Hilltop Holdings Inc.

Previous wording

Consolidated income before income taxes during the three and six months ended June 30, 2026 included the following contributions from our reportable business segments.

Current wording

Consolidated income before income taxes during the three and nine months ended September 30, 2026 included the following contributions from our reportable business segments.

Previous wording

During the six months ended June 30, 2026, we declared and paid total common dividends of $23.4 million.

Current wording

During the nine months ended September 30, 2026, we declared and paid total common dividends of $36.0 million.

Previous wording

In January 2026, our board of directors authorized a new stock repurchase program through January 2027, pursuant to which we were originally authorized to repurchase, in the aggregate, up to $125.0 million of our outstanding common stock. In July 2026, our board of directors authorized an increase to the aggregate amount of common stock we may repurchase under this program to $200.0 million, an increase of $75.0 million, which is inclusive of repurchases to offset dilution related to grants of stock-based compensation. During the six months ended June 30, 2026, we paid $94.5 million to repurchase an aggregate of 2,488,216 shares of our common stock at an average price of $37.99 per share pursuant to the stock repurchase program. As a result of share repurchases during 2026, Hilltop has approximately $106 million of available share repurchase capacity through the expiration of the 2026 stock repurchase program in January 2027.

Current wording

In January 2026, our board of directors authorized a new stock repurchase program through January 2027, pursuant to which we were originally authorized to repurchase, in the aggregate, up to $125.0 million of our outstanding common stock. In July 2026, our board of directors authorized an increase to the aggregate amount of common stock we may repurchase under this program to $200.0 million, an increase of $75.0 million, which is inclusive of repurchases to offset dilution related to grants of stock-based compensation. During the nine months ended September 30, 2026, we paid $114.5 million to repurchase an aggregate of 3,000,291 shares of our common stock at an average price of $38.15 per share pursuant to the stock repurchase program. As a result of share repurchases during 2026, Hilltop has approximately $86 million of available share repurchase capacity through the expiration of the 2026 stock repurchase program in January 2027.

Previous wording

Our balance sheet, operating results and certain metrics during 2025 and the first six months of 2026 reflected uncertainty around general economic, market and business conditions that we expect will remain uncertain for the remainder of 2026. The extent of the impacts of uncertain economic conditions on our financial performance during the remainder of 2026 will depend in part on developments outside of our control, including, among others, changes in political environment, the impact of tariffs and reciprocal tariffs, the timing and significance of further changes in U.S. Treasury yields and mortgage interest rates, and a volatile economic forecast. These conditions, coupled with exposure to changes in funding costs, inflationary pressures, elevated energy prices, and international armed conflicts and their impact on supply chains within our business segments during the first six months of 2026 have had, and are expected to continue to have, an adverse impact on our operating results during the remainder of 2026.

Current wording

Our balance sheet, operating results and certain metrics during 2025 and the first nine months of 2026 reflected uncertainty around general economic, market and business conditions that we expect will remain uncertain for the remainder of 2026. The extent of the impacts of uncertain economic conditions on our financial performance during the remainder of 2026 will depend in part on developments outside of our control, including, among others, changes in political environment, the impact of tariffs and reciprocal tariffs, the timing and significance of further changes in U.S. Treasury yields and mortgage interest rates, and a volatile economic forecast. These conditions, coupled with exposure to changes in funding costs, inflationary pressures, elevated energy prices, and international armed conflicts and their impact on supply chains within our business segments during the first nine months of 2026 have had, and are expected to continue to have, an adverse impact on our operating results during the remainder of 2026.

Previous wording

Historically, high-profile banking failures periodically increase market uncertainty and concerns associated with banking sector liquidity positions, increase regulatory scrutiny and underscore the importance of maintaining access to diverse sources of funding. In light of these events, we have continued our efforts to monitor deposit flows and balance sheet trends to ensure that our liquidity needs and financial flexibility are maintained. During 2025, deposit costs remained elevated despite actions we took to reduce the interest paid on our interest-bearing deposits. Our cost of deposits decreased during the six months ended June 30, 2026, compared to the same period of 2025, as a result of the rate reductions since September 2025. Additionally, at June 30, 2026, we continued to access core deposits from our Hilltop Securities Federal Deposit Insurance Corporation (“FDIC”) insured sweep program, while the Bank was not utilizing any of its Federal Home Loan Bank (“FHLB”) borrowing capacity.

Current wording

Historically, high-profile banking failures periodically increase market uncertainty and concerns associated with banking sector liquidity positions, increase regulatory scrutiny and underscore the importance of maintaining access to diverse sources of funding. In light of these events, we have continued our efforts to monitor deposit flows and balance sheet trends to ensure that our liquidity needs and financial flexibility are maintained. During 2025, deposit costs remained elevated despite actions we took to reduce the interest paid on our interest-bearing deposits. Our cost of deposits decreased during the nine months ended September 30, 2026, compared to the same period of 2025, as a result of the rate reductions since September 2025. Additionally, at September 30, 2026, we continued to access core deposits from our Hilltop Securities Federal Deposit Insurance Corporation (“FDIC”) insured sweep program, while the Bank was not utilizing any of its Federal Home Loan Bank (“FHLB”) borrowing capacity.

Previous wording

We expect that overall deposit funding costs will continue to be influenced by various factors, including, but not limited to competitive pressures, broader economic conditions, future changes in the target range for the federal funds rate, customer behavior and our liquidity position at that time. An unexpected influx of withdrawals of deposits could adversely impact our ability to rely on organic deposits to primarily fund our operations, potentially requiring greater reliance on secondary sources of liquidity to meet withdrawals of deposits or to fund continuing operations. These sources may include proceeds from FHLB advances, sales of investment securities and loans, federal fund lines of credit with correspondent banks, securities sold under agreements to repurchase, brokered time deposits, borrowings from the Federal Reserve and borrowings under lines of credit with other financial institutions. Refer to the discussions in the “Segment Results – Banking Segment” and “Liquidity and Capital Resources – Banking Segment” sections that follow for more details regarding the Bank’s deposits, available liquidity and borrowing capacity at June 30, 2026.

