希尔托普控股 2025年度报告

FORM10-K ANNUAL REPORT PURSUANT TO SECTION13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934 Hilltop Holdings Inc.(Exact name of registrant as specified in its charter) (Registrant’s telephone number, including area code) Securities registered pursuant to Section12(g)of the Act:None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule405 of the Securities Act.Yes☐No Indicate by check mark if the registrant is not required to file reports pursuant to Section13 or Section15(d)of the Act.☐YesNo Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d)of the Securities Exchange Act of 1934during the preceding 12months (or for such shorter period that the registrant was required to file such reports), and (2)has been subject to such filingrequirements for the past 90days.Yes☐No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule405 ofRegulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit suchfiles).Yes☐No Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or anemerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growthcompany” in Rule12b-2 of the Exchange Act. If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with anynew or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internalcontrol over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm thatprepared or issued its audit report. If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in thefiling reflect the correction of an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensationreceived by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Exchange Act). Aggregate market value of the voting and non-voting common equity held by non-affiliates, computed by reference to the price at which the commonstock was last sold on the New York Stock Exchange on June30, 2025, was approximately $1.25 billion. For the purposes of this computation, allofficers, directors and 10% stockholders are considered affiliates. The number of shares of the registrant’s common stock outstanding at February 12,2026 was 59,449,557. DOCUMENTS INCORPORATED BY REFERENCE The Registrant’s definitive Proxy Statement pertaining to the 2026 Annual Meeting of Stockholders, filed or to be filed not later than 120 days after theend of the fiscal year pursuant to Regulation 14A, is incorporated herein by reference into PartIII. TABLE OF CONTENTS MARKET AND INDUSTRY DATA AND FORECASTSFORWARD-LOOKING STATEMENTSRISK FACTOR SUMMARYPARTIItem 1.Business6Item 1A.Risk Factors25Item 1B. Unresolved Staff Comments47Item 1C.Cybersecurity47Item 2.Properties49Item 3.Legal Proceedings50Item 4.Mine Safety Disclosures50PARTIIItem 5.Market for Registrant’s Common Equity, Related Stockholder Matters andIssuer Purchases of Equity Securities51Item 6.[Reserved]52Item 7.Management’s Discussion and Analysis of Financial Condition and Results ofOperations52Item 7A.Quantitative and Qualitative Disclosures About Market Risk104Item 8.Financial Statements and Supplementary Data109Item 9.Changes in and Disagreements With Accountants on Accounting and FinancialDisclosure109Item 9A.Controls and Procedures109Item 9B. Other Information110Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections110PARTIIIItem 10.Directors, Executive Officers and Corporate Governance111Item 11.Executive Compensation111Item 12.Security Ownership of Certain Beneficial Owners and Management and RelatedStockholder Matters111Item 13.Certain Relationships and Related Transactions, and Director Independence111Item 14.Principal Accountant Fees and Services111PARTIVItem 15.Exhibits, Financial Statement Schedules112Item 16.Form 10-K Summary112 MARKET AND INDUSTRY DATA AND FORECASTS Market and industry data and other statistical information and forecasts used throughout this AnnualReport on Form 10-K (this “Annual Report”) are based on i