117,018		152,257		150,643
Total mortgage loan originations - volume		2,379,298		1,676,486		1,815,027		2,243,701		2,451,650
Mortgage loan sales - volume ($000's)		1,838,841		1,749,857		1,874,001		2,395,357		2,115,706
Net gains from mortgage loan sales (basis points):
Loans sold to third parties		233		221		189		199		207
Impact of loans retained by banking segment		(5)		(5)		0		(1)		(6)
As reported		228		216		189		198		201
Mortgage servicing rights asset ($000's) ⁽⁶⁾		52,902		95,591		96,662		104,951		95,101
Employees' compensation and benefits ($000's)		61,624		52,694		53,766		64,016		70,982
Variable compensation expense ($000's)		34,886		22,188		24,085		33,070		36,249

(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 $0.6 million, $0.6 million, $0.6 million, $0.6 million and $0.1 million, respectively, for the periods presented and for the banking segment were $0.1 million, $0.1 million, $0.2 million, $0.2 million and $0.2 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)	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.


	June 30,		March 31,		December 31,		September 30,		June 30,
Capital Ratios	2024		2024		2023		2023		2023
Tier 1 capital (to average assets):
PlainsCapital		11.36%		11.00%		10.55%		10.62%		10.28%
Hilltop		12.87%		12.49%		12.23%		11.92%		11.47%
Common equity Tier 1 capital (to risk-weighted assets):
PlainsCapital		15.58%		15.87%		15.44%		15.31%		14.48%
Hilltop		19.45%		19.73%		19.32%		18.60%		17.61%
Tier 1 capital (to risk-weighted assets):
PlainsCapital		15.58%		15.87%		15.44%		15.31%		14.48%
Hilltop		19.45%		19.73%		19.32%		18.60%		17.61%
Total capital (to risk-weighted assets):
PlainsCapital		16.77%		17.06%		16.58%		16.45%		15.56%
Hilltop		22.57%		22.79%		22.34%		21.54%		20.41%


	June 30,		March 31,		December 31,		September 30,		June 30,
Non-Performing Assets Portfolio Data	2024		2024		2023		2023		2023
Loans accounted for on a non-accrual basis ($000's):
Commercial real estate:
Non-owner occupied	$	6,894	$	34,661	$	36,440	$	2,375	$	2,456
Owner occupied		6,437		4,846		5,098		4,964		1,096
Commercial and industrial		80,755		12,165		9,502		10,190		21,442
Construction and land development		485		698		3,480		760		593
1-4 family residential		11,092		12,363		13,801		13,202		13,360
Consumer		1		3		6		7		9
Broker-dealer		—		—		—		—		—
Non-accrual loans ($000's)	$	105,664	$	64,736	$	68,327	$	31,498	$	38,956

Non-accrual loans as a % of total loans		1.12%		0.73%		0.76%		0.34%		0.40%

Other real estate owned ($000's)		2,973		5,254		5,095		5,386		3,481

Other repossessed assets ($000's)		464		472		—		—		—

Non-performing assets ($000's)		109,101		70,462		73,422		36,884		42,437

Non-performing assets as a % of total assets		0.70%		0.43%		0.45%		0.22%		0.25%

Loans past due 90 days or more and still accruing ($000's) ⁽¹⁾		122,451		112,799		115,090		106,346		130,036

(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 June 30,
	2024						2023
	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	$	934,445	$	13,494	5.78	%	$	1,043,526	$	14,125	5.41	%
Loans held for investment, gross ⁽²⁾		7,892,879		125,133	6.36	%		8,033,095		124,272	6.21	%
Investment securities - taxable		2,612,049		25,284	3.87	%		2,776,375		26,719	3.85	%
Investment securities - non-taxable ⁽³⁾		321,928		2,965	3.68	%		412,609		2,410	2.34	%
Federal funds sold and securities purchased under agreements to resell		105,520		1,944	7.39	%		123,219		2,190	7.13	%
Interest-bearing deposits in other financial institutions		1,057,783		13,572	5.15	%		1,711,945		21,273	4.98	%
Securities borrowed		1,358,425		20,306	5.91	%		1,477,502		18,515	4.96	%
Other		39,758		5,016	50.60	%		82,608		3,766	18.29	%
Interest-earning assets, gross ⁽³⁾		14,322,787		207,714	5.82	%		15,660,879		213,270	5.46	%
Allowance for credit losses		(104,551)						(97,387)
Interest-earning assets, net		14,218,236						15,563,492
Noninterest-earning assets		1,332,959						1,355,997
Total assets	$	15,551,195					$	16,919,489

Liabilities and Stockholders' Equity
Interest-bearing liabilities
Interest-bearing deposits	$	7,617,862	$	68,095	3.59	%	$	7,736,582	$	54,726	2.84	%
Securities loaned		1,338,825		18,669	5.59	%		1,373,435		16,413	4.79	%
Notes payable and other borrowings		1,253,394		16,729	5.35	%		1,861,063		24,021	5.18	%
Total interest-bearing liabilities		10,210,081		103,493	4.07	%		10,971,080		95,160	3.48	%
Noninterest-bearing liabilities
Noninterest-bearing deposits		2,814,179						3,540,643
Other liabilities		377,516						320,706
Total liabilities		13,401,776						14,832,429
Stockholders’ equity		2,122,144						2,060,677
Noncontrolling interest		27,275						26,383
Total liabilities and stockholders' equity	$	15,551,195					$	16,919,489

Net interest income ⁽³⁾			$	104,221					$	118,110
Net interest spread ⁽³⁾					1.75	%					1.98	%
Net interest margin ⁽³⁾					2.92	%					3.03	%

(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 $0.6 million and $0.1 million for the three months ended June 30, 2024 and 2023, respectively.

Conference Call Information

Hilltop will host a live webcast and conference call at 8:00 AM Central (9:00 AM Eastern) on Friday, July 26, 2024. Hilltop President and CEO Jeremy B. Ford and Hilltop CFO William B. Furr will review second quarter 2024 financial results. Interested parties can access the conference call by dialing 800-245-3047 (North America) or 203-518-9765 (International) and then using the conference ID HH2Q24. 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 June 30, 2024, Hilltop employed approximately 3,780 people and operated approximately 320 locations in 48 states. Hilltop Holdings’ common stock is listed on the New York Stock Exchange under the symbol “HTH.” Find more information at Hilltop.com, PlainsCapital.com, PrimeLending.com and HilltopSecurities.com.

FORWARD-LOOKING STATEMENTS

This press release 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 our 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, 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 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” 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 and (vi) disruptions to the economy and financial services industry, and (vii) 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. 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.

Document and Entity Information	Jul. 25, 2024
Document and Entity Information [Abstract]
Document Type	8-K
Document Period End Date	Jul. 25, 2024
Entity File Number	1-31987
Entity Registrant Name	Hilltop Holdings Inc.
Entity Incorporation, State or Country Code	MD
Entity Tax Identification Number	84-1477939
Entity Address, Address Line One	6565 Hillcrest Avenue
Entity Address, City or Town	Dallas
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	75205
City Area Code	214
Local Phone Number	855-2177
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, par value $0.01 per share
Trading Symbol	HTH
Security Exchange Name	NYSE
Entity Emerging Growth Company	false
Entity Central Index Key	0001265131
Amendment Flag	false