X0306 4 2015-10-29 0 0001265131 Hilltop Holdings Inc. HTH 0001021572 FORD GERALD J 200 CRESCENT COURT, SUITE 1350 DALLAS TX 75201 1 0 1 0 Common Stock 2015-10-29 4 A 0 30000 0 A 37866 D Common Stock 4797 I By trust Common Stock 15544674 I By Diamond A Financial, LP Represents restricted stock units granted to the reporting person. Such restricted stock units will vest, and an equal number of shares of common stock will be deliverable to the reporting person, upon the third anniversary of the date of grant, October 29, 2018, or immediately upon the earlier occurrence of events specified in the reporting person's restricted stock unit award agreement, including a "change in control" of Hilltop Holdings Inc. The shares of common stock deliverable upon conversion of such restricted stock units will be subject to restrictions on transfer until the first anniversary of the vesting date of the restricted stock units, October 29, 2019, or an earlier "change in control" of Hilltop Holdings Inc. Represents securities owned directly by Turtle Creek Revocable Trust, a revocable trust for the benefit of family members of the reporting person (the "Trust"), and indirectly by the reporting person as the settlor of the Trust. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. Represents securities owned directly by Diamond A Financial, LP and indirectly by the reporting person as a general partner of Diamond A Financial, LP. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein. /s/ Gerald J. Ford 2015-11-02