false
0001265131
0001265131
2023-11-15
2023-11-15
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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): |
November 15, 2023 |
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 5 – Corporate Governance and Management
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of
Certain Officers. |
On
November 15, 2023, Jerry Schaffner, President and Chief Executive Officer of PlainsCapital Bank, notified Hilltop Holdings Inc.,
or the Company, that he will retire effective May 1, 2024. Effective November 15, 2023, Brian Heflin assumed the responsibilities
of President of PlainsCapital Bank. Mr. Schaffner will continue to serve in his role as Chief Executive Officer until his retirement,
at which date Jeremy B. Ford will become Chief Executive Officer of PlainsCapital Bank.
Section 7 – Regulation FD
| Item 7.01 | Regulation FD Disclosure. |
On November 20, 2023,
the Company issued a press release announcing the retirement of Mr. Schaffner, President and Chief Executive Officer of PlainsCapital
Bank, effective May 1, 2024. The text of the press 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 furnished
in this Item 7.01 of this Current Report on Form 8-K and the press release attached hereto as Exhibit 99.1 shall not be
deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject
to the liabilities of such section, and shall not be deemed to be incorporated by reference into the filings of the Company under the Securities
Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended.
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.
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.
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: November 20, 2023 |
By: |
/s/ COREY G. PRESTIDGE |
|
Name: |
Corey G. Prestidge |
|
Title: |
Executive Vice President, General Counsel & Secretary |
EXHIBIT 99.1
Hilltop Holdings
Inc. Announces Pending Retirement of
PlainsCapital
Bank President and CEO Jerry Schaffner in May 2024
COO Brian Heflin
Promoted to President of PlainsCapital Bank, CAO Pete
Villarreal Promoted to COO, and Hilltop President and CEO Jeremy B. Ford to Serve
as CEO
DALLAS
— (BUSINESS WIRE) November 20, 2023 — Hilltop Holdings Inc. (NYSE: HTH) (“Hilltop”)
today announced that Jerry Schaffner, President and CEO of Hilltop’s banking subsidiary, PlainsCapital Bank (the “Bank”),
is retiring on May 1, 2024. At that time, Hilltop President and CEO Jeremy B. Ford will become CEO of PlainsCapital Bank. In anticipation
of the transition, PlainsCapital Chief Operating Officer Brian Heflin has been named President of the Bank, and current Chief Administrative
Officer Pete Villarreal has been named Chief Operating Officer effective immediately. Schaffner will continue to serve on PlainsCapital
Bank’s board of directors, and Ford will continue to serve as President and CEO of Hilltop and Chairman of PlainsCapital Bank following
the transition.
Schaffner
“Jerry Schaffner
has had an astonishing career spanning 42 years and has been a key leader at PlainsCapital since its very beginning in 1988,” Ford
said. “As we celebrate his well-deserved retirement and implement our succession plan, I am honored and grateful for the opportunity
to build on Jerry’s legacy. This is an exciting time for our organization, as we remain focused on supporting and growing our markets
and enhancing the Bank’s connectivity and profitability. We are fortunate to have Brian as President and Pete as COO, as both bring
proven tenured leadership to their new roles. I look forward to working with them and the rest of the Bank’s leadership as we continue
to serve our customers, employees, communities, and shareholders.”
Ford
Hilltop Announces Retirement of PlainsCapital
Bank CEO
Schaffner joined
PlainsCapital in 1988 as a vice president in Lubbock, Texas. During his tenure, he has served as Chief Lending Officer and Banking Group
President, before being named President and CEO in 2010.
“PlainsCapital
has been an important part of my life for the past 35 years, and I consider our organization to be part of my extended family,”
Schaffner said. “While my decision to retire was a difficult one, I know it is the right time for both me and the Bank. PlainsCapital
is in a remarkably strong position, and I have complete confidence in the Bank’s leadership. My time at the Bank has been incredibly
rewarding, and I look forward to this exciting next chapter.”
Heflin
Heflin joined PlainsCapital
Bank in 1987 and led the Bank’s entry into the North Texas region in 1999. In addition to his position as Chief Operating Officer,
he previously has served as North Texas Region Chairman and President of PlainsCapital Bank’s Turtle Creek branch in Dallas.
“I am honored
to serve in my new role as President of PlainsCapital Bank and look forward to working closely with Jeremy, Pete, and the rest of the
Bank’s leadership throughout the transition period and beyond,” Heflin said. “I am happy for Jerry as he enters retirement
and want to express my deep gratitude for his 35 years of guidance and leadership. It has truly been an honor working alongside him.”
Villarreal
Villarreal joined
PlainsCapital Bank in 1988 and previously served as Chief of Bank Operations before being named Chief Administrative Officer in 2012.
“I am excited
about the beginning of this new phase for PlainsCapital and consider it a privilege to serve in my new role as Chief Operating Officer,”
Villarreal said. “Jerry has been a friend and mentor for more than three decades and I congratulate him on his pending retirement.