Current wording

We expect that overall deposit funding costs will continue to be influenced by various factors, including, but not limited to competitive pressures, broader economic conditions, the recent increase in the target range for the federal funds rate during September 2026, further changes in the target range for the federal funds rate, customer behavior and our liquidity position at that time. An unexpected influx of withdrawals of deposits could adversely impact our ability to rely on organic deposits to primarily fund our operations, potentially requiring greater reliance on secondary sources of liquidity to meet withdrawals of deposits or to fund continuing operations. These sources may include proceeds from FHLB advances, sales of investment securities and loans, federal fund lines of credit with correspondent banks, securities sold under agreements to repurchase, brokered time deposits, borrowings from the Federal Reserve and borrowings under lines of credit with other financial institutions. Refer to the discussions in the “Segment Results – Banking Segment” and “Liquidity and Capital Resources – Banking Segment” sections that follow for more details regarding the Bank’s deposits, available liquidity and borrowing capacity at September 30, 2026.

Previous wording

We expect uncertainties related to economic headwinds discussed above, the impact of interest rate movements on the shape and inversions of the yield curve and the continued active management of deposits and related funding costs that persisted through 2025 and into the first half of 2026, to continue during the remainder of 2026.

Current wording

We expect uncertainties related to economic headwinds discussed above, the impact of interest rate movements on the shape and inversions of the yield curve and the continued active management of deposits and related funding costs that persisted through 2025 and into the first nine months of 2026, to continue during the remainder of 2026.

Previous wording

As discussed in more detail within “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our 2025 Form 10-K, at each reporting date between annual impairment tests, we consider potential indicators of impairment including the condition of the economy and financial services industry; government intervention and regulatory updates; the impact of recent events to financial performance and cost factors of the reporting unit; performance of our stock and other relevant events.

Current wording

As discussed in more detail within “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our 2025 Form 10-K, at each reporting date between annual impairment tests as of October 1 st, we consider potential indicators of impairment including the condition of the economy and financial services industry; government intervention and regulatory updates; the impact of recent events to financial performance and cost factors of the reporting unit; performance of our stock and other relevant events.

Previous wording

Continuing macroeconomic challenges related to mortgage loan origination volumes, customer sensitivity to interest rates and resulting demand for certain products, including recent shift in market expectations related to a prolonged elevated interest rate environment, have resulted in a challenging environment associated with the mortgage origination segment’s short- and long-term financial condition, resulting in variability in their operating results.

Current wording

Continuing macroeconomic challenges related to mortgage loan origination volumes, customer sensitivity to interest rates and resulting demand for certain products, including market expectations related to a prolonged elevated interest rate environment, have resulted in a challenging environment associated with the mortgage origination segment’s short- and long-term financial condition, variability in operating results and lower-than-forecasted performance. In light of these current macroeconomic challenges in the mortgage industry, coupled with any future changes in the inputs and assumptions specific to the mortgage origination segment that are incorporated in the valuations, including projections of future cash flows, discount rates, and applicable valuation multiples based on the comparable public company information, the fair value of the mortgage origination segment may decline, and we may be required to record an impairment charge of up to $13.1 million of goodwill allocated to the mortgage origination segment.

Previous wording

To the extent future operating performance of our reporting segments remain challenged and below forecasted projections, significant assumptions such as expected future cash flows or the risk-adjusted discount rate used to estimate fair value are adversely impacted, or upon the occurrence of what management would deem to be a triggering event that could, under certain circumstances, cause us to perform impairment tests on our goodwill and other intangible assets, an impairment charge may be recorded for that period. In the event that we conclude that all or a portion of our goodwill and other intangible assets are impaired, a non-cash charge for the respective amount of such impairment would be recorded to earnings. Such a charge would have no impact on tangible capital or regulatory capital.

Current wording

To the extent future operating performance of our reporting segments, and specifically the mortgage origination segment, remain challenged and below forecasted projections, significant assumptions such as expected future cash flows or the risk-adjusted discount rate used to estimate fair value are adversely impacted, or upon the occurrence of what management would deem to be a triggering event that could, under certain circumstances, cause us to perform impairment tests on our goodwill and other intangible assets, an impairment charge may be recorded for that period. In the event that we conclude that all or a portion of our goodwill and other intangible assets are impaired, a non-cash charge for the respective amount of such impairment would be recorded to earnings. Such a charge would have no impact on tangible capital or regulatory capital.

Previous wording

We generate revenue from net interest income and from noninterest income. Net interest income represents the difference between the income earned on our assets, including our loans and investment securities, and our cost of funds, including the interest paid on the deposits and borrowings that are used to support our assets. Net interest income is a significant contributor to our operating results. Fluctuations in interest rates, as well as the amounts and types of interest-earning assets and interest-bearing liabilities we hold, affect net interest income. We generated $227.9 million in net interest income during the six months ended June 30, 2026, compared with net interest income of $215.8 million during the six months ended June 30, 2025. The change in reportable business segment net interest income during the six months ended June 30, 2026, compared with the same period in 2025, primarily reflected improvements within the banking segment and corporate.

Current wording

We generate revenue from net interest income and from noninterest income. Net interest income represents the difference between the income earned on our assets, including our loans and investment securities, and our cost of funds, including the interest paid on the deposits and borrowings that are used to support our assets. Net interest income is a significant contributor to our operating results. Fluctuations in interest rates, as well as the amounts and types of interest-earning assets and interest-bearing liabilities we hold, affect net interest income. We generated $350.3 million in net interest income during the nine months ended September 30, 2026, compared with net interest income of $328.2 million during the nine months ended September 30, 2025. The change in reportable business segment net interest income during the nine months ended September 30, 2026, compared with the same period in 2025, primarily reflected improvements within the banking and mortgage origination segments and corporate.

Previous wording

In the aggregate, we generated $388.4 million and $406.0 million in noninterest income during the six months ended June 30, 2026 and 2025, respectively. The decrease in noninterest income during the six months ended June 30, 2026, compared to the same period in 2025, was predominantly attributable, as noted in the segment results table previously presented, to a decrease in pre-tax gains associated with merchant bank equity investment activity within corporate, partially offset by increased noninterest income within our broker-dealer segment from principal transactions, commissions and fees and within our mortgage origination segment from net gains from sale of loans.

