Hilltop Stockholders Elect 13 Directors, Approve Pay and PwC as Auditor

Hilltop (NYSE:HTH) stockholders elected 13 directors, approved the company’s executive compensation on an advisory basis and ratified PricewaterhouseCoopers LLP as the company’s independent registered public accounting firm at its 2026 annual meeting.

The virtual meeting was called to order by Jeremy Ford, Hilltop’s president, chief executive officer and chairman of the board. Ford said the company chose a virtual format to enable broader stockholder participation.

Corey Prestidge, Hilltop’s secretary, general counsel and executive vice president, served as secretary of the meeting and inspector of elections. Prestidge reported that annual meeting materials were mailed beginning May 29, 2026, and that a quorum was present because at least a majority of the company’s outstanding shares entitled to vote were represented in person or by proxy.

Board Election Results

Stockholders elected each of the board’s 13 nominees to serve until the 2027 annual meeting of stockholders or until their successors are elected and qualified. No advance notices were received from stockholders seeking to nominate additional director candidates, Ford said.

  • Rhodes Bobbitt
  • Dana Bober
  • J. Taylor Crandall
  • Hill Feinberg
  • Jeremy Ford
  • Stephen Haworth
  • Lee Lewis
  • Robert Nichols
  • Tom Nichols
  • Kenneth Russell
  • Jonathan Sobel
  • Robert Taylor
  • Carl Webb

Ford said the inspector of elections advised that the 13 nominees received the highest number of votes among shares represented at the meeting in person or by proxy.

Executive Pay and Auditor Ratification Approved

Stockholders also approved a non-binding “say-on-pay” proposal covering compensation paid to Hilltop’s named executive officers, as disclosed in the company’s proxy materials. Approval required a majority of votes cast on the matter.

Ford said Hilltop’s Compensation Committee will review the advisory vote results and consider them in future executive-compensation decisions.

In addition, stockholders ratified the appointment of PricewaterhouseCoopers LLP as Hilltop’s independent registered public accounting firm for the fiscal year ending Dec. 31, 2026. Kevin Brasch of PricewaterhouseCoopers LLP was introduced during the meeting.

The polls opened at 10:07 a.m. on July 23, 2026, and closed one minute later. Prestidge will provide the secretary with a written report containing the final vote count for inclusion in the meeting minutes, Ford said.

Ford thanked stockholders for attending and for their continued support before adjourning the meeting.

About Hilltop (NYSE:HTH)

Hilltop Holdings, Inc (NYSE: HTH) is a Dallas, Texas–based financial holding company offering commercial banking, mortgage lending and capital markets services through its three primary subsidiaries: PlainsCapital Corporation, PrimeLending and HilltopSecurities. PlainsCapital provides deposit, lending and treasury management solutions to small and mid-sized businesses, professionals and individuals. PrimeLending specializes in home purchase and refinance loans, serving retail, wholesale and correspondent channels.