Hilltop Holdings Inc. Enters Material Definitive Agreement

TL;DR

Hilltop Holdings Inc. just signed a big deal creating a new financial obligation.

AI Summary

On January 21, 2025, Hilltop Holdings Inc. entered into a material definitive agreement, creating a direct financial obligation. The company, incorporated in Maryland with its principal executive offices in Dallas, Texas, filed this 8-K report to disclose this event.

Why It Matters

This filing indicates a significant new financial commitment or obligation for Hilltop Holdings Inc., which could impact its financial standing and future operations.

Risk Assessment

Risk Level: medium — Entering into a material definitive agreement and creating a direct financial obligation can introduce new financial risks and obligations for the company.

Key Players & Entities

• Hilltop Holdings Inc. (company) — Registrant
• January 21, 2025 (date) — Date of earliest event reported
• Maryland (jurisdiction) — State of incorporation
• Dallas, Texas (location) — Business address

FAQ

Key Financial Figures

• $0.01 — ch registered Common Stock, par value $0.01 per share HTH New York Stock Exchan
• $300 m — hat may be issued under this program is $300 million, and the Series 2024-1 CP Notes w
• $100,000 — ys elapsed. The minimum denomination is $100,000 with integral multiples of $1,000 in ex
• $1,000 — is $100,000 with integral multiples of $1,000 in excess of this denomination. The Ser
• $300 million — to the entry into the Indenture and the $300 million senior secured commercial paper program
• $175 million — CP Notes, Hilltop Securities will have $175 million in aggregate principal amount of its Se
• $25 million — eries 2019-1 CP Notes") outstanding and $25 million in aggregate principal amount of the 20
• $200,000,000 — Notes"), in the principal amount up to $200,000,000. As of January 21, 2025, $34 million in
• $34 million — o $200,000,000. As of January 21, 2025, $34 million in aggregate principal amount of its Se

Filing Documents

• tm254160d1_8k.htm (8-K) — 37KB
• tm254160d1_ex4-8.htm (EX-4.8) — 551KB
• tm254160d1_ex4-8sp3img001.jpg (GRAPHIC) — 14KB
• tm254160d1_ex4-8sp4img001.jpg (GRAPHIC) — 12KB
• 0001104659-25-005652.txt ( ) — 899KB
• hth-20250121.xsd (EX-101.SCH) — 3KB
• hth-20250121_lab.xml (EX-101.LAB) — 33KB
• hth-20250121_pre.xml (EX-101.PRE) — 22KB
• tm254160d1_8k_htm.xml (XML) — 3KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On January 21, 2025, Hilltop Securities Inc. ("Hilltop Securities"), an indirect, wholly owned subsidiary of Hilltop Holdings Inc. (the "Company"), initiated a new commercial paper program in the ordinary course of its business to fund a portion of its securities inventories. The maximum amount of senior secured commercial paper notes (the "Series 2024-1 CP Notes") that may be issued under this program is $300 million, and the Series 2024-1 CP Notes will be pari passu with other senior indebtedness of Hilltop Securities. The Series 2024-1 CP Notes will be issued pursuant to the terms of an Indenture, dated as of September 25, 2024 (the "Indenture"), between Hilltop Securities and The Bank of New York Mellon, as indenture trustee (the "Indenture Trustee"). The Indenture Trustee also will serve as Securities Intermediary, Issuing Agent and Paying Agent for the Series 2024-1 CP Notes. The Series 2024-1 CP Notes will be offered pursuant to the exemption from registration contained in Section 4(a)(2) of the Securities Act of 1933, as amended (the " Securities Act "), only to certain qualified investors satisfying the requirements of the Indenture. The Series 2024-1 CP Notes will not be redeemable prior to maturity or subject to voluntary prepayment and will not bear interest, but will be sold at a discount to par, with maturities ranging from 14 days to 270 days from the date of issuance. The discount to maturity will represent the interest factor with payment of the face amount at maturity. The interest factor is calculated using a 360-day year based on the actual number days elapsed. The minimum denomination is $100,000 with integral multiples of $1,000 in excess of this denomination. The Series 2024-1 CP Notes will be issued, and purchases will be recorded, through the book-entry system of The Depository Trust Company ("DTC"). The face amount of each Series 2024-1 CP Note will be required to be paid upon maturit

03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth in Item 1.01 of this Current Report on Form 8-K with respect to the entry into the Indenture and the $300 million senior secured commercial paper program is incorporated by reference into this Item 2.03. Section 8 – Other Events

01 Other Events

Item 8.01 Other Events After giving effect to the issuance of the Series 2024-1 CP Notes, Hilltop Securities will have $175 million in aggregate principal amount of its Series 2019-1 Senior Secured Commercial Paper Notes (the "Series 2019-1 CP Notes") outstanding and $25 million in aggregate principal amount of the 2024-1 CP Notes outstanding. Hilltop Securities does not intend to issue any additional Series 2019-1 CP Notes. Hilltop Securities also will have outstanding and will be issuing on an ongoing basis, its Series 2019-2 Senior Secured Commercial Paper Notes (the "Series 2019-2 CP Notes"), in the principal amount up to $200,000,000. As of January 21, 2025, $34 million in aggregate principal amount of its Series 2019-2 CP Notes are outstanding. The Series 2024-1 CP Notes, the Series 2019-1 Notes, and the Series 2019-2 CP Notes are each secured by entirely separate collateral and are not cross-collateralized. Section 9 – Financial Statements and Exhibits

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (a)

Financial statements of businesses

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 is filed or furnished, depending on the relative 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 4.8 Indenture, dated as of September 25, 2024, by and between Hilltop Securities Inc. and The Bank of New York Mellon, as indenture trustee. 104 Cover Page Interactive File (formatted as Inline XBRL). 3

SIGNATURES

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 23, 2025 By: /s/ COREY G. PRESTIDGE Name: Corey G. Prestidge Title: Executive Vice President, General Counsel & Secretary 4

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View this 8-K filing on SEC EDGAR