Current wording

In the aggregate, we generated $575.5 million and $623.8 million in noninterest income during the nine months ended September 30, 2026 and 2025, respectively. The decrease in noninterest income during the nine months ended September 30, 2026, compared to the same period in 2025, was predominantly attributable, as noted in the segment results table previously presented, to decreases in pre-tax gains associated with merchant bank equity investment activity within corporate, commissions and fees and within our mortgage origination segment from net gains from sale of loans and noninterest income within our broker-dealer segment from principal transactions.

Previous wording

Income applicable to common stockholders during the three months ended June 30, 2026 was $36.5 million, or $0.63 per diluted share, compared to $36.1 million, or $0.57 per diluted share, during the three months ended June 30, 2025. Income applicable to common stockholders during the six months ended June 30, 2026 was $74.4 million, or $1.27 per diluted share, compared to $78.2 million, or $1.22 per diluted share, during the six months ended June 30, 2025. Hilltop’s financial results during the three and six months ended June 30, 2026, compared with the three and six months ended June 30, 2025, are discussed in more detail below and within the respective “Banking Segment,” “Broker-Dealer Segment,” “Mortgage Origination Segment” and “Corporate” segment results sections that follow.

Current wording

Income applicable to common stockholders during the three months ended September 30, 2026 was $24.9 million, or $0.44 per diluted share, compared to $45.8 million, or $0.74 per diluted share, during the three months ended September 30, 2025. Income applicable to common stockholders during the nine months ended September 30, 2026 was $99.3 million, or $1.71 per diluted share, compared to $124.0 million, or $1.95 per diluted share, during the nine months ended September 30, 2025. Hilltop’s financial results during the three and nine months ended September 30, 2026, compared with the three and nine months ended September 30, 2025, are discussed in more detail below and within the respective “Banking Segment,” “Broker-Dealer Segment,” “Mortgage Origination Segment” and “Corporate” segment results sections that follow.

Previous wording

Certain items included in net income for the three and six months ended June 30, 2026 and 2025 resulted from purchase accounting associated with the merger of PlainsCapital Corporation with and into a wholly owned subsidiary of Hilltop on November 30, 2012, the FDIC-assisted transaction whereby the Bank acquired certain assets and assumed certain liabilities of FNB, the acquisition of SWS Group, Inc. in a stock and cash transaction, and the acquisition of The Bank of River Oaks in an all-cash transaction (collectively, the “Bank Transactions”). Income before income taxes during the three months ended June 30, 2026 and 2025 included net accretion on earning assets and liabilities of $0.8 million and $0.5 million, respectively, and amortization of identifiable intangibles of $0.2 million and $0.2 million, respectively, related to the Bank Transactions. During the six months ended June 30, 2026 and 2025, income before income taxes included net accretion on earning assets and liabilities of $2.1 million and $1.6 million, respectively, and amortization of identifiable intangibles of $0.5 million and $0.5 million, respectively, related to the Bank Transactions.

Current wording

Certain items included in net income for the three and nine months ended September 30, 2026 and 2025 resulted from purchase accounting associated with the merger of PlainsCapital Corporation with and into a wholly owned subsidiary of Hilltop on November 30, 2012, the FDIC-assisted transaction whereby the Bank acquired certain assets and assumed certain liabilities of FNB, the acquisition of SWS Group, Inc. in a stock and cash transaction, and the acquisition of The Bank of River Oaks in an all-cash transaction (collectively, the “Bank Transactions”). Income before income taxes during the three months ended September 30, 2026 and 2025 included net accretion on earning assets and liabilities of $0.8 million and $0.6 million, respectively, and amortization of identifiable intangibles of $0.2 million and $0.3 million, respectively, related to the Bank Transactions. During the nine months ended September 30, 2026 and 2025, income before income taxes included net accretion on earning assets and liabilities of $2.9 million and $2.2 million, respectively, and amortization of identifiable intangibles of $0.7 million and $0.8 million, respectively, related to the Bank Transactions.

Previous wording

During the three months ended June 30, 2026 and 2025, purchase accounting contributed 2 and 2 basis points, respectively, to our consolidated taxable equivalent net interest margin of 3.23% and 3.04%, respectively. During the six months ended June 30, 2026 and 2025, purchase accounting contributed 3 and 3 basis points, respectively, to our consolidated taxable equivalent net interest margin of 3.19% and 2.95%, respectively The purchase accounting activity

Current wording

During the three months ended September 30, 2026 and 2025, purchase accounting contributed 2 and 2 basis points, respectively, to our consolidated taxable equivalent net interest margin of 3.35% and 3.09%, respectively. During the nine months ended September 30, 2026 and 2025, purchase accounting contributed 3 and 2 basis points, respectively, to our consolidated taxable equivalent net interest margin of 3.25% and 2.99%, respectively The purchase accounting activity was primarily related to the accretion of discount of loans which totaled $0.8 million and $0.6 million during the three months ended September 30, 2026 and 2025, respectively, and $2.9 million and $2.2 million during the nine months ended September 30, 2026 and 2025, respectively, associated with the Bank Transactions.

Previous wording

On a consolidated basis, the change in net interest income during the three and six months ended June 30, 2026, compared with the same periods in 2025, were primarily due to decreased funding costs on our deposits from rate decreases, partially offset by lower yields on loans held for investment and interest-bearing deposits in other institutions from rate decreases. Refer to the discussion in the “Banking Segment” section that follows for more details on the changes in net interest income, including the component changes in the volume of average interest-earning assets and interest-bearing liabilities and changes in the rates earned or paid on those items.

Current wording

On a consolidated basis, the change in net interest income during the three and nine months ended September 30, 2026, compared with the same periods in 2025, were primarily due to decreased funding costs on our deposits due to lower rates and an increase in interest income from loans held for investment reflecting higher loan volume, partially offset by lower earnings on interest-bearing deposits in other institutions. Refer to the discussion in the “Banking Segment” section that follows for more details on the changes in net interest income, including the component changes in the volume of average interest-earning assets and interest-bearing liabilities and changes in the rates earned or paid on those items.

