UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
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Section 5 – Corporate Governance and Management
| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
On July 23, 2020, Hilltop Holdings Inc., or the Company, held its 2020 Annual Meeting of Stockholders virtually. At the 2020 Annual Meeting, stockholders were asked to vote on five proposals: the election of the eighteen director nominees named in the proxy statement; the approval of the Hilltop Holdings Inc. 2020 Equity Incentive Plan; the approval of the Hilltop Holdings Inc. Employee Stock Purchase Plan; a non-binding advisory vote to approve executive compensation; and the ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2020. The voting results at the 2020 Annual Meeting were as follows:
| Proposal No. 1: | The stockholders elected the following eighteen director nominees to serve on the Company’s Board of Directors until the 2021 annual meeting of stockholders or until their successors are duly elected and qualified. |
| Name | For | Against | Withheld | Broker Non-Votes | ||||
| Charlotte Jones Anderson | 55,368,455 | - | 14,492,195 | 8,488,324 | ||||
| Rhodes R. Bobbitt | 66,978,584 | - | 2,882,066 | 8,488,324 | ||||
| Tracy A. Bolt | 68,257,405 | - | 1,603,245 | 8,488,324 | ||||
| J. Taylor Crandall | 62,834,428 | - | 7,026,222 | 8,488,324 | ||||
| Charles R. Cummings | 67,372,458 | - | 2,488,192 | 8,488,324 | ||||
| Hill A. Feinberg | 63,966,628 | - | 5,894,022 | 8,488,324 | ||||
| Gerald J. Ford | 63,404,643 | - | 6,456,007 | 8,488,324 | ||||
| Jeremy B. Ford | 66,862,304 | - | 2,998,346 | 8,488,324 | ||||
| J. Markham Green | 67,371,857 | - | 2,488,793 | 8,488,324 | ||||
| William T. Hill, Jr. | 62,468,956 | - | 7,391,694 | 8,488,324 | ||||
| Lee Lewis | 63,813,579 | - | 6,047,071 | 8,488,324 | ||||
| Andrew J. Littlefair | 67,818,078 | - | 2,042,572 | 8,488,324 | ||||
| W. Robert Nichols, III | 56,246,582 | - | 13,614,068 | 8,488,324 | ||||
| Kenneth D. Russell | 51,432,425 | - | 18,428,225 | 8,488,324 | ||||
| A. Haag Sherman | 52,855,776 | - | 17,004,874 | 8,488,324 | ||||
| Jonathan S. Sobel | 63,822,255 | - | 6,038,395 | 8,488,324 | ||||
| Robert C. Taylor, Jr. | 62,812,474 | - | 7,048,176 | 8,488,324 | ||||
| Carl B. Webb | 63,822,401 | - | 6,038,249 | 8,488,324 |
| Proposal No. 2: | The stockholders approved the adoption of the Hilltop Holdings Inc. 2020 Equity Incentive Plan. |
| For | Against | Abstain | Broker Non-Votes | |||||||||||
| 65,888,670 | 3,898,246 | 73,734 | 8,488,324 | |||||||||||
| Proposal No. 3: | The stockholders approved the adoption of the Hilltop Holdings Inc. Employee Stock Purchase Plan. |
| For | Against | Abstain | Broker Non-Votes | |||||||||||
| 69,752,818 | 37,664 | 70,168 | 8,488,324 | |||||||||||
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| Proposal No. 4: | The stockholders approved, on an advisory basis, the 2019 compensation of the Company’s named executive officers. |
| For | Against | Abstain | Broker Non-Votes | |||||||||||
| 68,044,992 | 1,490,011 | 325,647 | 8,488,324 | |||||||||||
| Proposal No. 5: | The stockholders ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2020. |
| For | Against | Abstain | Broker Non-Votes | |||||||||||
| 76,345,359 | 1,727,306 | 276,309 | - | |||||||||||
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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: July 27, 2020 | By: | /s/ COREY PRESTIDGE | |
| Name: | Corey G. Prestidge | ||
| Title: | Executive Vice President, | ||
| General Counsel & Secretary | |||
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