Following his example, the Bank will remain focused on providing the highest level of service for our customers and working to enhance
our operations throughout the markets we serve.”
Hilltop Announces Retirement of PlainsCapital
Bank CEO
About Hilltop
Holdings Inc.
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 September 30, 2023, Hilltop employed approximately 3,900 people and operated
336 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-Holdings.com, PlainsCapital.com, PrimeLending.com and Hilltopsecurities.com.
FORWARD-LOOKING
STATEMENTS DISCLAIMER
This 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 “believe,” ““expects,” “focus,” “may,”
“plan,” “seeks,” “strategy,” “will” or “would” or the negative of these words
and phrases or similar words or phrases. See the risk factors described in Hilltop Holdings Inc.’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.
Hilltop Announces Retirement of PlainsCapital
Bank CEO
Investor Relations
Contact:
Hilltop Holdings
Inc.
Erik Yohe
214-525-4634
eyohe@hilltop-holdings.com
Media Relations
Contact:
Hilltop Holdings
Inc.
Ben Brooks
214.252.4047
Ben.Brooks@Hilltop-Holdings.com
v3.23.3
X |
- DefinitionBoolean flag that is true when the XBRL content amends previously-filed or accepted submission.
+ References
+ Details
Name: |
dei_AmendmentFlag |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionFor the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.
+ References
+ Details
Name: |
dei_DocumentPeriodEndDate |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:dateItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.
+ References
+ Details
Name: |
dei_DocumentType |
Namespace Prefix: |
dei_ |
Data Type: |
dei:submissionTypeItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionAddress Line 1 such as Attn, Building Name, Street Name
+ References
+ Details
Name: |
dei_EntityAddressAddressLine1 |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- Definition
+ References
+ Details
Name: |
dei_EntityAddressCityOrTown |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionCode for the postal or zip code
+ References
+ Details
Name: |
dei_EntityAddressPostalZipCode |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionName of the state or province.
+ References
+ Details
Name: |
dei_EntityAddressStateOrProvince |
Namespace Prefix: |
dei_ |
Data Type: |
dei:stateOrProvinceItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionA unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b-2
+ Details
Name: |
dei_EntityCentralIndexKey |
Namespace Prefix: |
dei_ |
Data Type: |
dei:centralIndexKeyItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionIndicate if registrant meets the emerging growth company criteria.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b-2
+ Details
Name: |
dei_EntityEmergingGrowthCompany |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionCommission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.
+ References
+ Details
Name: |
dei_EntityFileNumber |
Namespace Prefix: |
dei_ |
Data Type: |
dei:fileNumberItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionTwo-character EDGAR code representing the state or country of incorporation.
+ References
+ Details
Name: |
dei_EntityIncorporationStateCountryCode |
Namespace Prefix: |
dei_ |
Data Type: |
dei:edgarStateCountryItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b-2
+ Details
Name: |
dei_EntityRegistrantName |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionThe Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b-2
+ Details
Name: |
dei_EntityTaxIdentificationNumber |
Namespace Prefix: |
dei_ |
Data Type: |
dei:employerIdItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionLocal phone number for entity.
+ References
+ Details
Name: |
dei_LocalPhoneNumber |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:normalizedStringItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 13e -Subsection 4c
+ Details
Name: |
dei_PreCommencementIssuerTenderOffer |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 14d -Subsection 2b
+ Details
Name: |
dei_PreCommencementTenderOffer |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionTitle of a 12(b) registered security.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection b
+ Details
Name: |
dei_Security12bTitle |
Namespace Prefix: |
dei_ |
Data Type: |
dei:securityTitleItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionName of the Exchange on which a security is registered.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Number 240 -Section 12 -Subsection d1-1
+ Details
Name: |
dei_SecurityExchangeName |
Namespace Prefix: |
dei_ |
Data Type: |
dei:edgarExchangeCodeItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Exchange Act -Section 14a -Number 240 -Subsection 12
+ Details
Name: |
dei_SolicitingMaterial |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionTrading symbol of an instrument as listed on an exchange.
+ References
+ Details
Name: |
dei_TradingSymbol |
Namespace Prefix: |
dei_ |
Data Type: |
dei:tradingSymbolItemType |
Balance Type: |
na |
Period Type: |
duration |
|
X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.
+ ReferencesReference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Securities Act -Number 230 -Section 425
+ Details
Name: |
dei_WrittenCommunications |
Namespace Prefix: |
dei_ |
Data Type: |
xbrli:booleanItemType |
Balance Type: |
na |
Period Type: |
duration |
|
Hilltop (NYSE:HTH)
Gráfica de Acción Histórica
De Ago 2024 a Sep 2024
Hilltop (NYSE:HTH)
Gráfica de Acción Histórica
De Sep 2023 a Sep 2024