Previous wording

The provision for (reversal of) credit losses is determined by management as the amount necessary to maintain the allowance for credit losses at the amount of expected credit losses inherent within the loans held for investment portfolio. The amount of expense and the corresponding level of allowance for credit losses for loans are based on our evaluation of the collectability of the loan portfolio based on historical loss experience, reasonable and supportable forecasts, and other significant qualitative and quantitative factors. Substantially all of our consolidated provision for (reversal of) credit losses is related to the banking segment. During the three months ended June 30, 2026, the reversal of credit losses was primarily driven by changes in the U.S. economic outlook associated with collectively evaluated loans and loan portfolio changes, including changes in loan mix and risk rating grade migration, partially offset by a build in the allowance related to specific reserves, within the banking segment since the prior quarter. The provision for credit losses

Current wording

The provision for (reversal of) credit losses is determined by management as the amount necessary to maintain the allowance for credit losses at the amount of expected credit losses inherent within the loans held for investment portfolio. The amount of expense and the corresponding level of allowance for credit losses for loans are based on our evaluation of the collectability of the loan portfolio based on historical loss experience, reasonable and supportable forecasts, and other significant qualitative and quantitative factors. Substantially all of our consolidated provision for (reversal of) credit losses is related to the banking segment. During the three months ended September 30, 2026, the provision for credit losses was primarily driven by loan portfolio changes, including changes in loan mix and risk rating grade migration, a build in the allowance related to specific reserves and changes in the U.S. economic outlook associated with collectively evaluated loans, within the banking segment since the prior quarter. The provision for credit losses during

Previous wording

during the six months ended June 30, 2026 was primarily driven by a build in the allowance related to specific reserves and net charge-offs, partially offset by changes in the U.S. economic outlook associated with collectively evaluated loans and loan portfolio changes, including changes in loan mix and risk rating grade migration, within the banking segment. Refer to the discussion under the heading “Financial Condition – Allowance for Credit Losses on Loans” for more details regarding the significant assumptions and estimates involved in estimating credit losses.

Current wording

the nine months ended September 30, 2026 was primarily driven by a build in the allowance related to specific reserves and loan portfolio changes, including changes in loan mix and risk rating grade migration, partially offset by changes in the U.S. economic outlook associated with collectively evaluated loans, within the banking segment. Refer to the discussion under the heading “Financial Condition – Allowance for Credit Losses on Loans” for more details regarding the significant assumptions and estimates involved in estimating credit losses.

Previous wording

Noninterest income increased during the three months ended June 30, 2026, compared with the same period in 2025, primarily due to net increases within our broker-dealer segment’s structured finance, wealth management and fixed income services business lines, partially offset a decrease within our mortgage origination segment due to multiple Settlement Agreement & Releases (the “Settlements”) whereby PrimeLending received an aggregate of $9.5 million from the respective parties in the second quarter of 2025. Noninterest income decreased during the six months ended June 30, 2026, compared with the same period in 2025, primarily due to the recognition within corporate of a pre-tax gain of $27.1 million associated with the sale of operations by a merchant bank equity investment in the first quarter of 2025 and due to the decrease noted above within the mortgage origination, partially offset by net increases within the broker-dealer segment’s structured finance, wealth management and fixed income business lines.

Current wording

Noninterest income decreased during the three months ended September 30, 2026, compared with the same period in 2025, primarily due to net decreases within our broker-dealer segment’s structured finance and fixed income services business lines and a decline in other production income within our mortgage origination segment. Noninterest income decreased during the nine months ended September 30, 2026, compared with the same period in 2025, primarily due to the recognition within corporate of a pre-tax gain of $27.1 million associated with the sale of operations by a merchant bank equity investment in the first quarter of 2025, decreases within our mortgage origination segment due to a decline in other production income and multiple Settlement Agreement & Releases (the “Settlements”) whereby PrimeLending received an aggregate of $9.5 million from the respective parties in the second quarter of 2025 and net decreases within the broker-dealer segment’s structured finance and public finance services business lines.

Previous wording

Noninterest expense increased during the three months ended June 30, 2026, compared with the same period in 2025, primarily due to an increase within our broker-dealer segment associated with increases in variable compensation expense and other segment operating costs, partially offset by a decrease in lender paid closing costs within our mortgage origination segment. Noninterest expense increased during the six months ended June 30, 2026, compared to the same period in 2025, primarily due to an increase in professional fees within our banking segment due to the settlement and receipt of $6.5 million during the first quarter of 2025 that reimbursed the Bank for legal fees previously incurred and an increase within our broker-dealer segment associated with increases in variable compensation expense and other segment operating costs, partially offset by a net decrease in employees’ compensation and benefits within corporate associated with the sale of a merchant bank equity investment in the first quarter of 2025. During 2025 and through the second quarter of 2026, we continued to experience increases in certain noninterest expenses, compared with respective prior periods, including compensation, occupancy, and software costs, due to inflationary pressures. We expect such inflationary headwinds to continue during the remainder of 2026.

Current wording

Noninterest expense decreased during the three months ended September 30, 2026, compared with the same period in 2025, primarily due to decreases within our broker-dealer and mortgage origination segments associated with decreases in variable compensation expense and segment operating costs. Noninterest expense decreased during the nine months ended September 30, 2026, compared to the same period in 2025, primarily due to a net decrease in employees’ compensation and benefits within corporate associated with the sale of a merchant bank equity investment in the first quarter of 2025 and decreases in lender paid closing costs and segment operating costs within our mortgage origination segment, partially offset by an increase in professional fees within our banking segment due to the settlement and receipt of $6.5 million during the first quarter of 2025 that reimbursed the Bank for legal fees previously incurred. During 2025 and through the third quarter of 2026, we continued to experience increases in certain noninterest expenses, compared with respective prior periods, including compensation, occupancy, and software costs, due to inflationary pressures. We expect such inflationary headwinds to continue during the remainder of 2026.

Previous wording

Effective income tax rates during the three months ended June 30, 2026 and 2025 were 24.2% and 23.4%, respectively, and during the six months ended June 30, 2026 and 2025 were 23.4% and 23.1%, respectively. During the three and six months ended June 30, 2026 the effective tax rate was higher than the applicable statutory rate primarily due to the impact of nondeductible expenses, nondeductible compensation expense and other permanent adjustments, partially offset by investments in tax-exempt instruments. During the three and six months ended June 30, 2025, the effective tax rate was higher than the applicable statutory rate primarily due to the impact of nondeductible compensation expense, other nondeductible expenses and other permanent adjustments, partially offset by investments in tax-exempt instruments.

