SEC Form 4 · accession 0001104659-18-002901
Hilltop Holdings Inc. · HTH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owners
Gerald J Ford
Director · 10% Owner
Diamond HTH Stock Co GP, LLC
10% Owner
Turtle Creek Revocable Trust
10% Owner
Diamond HTH Stock Company, LP
10% Owner
Period of report
Jan 16, 2018
Accepted (ET)
Jan 18, 2018 · 6:23 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,F2,F3,F4,F5,F6 | Jan 16, 2018 | A | 2,138 | $25.13 | A | 100,004 | D | |
| Common StockF7,F3,F4,F5,F6 | Jan 16, 2018 | G | 2,138 | $0.00 | D | 97,866 | D | |
| Common StockF7,F3,F4,F5,F6,F8 | Jan 16, 2018 | G | 2,138 | $0.00 | A | 36,830 | I | See Footnotes |
| Common StockF3,F4,F5,F6,F9 | holding | — | — | — | 15,544,674 | I | See Footnotes |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Represents 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 fourth calendar quarter of 2017.
- F2Price per Share calculated using the average closing price per Share for the period from December 15, 2017 to December 29, 2017.
- F3This 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.
- F4Diamond 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. The Trust 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.
- F5The 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.
- F6The 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.
- F7In 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 fourth quarter of 2017, 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.
- F8Represents Shares directly beneficially owned by the Trust.
- F9Represents Shares directly beneficially owned by Diamond A.