X0306 4 2014-10-02 0 0000878520 SWS GROUP INC SWS 0001021572 FORD GERALD J 1201 ELM STREET, SUITE 3500 DALLAS TX 75270 1 0 0 0 Common Stock 2014-10-02 4 X 0 8695652 5.75 A 10171039 I By Hilltop Holdings Inc. Common Stock 19925 D Warrant (right to purchase) 5.75 2014-10-02 4 X 0 8695652 0 D 2011-07-29 Common Stock 8695652 0 I By Hilltop Holdings Inc. The exercise price of the warrant was paid through the automatic elimination of the $50.0 million outstanding loan due to Hilltop Holdings Inc. by SWS Group, Inc. under the Credit Agreement. Shares of common stock are held by Hilltop Holdings Inc., of which Mr. Ford is Chairman of the Board and a 17.2% beneficial owner. Mr. Ford disclaims beneficial ownership of the shares of common stock, except to the extent of his pecuniary interest therein. Includes 5,963 shares of restricted common stock that vest on November 14, 2014. Exercisable for five years, but will expire to the extent that SWS Group, Inc. makes prepayments on the loan made to it by Hilltop Holdings Inc. and the holder does not exercise a corresponding portion of the Warrant. /s/ GERALD J. FORD 2014-10-03