Current wording

Effective income tax rates during the three months ended September 30, 2026 and 2025 were 25.2% and 23.2%, respectively, and during the nine months ended September 30, 2026 and 2025 were 23.9% and 23.1%, respectively. During the three and nine months ended September 30, 2026 the effective tax rate was higher than the applicable statutory rate primarily due to the impact of nondeductible expenses, nondeductible compensation expense, valuation allowances and other permanent adjustments, partially offset by investments in tax-exempt instruments. During the three and nine months ended September 30, 2025, the effective tax rate was higher than the applicable statutory rate primarily due to the impact of nondeductible compensation expense, nondeductible expenses and other permanent adjustments, partially offset by investments in tax-exempt instruments.

Previous wording

The decrease in income before income taxes during the three months ended June 30, 2026, compared with the same period in 2025, was primarily due to a decrease in the reversal of credit losses and an increase in noninterest expense, partially offset by an increase in net interest income. The increase in income before income taxes during the six months ended June 30, 2026, compared with the same period in 2025, was primarily due to an increase in net interest income and a decrease in the provision for credit losses, partially offset by an increase in noninterest expense. Changes to net interest income related to the component changes in the volume of average interest-earning assets and interest-bearing liabilities and changes in the rates earned or paid on those items are discussed in more detail below.

Current wording

The decrease in income before income taxes during the three and nine months ended September 30, 2026, compared with the same periods in 2025, was primarily due to changes in the provision for credit losses and an increase in noninterest expense, partially offset by an increase in net interest income. Changes to net interest income related to the component changes in the volume of average interest-earning assets and interest-bearing liabilities and changes in the rates earned or paid on those items are discussed in more detail below.

Previous wording

As discussed in more detail below, the banking segment's overall deposit costs decreased during the first six months of 2026, primarily due to lower rates on interest-bearing deposits on certain products and product tiers in conjunction with rate reductions by the Federal Reserve to lower the effective funds rate towards the end of 2025. Future decisions on the costs of deposits will continue to be influenced by various factors, including, but not limited to competitive pressures, broader economic conditions, future changes in the target range for the federal funds rate, customer behavior and our liquidity position at that time.

Current wording

As discussed in more detail below, the banking segment's overall deposit costs decreased during the first nine months of 2026, primarily due to lower rates on interest-bearing deposits on certain products and product tiers in conjunction with rate reductions by the Federal Reserve to lower the effective funds rate towards the end of 2025. Future decisions on the

Previous wording

During the three months ended June 30, 2026 and 2025, purchase accounting contributed 3 and 3 basis points, respectively, to the banking segment’s taxable equivalent net interest margin of 3.42% and 3.17%, respectively. During the six months ended June 30, 2026 and 2025, purchase accounting contributed 4 and 3 basis points, respectively, to the banking segment’s taxable equivalent net interest margin of 3.40% and 3.07%, respectively. These purchase accounting items are primarily related to accretion of discount of loans associated with the Bank Transactions presented in the Consolidated Operating Results section.

Current wording

During the three months ended September 30, 2026 and 2025, purchase accounting contributed 4 and 2 basis points, respectively, to the banking segment’s taxable equivalent net interest margin of 3.50% and 3.23%, respectively. During the nine months ended September 30, 2026 and 2025, purchase accounting contributed 4 and 2 basis points, respectively, to the banking segment’s taxable equivalent net interest margin of 3.44% and 3.12%, respectively. These purchase accounting items are primarily related to accretion of discount of loans associated with the Bank Transactions presented in the Consolidated Operating Results section.

Previous wording

With regard to net interest income, as of June 30, 2026, the banking segment maintained an asset sensitive rate risk position, meaning the amount of its interest-earning assets maturing or repricing within a given period exceeds the amount of its interest-bearing liabilities also maturing or repricing within that time period. During a period of declining interest rates, being asset sensitive tends to result in a decrease in net interest income, but during a period of rising interest rates, being asset sensitive tends to result in an increase in net interest income. Given projected impacts on net interest income associated with the expected transition into the next phase of the interest rate cycle, we continue to evaluate our current GAP position, which may result in a repositioning of the banking segment towards a more neutral or liability sensitive balance sheet.

Current wording

With regard to net interest income, as of September 30, 2026, the banking segment maintained an asset sensitive rate risk position, meaning the amount of its interest-earning assets maturing or repricing within a given period exceeds the amount of its interest-bearing liabilities also maturing or repricing within that time period. During a period of rising interest rates, being asset sensitive tends to result in an increase in net interest income, but during a period of declining interest rates, being asset sensitive tends to result in a decrease in net interest income. Given projected impacts on net interest income associated with the expected transition into the next phase of the interest rate cycle, we continue to evaluate our current GAP position, which may result in a repositioning of the banking segment towards a more neutral or liability sensitive balance sheet.

Previous wording

The increase in net interest income during the three and six months ended June 30, 2026, compared to the same periods in 2025, as noted in the table above, was driven by decreased funding costs on our deposit products from rate decreases. This decrease was partially offset by lower earnings on interest‑earning assets due to reduced balances and lower yields

Current wording

The increase in net interest income during the three and nine months ended September 30, 2026, compared to the same periods in 2025, as noted in the table above, was driven by decreased funding costs on our deposit products due to lower rates and an increase in interest income from loans held for investment reflecting higher loan volumes, partially offset by lower earnings on interest‑earning deposits in other financial institutions due to reduced balances and lower yields. The average rate paid on interest-bearing liabilities decreased 60 basis points from 3.17% for the nine months ended September 30, 2025 to 2.57% for the nine months ended September 30, 2026, while the average yield on interest-earning assets decreased 9 basis points from 5.29% for the nine months ended September 30, 2025 to 5.20% for the nine months ended September 30, 2026.

Previous wording

Our portfolio includes loans that periodically reprice or mature prior to the end of an amortized term. The extent and timing of this impact on interest income will ultimately be driven by the timing, magnitude and frequency of interest rate and yield curve movements, as well as changes in market conditions and timing of management strategies. At June 30, 2026, approximately $455 million of our floating rate loans held for investment remained at or below their applicable rate floor, exclusive of our mortgage warehouse lending program, of which approximately 16% are not scheduled to reprice for more than one year based upon agreed-upon terms. If interest rates were to continue to fall, the impact on our interest income for certain variable-rate loans would be limited by these rate floors. If interest rates rise, yields on the portion of our loan portfolio that remain at applicable rate floors would rise more slowly than increases in market interest rates, unless such loans are refinanced or repaid. Competition for loan growth could also continue to put pressure on new loan origination rates.

