Form Type: 4

SEC EDGAR Link
Accession Number:0001562180-20-004910
Date:2020-06-30
Issuer: HILLTOP HOLDINGS INC. (HTH)
Original Submission Date:

Reporting Person:

FORD GERALD J
6565 HILLCREST AVENUE
DALLAS, TX 75205

Reporting Person:

DIAMOND HTH STOCK COMPANY, LP
6565 HILLCREST AVENUE
DALLAS, TX 75205

Reporting Person:

DIAMOND HTH STOCK CO GP, LLC
6565 HILLCREST AVENUE
DALLAS, TX 75205

Reporting Person:

TURTLE CREEK REVOCABLE TRUST
6565 HILLCREST AVENUE
DALLAS, TX 75205

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
COMMON STOCK 2020-06-30 A 2,970 a $18.09 190,836 f6 direct
COMMON STOCK 2020-06-30 G 2,970 d $0.00 187,866 f6 direct
COMMON STOCK 2020-06-30 G 2,970 a $0.00 63,885 indirect f3,f4,f5,f6,f8
COMMON STOCK 2020-06-30 0 $0.00 15,544,674 indirect f9
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
Footnotes
IDfootnote
f1 represents shares of common stock of hilltop holdings inc. (the "issuer"), par value $0.01 per share ("shares"), granted to gerald j. ford under the hilltop holdings inc. 2012 equity incentive plan (the "2012 eip"), as compensation for services rendered as a director of the issuer in the second calendar quarter of 2020.
f2 price per share calculated using the average closing price per share for the period from june 17, 2020 to june 30, 2020.
f3 this statement is jointly filed by and on behalf of each of mr. ford, diamond hth stock company, lp ("diamond hth lp"), diamond hth stock company gp, llc ("diamond hth llc"), and turtle creek revocable trust (the "trust"). mr. ford, diamond a financial, l.p. ("diamond a") and the trust are the direct beneficial owners of the securities covered by this statement.
f4 diamond hth lp is the general partner of, and may be deemed to beneficially own certain securities owned by, diamond a. diamond hth llc is the general partner of, and may be deemed to beneficially own certain securities owned by, diamond hth lp. mr. ford is the sole member of, and may be deemed to beneficially own certain securities owned by, diamond hth llc. mr. ford is the grantor and trustee of, and may be deemed to beneficially own certain securities owned by, the trust.
f5 the reporting persons state that neither the filing of this statement nor anything herein shall be deemed an admission that such persons are, for purposes of section 16 of the securities exchange act of 1934, as amended (the "exchange act") or otherwise, the beneficial owners of any securities covered by this statement. the reporting persons disclaim beneficial ownership of the securities covered by this statement, except to the extent of the pecuniary interest of such persons in such securities.
f6 the reporting persons may be deemed to be a member of a group with respect to the issuer or securities of the issuer for purposes of section 13(d) or 13(g) of the exchange act. the reporting persons declare that neither the filing of this statement nor anything herein shall be construed as an admission that such persons are, for the purposes of section 13(d) or 13(g) of the exchange act or any other purpose, a member of a group with respect to the issuer or securities of the issuer.
f7 in connection with mr. ford's receipt of shares under the 2012 eip as compensation for services rendered as a director of the issuer in the second quarter of 2020, mr. ford subsequently gifted these shares to the trust, which is a revocable trust of mr. ford established for the benefit of the members of his family.
f8 represents shares directly beneficially owned by the trust.
f9 represents shares directly beneficially owned by diamond a.
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