Hilltop Holdings Inc.
A Dallas-based financial holding company, Hilltop Holdings owns PlainsCapital Bank for commercial and personal banking, PrimeLending for home mortgages, and HilltopSecurities, a broker-dealer and municipal investment bank. It started in 1998 owning manufactured-home communities before Gerald J. Ford steered it into finance, and it took the "Hilltop" name when it rebranded in 2007.
10-Q · Quarter ended Jun 30, 2026 · SEC filing ↗
The original filing sections are available below.
The following discussion should be read in conjunction with the consolidated historical financial statements and notes appearing elsewhere in this Quarterly Report on Form 10-Q (this “Quarterly Report”) and the financial information set forth in the tables herein. Unless the…
The following discussion should be read in conjunction with the consolidated historical financial statements and notes appearing elsewhere in this Quarterly Report on Form 10-Q (this “Quarterly Report”) and the financial information set forth in the tables herein. Unless the context otherwise indicates, all references in this Management’s Discussion and Analysis of Financial Condition and Results of Operations, or MD&A, to the “Company,” “we,” “us,” “our” or “ours” or similar words are to Hilltop Holdings Inc. and its direct and indirect wholly owned subsidiaries, references to “Hilltop” refer solely to Hilltop Holdings Inc., references to “PCC” refer to PlainsCapital Corporation (a wholly owned subsidiary of Hilltop), references to “Securities Holdings” refer to Hilltop Securities Holdings LLC (a wholly owned subsidiary of Hilltop), references to “Hilltop Securities” refer to Hilltop Securities Inc. (a wholly owned subsidiary of Securities Holdings), references to “Momentum Independent Network” refer to Momentum Independent Network Inc. (a wholly owned subsidiary of Securities Holdings, Hilltop Securities and Momentum Independent Network are collectively referred to as the “Hilltop Broker-Dealers”), references to the “Bank” refer to PlainsCapital Bank (a wholly owned subsidiary of PCC), references to “FNB” refer to First National Bank, references to “SWS” refer to the former SWS Group, Inc., references to “PrimeLending” refer to PrimeLending, a PlainsCapital Company (a wholly owned subsidiary of the Bank) and its subsidiaries as a whole. FORWARD-LOOKING STATEMENTS This Quarterly Report includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), as amended by the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical fact, included in this Quarterly Report that address results or developments that we expect or anticipate will or may occur in the future, and statements that are preceded by, followed by or include, words such as “anticipates,” “believes,” “could,” “estimates,” “expects,” “forecasts,” “goal,” “intends,” “may,” “might,” “plan,” “probable,” “projects,” “seeks,” “should,” “target,” “view” or “would” or the negative of these words and phrases or similar words or phrases, including statements related to our objectives and business strategy, expectations concerning our financial condition, our revenue, the sufficiency of our liquidity and sources of funding, assumptions with relating to market trends, operations and business, taxes, information technology expenses, the impact of cybersecurity incidents, capital levels, mortgage servicing rights (“MSR”) assets, stock repurchases, dividend payments, expectations concerning mortgage loan origination volume, servicer advances and interest rate compression, expected levels of refinancing as a percentage of total loan origination volume, projected losses on mortgage loans originated, total expenses, the effects of government regulation applicable to our operations, the impact of macroeconomic conditions, the appropriateness of, and changes in, our allowance for credit losses and provision for (reversal of) credit losses, expected future benchmark rates, anticipated investment yields, our expectations regarding accretion of discount on loans in future periods, the collectability of loans, and the outcome of litigation are forward-looking statements. These forward-looking statements are based on our beliefs, assumptions and expectations of our future performance taking into account all information currently available to us at the time of this Quarterly Report. These beliefs, assumptions and expectations are subject to risks and uncertainties and can change as a result of many possible events or factors, not all of which are known to us. If any of these events or risks or uncertainties occur, our business, business plan, financial condition, liquidity and results of operations may vary materially from those results expressed in our forward-looking statements. Certain factors that could cause actual results to differ include, among others: ● the credit risks of lending activities, including our ability to estimate credit losses and the allowance for credit losses, as well as the effects of changes in the level of, and trends in, loan delinquencies and