Current wording

Our portfolio includes loans that periodically reprice or mature prior to the end of an amortized term. The extent and timing of this impact on interest income will ultimately be driven by the timing, magnitude and frequency of interest rate and yield curve movements, as well as changes in market conditions and timing of management strategies. At September 30, 2026, approximately $393 million of our floating rate loans held for investment remained at or below their applicable rate floor, exclusive of our mortgage warehouse lending program, of which approximately 27% are not scheduled to reprice for more than one year based upon agreed-upon terms. If interest rates rise, yields on the portion of our loan portfolio that remain at applicable rate floors would rise more slowly than increases in market interest rates, unless such

Previous wording

Additionally, within our banking segment, the composition of the deposit base and ultimate cost of funds on deposits and net interest income are affected by the level of market interest rates, the interest rates and products offered by competitors, the volatility of equity markets and other factors. Deposit products and pricing structures relative to the market are regularly evaluated to maintain competitiveness over time. As discussed above, our cost of deposits decreased during the three and six months ended June 30, 2026, compared to the same periods in 2025. We expect such costs during the remainder of 2026 will continue to be influenced by various factors, including, but not limited to competitive pressures, broader economic conditions, future changes in the target range for the federal funds rate, customer behavior and our liquidity position at that time. The Bank’s deposit base primarily includes a combination of commercial, wealth and public funds deposits, without a high level of industry concentration. At June 30, 2026, total estimated uninsured deposits were $5.7 billion, or approximately 55% of total deposits, while estimated uninsured deposits, excluding collateralized deposits of $580.0 million and internal accounts of $388.6 million, were $4.8 billion, or approximately 45% of total deposits.

Current wording

Additionally, within our banking segment, the composition of the deposit base and ultimate cost of funds on deposits and net interest income are affected by the level of market interest rates, the interest rates and products offered by competitors, the volatility of equity markets and other factors. Deposit products and pricing structures relative to the market are regularly evaluated to maintain competitiveness over time. As discussed above, our cost of deposits decreased during the three and nine months ended September 30, 2026, compared to the same periods in 2025. We expect such costs during the remainder of 2026 will continue to be influenced by various factors, including, but not limited to competitive pressures, broader economic conditions, the recent increase in the target range for the federal funds rate during September 2026, further changes in the target range for the federal funds rate, customer behavior and our liquidity position at that time. The Bank’s deposit base primarily includes a combination of commercial, wealth and public funds deposits, without a high level of industry concentration. At September 30, 2026, total estimated uninsured deposits were $6.0 billion, or approximately 55% of total deposits, while estimated uninsured deposits, excluding collateralized deposits of $586.7 million and internal accounts of $380.8 million, were $5.1 billion, or approximately 46% of total deposits.

Previous wording

The banking segment retained approximately $58.7 million and $43.2 million in mortgage loans originated by the mortgage origination segment during the three months ended June 30, 2026 and 2025, respectively, and $113.6 million and $105.7 million in mortgage loans originated by the mortgage origination segment during the six months ended June 30, 2026 and 2025, respectively. These loans are purchased by the banking segment at par. For origination services provided, the banking segment reimburses the mortgage origination segment for direct origination costs associated with these mortgage loans, in addition to payment of a correspondent fee. The correspondent fees are eliminated in consolidation. The determination of mortgage loan retention levels by the banking segment will be impacted by, among other things, an ongoing review of the prevailing mortgage rates, balance sheet positioning at Hilltop and the banking segment’s outlook for commercial loan growth.

Current wording

The banking segment retained approximately $126.2 million and $44.9 million in mortgage loans originated by the mortgage origination segment during the three months ended September 30, 2026 and 2025, respectively, and $239.8 million and $150.6 million in mortgage loans originated by the mortgage origination segment during the nine months ended September 30, 2026 and 2025, respectively. These loans are purchased by the banking segment at par. For origination services provided, the banking segment reimburses the mortgage origination segment for direct origination costs associated with these mortgage loans, in addition to payment of a correspondent fee. The correspondent fees are eliminated in consolidation. The determination of mortgage loan retention levels by the banking segment will be impacted by, among other things, an ongoing review of the prevailing mortgage rates, balance sheet positioning at Hilltop and the banking segment’s outlook for commercial loan growth.

Previous wording

The banking segment’s provision for (reversal of) credit losses has been subject to significant year-over-year and quarterly changes primarily attributable to the effects of changes in economic outlook, macroeconomic forecast assumptions and the resulting impact on reserves. During the three months ended June 30, 2026, the reversal of credit losses was primarily driven by changes in the U.S. economic outlook associated with collectively evaluated loans and loan portfolio changes, including changes in loan mix and risk rating grade migration, partially offset by a build in the allowance related to specific reserves, since the prior quarter. The provision for credit losses during the six months ended June 30, 2026 was primarily driven by a build in the allowance related to specific reserves and net charge-offs, partially offset by changes in the U.S. economic outlook associated with collectively evaluated loans and loan portfolio changes, including changes in loan mix and risk rating grade migration. The net impact to the allowance of changes associated

Current wording

The banking segment’s provision for (reversal of) credit losses has been subject to significant year-over-year and quarterly changes primarily attributable to the effects of changes in economic outlook, macroeconomic forecast assumptions and the resulting impact on reserves. During the three months ended September 30, 2026, the provision for credit losses was primarily driven by loan portfolio changes, including changes in loan mix and risk rating grade migration, a build in the allowance related to specific reserves and changes in the U.S. economic outlook associated with collectively evaluated loans, since the prior quarter. The provision for credit losses during the nine months ended September 30, 2026 was primarily driven by a build in the allowance related to specific reserves and loan portfolio changes, including changes in loan mix and risk rating grade migration, partially offset by changes in the U.S. economic outlook associated with collectively evaluated loans. The net impact to the allowance of changes associated with individually evaluated loans during the three and nine months ended September 30, 2026 included a provision for credit losses of $1.7 million and $7.6 million, respectively, while collectively evaluated loans during the three and nine months ended September 30, 2026 included a provision for credit losses of $8.5 million and $3.3 million, respectively. The changes in the allowance for credit losses during the noted periods also reflected other factors including, but not limited to, loan mix, changes in loan balances and qualitative factors from the prior quarter, and net loan growth specific to the third quarter of 2026. The changes in the allowance for credit losses during the three and nine months ended September 30, 2026 were also impacted by net charge-offs of $1.2 million and $8.6 million, respectively. Refer to the discussion in the “Financial Condition – Allowance for Credit Losses on Loans” section that follows for more details regarding the significant assumptions and estimates involved in estimating credit losses.

