SEC Form 4 · accession 0001104659-15-000434
Hilltop Holdings Inc. · HTH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Gerald J Ford
Director · 10% Owner
Period of report
Jan 1, 2015
Accepted (ET)
Jan 5, 2015 · 9:20 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001265131
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jan 1, 2015 | A | 4,973 | — | A | 8,459 | D | |
| Common StockF2 | holding | — | — | — | 15,544,674 | I | By Diamond A Financial, LP |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1As of the effective time (the "Effective Time") of the transactions contemplated by the Agreement and Plan of Merger by and among SWS Group, Inc. ("SWS"), Hilltop Holdings Inc. ("Hilltop") and Peruna LLC, dated as of March 31, 2014 (the "Merger Agreement"), SWS merged with and into Hilltop Securities Holdings LLC (formerly Peruna LLC) ("Hilltop Securities"), with Hilltop Securities surviving the merger as a wholly owned subsidiary of Hilltop (the "Merger"). Pursuant to the terms of the Merger Agreement and subject to certain exceptions, each share of SWS's common stock that was outstanding immediately prior to the Effective Time was cancelled and converted into the right to receive (a) 0.2496 shares of Hilltop common stock and (b) $1.94 in cash, without interest. On the last trading day prior to the effective date of the Merger, the closing price of SWS's common stock was $6.91 and the closing price of the Issuer's common stock was $19.95.
- F2Represents securities owned directly by Diamond A Financial, LP and indirectly by Mr. Ford as a general partner of Diamond A Financial, LP. Mr. Ford disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.