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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):  January 30, 2020

 

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.)

 

2323 Victory Avenue, Suite 1400    
Dallas, Texas   75219
(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 8 – Other Events

 

  Item 8.01 Other Events.

 

On January 30, 2020, Hilltop Holdings Inc. (“Hilltop”) entered into a definitive agreement with Align Financial Holdings, LLC (“Align”) for the sale of National Lloyds Corporation, Hilltop’s wholly owned subsidiary, to Align in an all-cash transaction (the “Purchase Agreement”). Hilltop issued a press release, dated January 31, 2020, relating to entry into the Purchase Agreement and related matters. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

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.

 

  (d) Exhibits.  

 

The following exhibit(s) are 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.

 

Exhibit
Number
  Description of Exhibit
     
99.1   Press Release dated January 31, 2020 (filed pursuant to Item 8.01)
     
104   Cover Page Interactive File (formatted as Inline XBRL).

 

 

 

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:        January 31, 2020 By: /s/ COREY PRESTIDGE
  Name: Corey G. Prestidge
  Title: Executive Vice President,
    General Counsel & Secretary