Previous wording

During the three months ended June 30, 2025, the reversal of credit losses was primarily driven by changes in the U.S. economic outlook associated with collectively evaluated loans, loan portfolio changes and net charge-offs, partially offset by a build in the allowance related to specific reserves, including changes in loan mix and risk rating grade migration, since the prior quarter. The provision for credit losses during the six months ended June 30, 2025 was primarily driven a build in the allowance related to loan portfolio changes and specific reserves, including changes in loan mix and risk rating grade migration, partially offset by net charge-offs and changes in the U.S. economic outlook associated with collectively evaluated loans. The net impact to the allowance of changes associated with individually evaluated loans during the three and six months ended June 30, 2025 included a provision for credit losses of $1.8 million and $3.4 million, respectively, while collectively evaluated loans during the three and six months ended June 30, 2025 included a reversal of credit losses of $9.1 million and $1.4 million, respectively. The changes in the allowance for credit losses during the noted periods also reflected other factors including, but not limited to, the change in economic scenario, loan mix, and changes in loan balances and qualitative factors from the prior quarter. The change in the allowance for credit losses during the three and six months ended June 30, 2025 was also impacted by net charge-offs of $0.9 million and $5.2 million, respectively.

Current wording

During the three months ended September 30, 2025, the reversal of credit losses was primarily driven by changes in the U.S. economic outlook associated with collectively evaluated loans and loan portfolio changes, including changes in loan mix and risk rating grade migration, partially offset by a build in the allowance related to specific reserves, since the prior quarter. The reversal of credit losses during the nine months ended September 30, 2025 was primarily driven by changes in the U.S. economic outlook associated with collectively evaluated loans and net charge-offs, partially offset by a build in the allowance related to loan portfolio changes and specific reserves, including changes in loan mix and risk rating grade migration. The net impact to the allowance of changes associated with collectively evaluated loans during the three and nine months ended September 30, 2025 included a reversal of credit losses of $7.2 million and $8.6 million, respectively, while individually evaluated loans during the three and nine months ended September 30, 2025 included a provision for credit losses of $4.6 million and $8.0 million, respectively. The changes in the allowance for credit losses during the noted periods also reflected other factors including, but not limited to, loan mix, and changes in loan balances and qualitative factors from the prior quarter, as well as the economic scenario change during the second quarter of 2025. The changes in the allowance for credit losses during the three and nine months ended September 30, 2025 were also impacted by net charge-offs of $0.3 million and $5.4 million, respectively.

Previous wording

The banking segment’s noninterest income increased slightly during the three and six months ended June 30, 2026, compared to the same periods in 2025, primarily due an increase in trust management fees, significantly offset by the receipt of a legal restitution payment during the second quarter of 2025 that compensated the Bank for previously incurred losses.

Current wording

The banking segment’s noninterest income increased during the three and nine months ended September 30, 2026, compared to the same periods in 2025, primarily due to an increase in trust management fees. During the nine months ended September 30, 2026, the increase in trust management fees was significantly offset by the receipt of a legal restitution payment during the second quarter of 2025 that compensated the Bank for previously incurred losses.

Previous wording

The banking segment’s noninterest expense increased during the three and six months ended June 30, 2026, compared to the same periods in 2025, primarily due to increases in professional fees, employees’ compensation and benefits and software costs. The increase in professional fees during the six months ended June 30, 2026, compared to the same period in 2025, was significantly driven by the settlement and receipt of $6.5 million during the first quarter of 2025 that reimbursed the Bank for legal fees previously incurred.

Current wording

The banking segment’s noninterest expense increased during the three months ended September 30, 2026, compared to the same period in 2025, primarily due to increases in employees’ compensation and benefits and software costs. During the nine months ended September 30, 2026, compared to the same period in 2025, noninterest expense increased primarily due to increases in professional fees, employees’ compensation and benefits and software costs. The increase in professional fees during the nine months ended September 30, 2026, compared to the same period in 2025, was significantly driven by the settlement and receipt of $6.5 million during the first quarter of 2025 that reimbursed the Bank for legal fees previously incurred.

Previous wording

The increases in net revenue and income before income taxes for the three and six months ended June 30, 2026, compared with the same periods in 2025, were primarily due to improved revenues within the fixed income services, wealth management and structured finance business lines. These increases were offset by a decrease in the public finance services business line. The increase in the fixed income business line’s net revenues was due primarily to improved revenue earned from sales activities in both taxable and municipal capital markets divisions. The increase in the wealth management business line’s net revenue was driven by an increase in asset management fee revenues generated from managed customer assets and transactional commission revenues. The increase in the structured finance business line’s net revenues was primarily due to an increase in housing revenue period over period and an increase in commissions earned on the sale of agricultural insurance products and commodities transactions. The decrease in the public finance services business lines was due to a decrease in advisory fees. Income before income taxes for the three and six months ended June 30, 2026 were impacted by the increases in net revenue as described above and a net increase in noninterest expense.

Current wording

The decrease in the structured finance business line’s net revenues was primarily due to a decrease in housing revenue period over period due to an increase in mortgage rates and less robust demand from the buyer base. The increase in the wealth management business line’s net revenue was driven by an increase in asset management fee revenues generated from managed customer assets and transactional commission revenues. The decrease in the public finance services business line was primarily due to a decrease in advisory fees, offset by an increase in asset management fees. The decrease in the fixed income business line’s net revenues during the three months ended September 30, 2026, was

Previous wording

Principal transactions, commissions and fees increased during the three and six months ended June 30, 2026, compared with the same periods in 2025, primarily due to increases in commodities and over-the-counter sales commissions, income from hedging activities and an increase in housing revenue period over period.

Current wording

Principal transactions, commissions and fees decreased during the three and nine months ended September 30, 2026, compared with the same periods in 2025, primarily due to a decrease in housing revenue period over period, offset by increases in commodities and over-the-counter sales commissions.

Previous wording

Investment banking advisory and administrative fees increased during the three and six months ended June 30, 2026, compared with the same periods in 2025, primarily due to increases in fees earned from managed assets offset by a decrease in fees earned from public finance advisory services.

Current wording

Investment banking advisory and administrative fees increased during the three and nine months ended September 30, 2026, compared with the same periods in 2025, primarily due to increases in fees earned from managed assets offset by a decrease in fees earned from public finance advisory services.

Previous wording

The increase in noninterest expense during the three and six months ended June 30, 2026, compared with the same periods in 2025, were primarily due to increases in variable compensation, which were in line with the increases in production revenue earned period over period. This increase in variable compensation expense was partially offset by decreases in employee benefits, primarily employee health insurance and severance expenses incurred in the prior year. Additionally, segment operating costs increased during the three and six months ended June 30, 2026, compared with the same periods in 2025, primarily due to increased legal and quotation costs.

Current wording

The decrease in noninterest expense during the three months ended September 30, 2026, compared with the same period in 2025, was primarily due to a decrease in variable compensation, which were in line with the decreases in production revenue earned period over period. The increase in noninterest expense during the nine months ended September 30, 2026, compared with the same periods in 2025, was primarily due to increased legal costs, partially offset by decreases in employee benefits, primarily employee health insurance and severance expenses incurred in the prior year.

Previous wording

The mortgage lending business is subject to variables that can impact loan origination volume, including seasonal transaction volumes and interest rate fluctuations. Historically, the mortgage origination segment has experienced increased loan origination volume from home purchases during the spring and summer months to varying degrees, when more people tend to move and buy or sell homes. A decrease in mortgage interest rates tends to result in increased loan origination volume from refinancings, while an increase in mortgage interest rates tends to result in decreased loan origination volume from refinancings. While changes in mortgage interest rates have historically had a lesser impact on home purchases volume than on refinancing volume, the sharp increase in average mortgage rates during 2022 and their continued elevation has adversely affected home purchase volume through the first half of 2026. This impact was further amplified by broader economic uncertainty during the same period. See details regarding loan origination volume in the table below.

Current wording

The mortgage lending business is subject to variables that can impact loan origination volume, including seasonal transaction volumes and interest rate fluctuations. Historically, the mortgage origination segment has experienced increased loan origination volume from home purchases during the spring and summer months to varying degrees, when more people tend to move and buy or sell homes. A decrease in mortgage interest rates tends to result in increased loan origination volume from refinancings, while an increase in mortgage interest rates tends to result in decreased loan origination volume from refinancings. While changes in mortgage interest rates have historically had a lesser impact on home purchases volume than on refinancing volume, the sharp increase in average mortgage rates during 2022 and their continued elevation has adversely affected home purchase volume through the first nine months of 2026. This impact was further amplified by broader economic uncertainty during the same period. See details regarding loan origination volume in the table below.

Previous wording

Recent trends, as well as typical historical patterns in loan origination volume from home purchases and refinancings because of movements in mortgage interest rates, may not be indicative of future loan origination volumes. During 2025 and through the first half of 2026, certain events initially triggered as early as 2022 have continued to challenge total mortgage market origination volumes because of their effect on the broader economy. These factors include higher average interest rates during this period when compared to the average of the three years prior to 2023, actions and communications by the Federal Reserve and ongoing geopolitical events. These events have adversely impacted the willingness and ability of some mortgage origination segment’s customers to conduct mortgage transactions. While

Current wording

Recent trends, as well as typical historical patterns in loan origination volume from home purchases and refinancings because of movements in mortgage interest rates, may not be indicative of future loan origination volumes. During 2025 and through the first nine months of 2026, certain events initially triggered as early as 2022 have continued to challenge total mortgage market origination volumes because of their effect on the broader economy. These factors include higher average interest rates, actions and communications by the Federal Reserve and ongoing geopolitical events. These events have adversely impacted the willingness and ability of some mortgage origination segment’s customers to conduct mortgage transactions. While prolonged shortages of home inventories showed some improvement during 2025 and the first half of 2026, affordability challenges, in addition to uncertainties about the economy, continue to negatively impact

Previous wording

prolonged shortages of home inventories have shown some improvement during 2025 and the first half of 2026, affordability challenges, in addition to uncertainties about the economy, continue to negatively impact customers’ abilities to purchase homes. Between September 2025 and December 2025, the Federal Reserve reduced the target range for the federal funds rate by a cumulative 75 basis points to 3.5% - 3.75%. Following these rate reductions, mortgage interest rates declined slightly during the first quarter of 2026, which had a modest positive impact on loan origination volumes from refinancings during the first half of 2026. In June 2026, the Federal Reserve maintained the target range for the federal funds rate at 3.5% - 3.75% and revised its economic outlook to reflect reduced expectations for near-term interest rate reductions. As a result, market expectations have shifted toward a prolonged elevated interest rate environment, which may continue to adversely affect housing affordability and refinancing demand. Additionally, mortgage origination volumes may remain affected by economic uncertainty, interest rate volatility and consumer sentiment. During the second quarter of 2026, mortgage interest rates increased but remained below second quarter 2025 mortgage interest rates. We expect loan production during the third quarter of 2026 to approximate the second quarter of 2026 due to the continuation of seasonal home purchase activity.

Current wording

customers’ abilities to purchase homes. Between September 2025 and December 2025, the Federal Reserve reduced the target range for the federal funds rate by a cumulative 75 basis points to 3.5% - 3.75%. Following these rate reductions, mortgage interest rates declined slightly during the first quarter of 2026. In September 2026, the Federal Reserve increased the target range for the federal funds rate by 25-basis points to 3.75% - 4.00% and revised its economic outlook to reflect expectations for possible further interest rate increases during 2026. As a result, market expectations have shifted toward a prolonged elevated interest rate environment, which may continue to adversely affect housing affordability and refinancing demand. During the third quarter of 2026, mortgage interest rates increased and exceeded third quarter 2025 mortgage interest rates. We expect loan production during the fourth quarter of 2026 to decrease compared to the third quarter of 2026 due to a higher mortgage interest rate environment and lower seasonal home purchase activity.