write-offs; ● effectiveness of our data security controls in the face of cyber-attacks and any legal, reputational and financial risks following a cybersecurity incident; ● changes in general economic, market and business conditions in areas or markets where we compete, including changes in the price of crude oil; ● changes in the interest rate environment including potential impact of a prolonged elevated interest rate environment; ● risks associated with concentration in real estate related loans; 49 Table of Contents ● the effects of our indebtedness on our ability to manage our business successfully, including the restrictions imposed by the indenture governing our indebtedness; ● disruptions to the economy and financial services industry, risks associated with uninsured deposits and responsive measures by federal or state governments or banking regulators, including increases in the cost of our deposit insurance assessments; ● cost and availability of capital; ● changes in state and federal laws, regulations or policies affecting one or more of our business segments, including changes in policies under the new Presidential administration, changes in regulatory fees, deposit insurance premiums, capital requirements and the Dodd-Frank Wall Street Reform and Consumer Protection Act; ● changes in key management; ● competition in our banking, broker-dealer and mortgage origination segments from other banks and financial institutions as well as investment banking and financial advisory firms, mortgage bankers, asset-based non-bank lenders and government agencies; ● legal and regulatory proceedings; ● risks associated with merger and acquisition integration; and ● our ability to use excess capital in an effective manner. For a more detailed discussion of these and other factors that may affect our business and that could cause the actual results to differ materially from those anticipated in these forward-looking statements, see “Risk Factors” in Part I, Item 1A. of our Annual Report on Form 10-K for the year ended December 31, 2025 (“2025 Form 10-K”), which was filed with the Securities and Exchange Commission (“SEC”) on February 13, 2026, this Item 2. “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and other filings we have made with the SEC. We caution that the foregoing list of factors is not exhaustive, and new factors may emerge, or changes to the foregoing factors may occur, that could impact our business. All subsequent written and oral forward-looking statements concerning our business attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements above. We do not undertake any obligation to update any forward-looking statement, whether written or oral, relating to the matters discussed in this Quarterly Report except to the extent required by federal securities laws. 50 Table of Contents OVERVIEW We are a financial holding company registered under the Bank Holding Company Act of 1956. Our primary line of business is to provide business and consumer banking services from offices located throughout Texas through the Bank. We also provide an array of financial products and services through our broker-dealer and mortgage origination segments. The following includes additional details regarding the financial products and services provided by each of our primary business units. PCC. PCC is a financial holding company that provides, through its subsidiaries, traditional banking and wealth, investment and treasury management services primarily in Texas and residential mortgage loans throughout the United States. Securities Holdings. Securities Holdings is a holding company that provides, through its subsidiaries, investment banking and other related financial services, including municipal advisory, sales, trading and underwriting of taxable and tax-exempt fixed income securities, clearing, securities lending, structured finance and retail brokerage services throughout the United States. The following historical consolidated data for the periods indicated has been derived from our historical consolidated financial statements included elsewhere in this Quarterly Report (dollars and shares in thousands, except per share data). Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Statement of Operations Data: Net interest income $ 115,851 $ 110,674 $ 227,948 $ 215,791 Provision for (reversal of) credit losses (974) (7,340) 791 1,998 Total noninterest income 199,958 192,634 388,373 405,974 Total noninterest expense 266,736 261,176 515,039 512,649 Income before income taxes 50,047 49,472 100,491 107,118 Income tax expense 12,092 11,583 23,517 24,697 Net income 37,955 37,889 76,974 82,421 Less: Net income attributable to noncontrolling interest 1,433 1,816 2,616 4,232 Income attributable to Hilltop $ 36,522 $ 36,073 $ 74,358 $ 78,189 Per Share Data: Diluted earnings per common share $ 0.63 $ 0.57 $ 1.27 $ 1.22 Diluted weighted average shares outstanding 57,950 63,638 58,575 64,124 Cash dividends declared per common share $ 0.20 $ 0.18 $ 0.40 $ 0.36 Dividend payout ratio (1) 31.68 % 31.75 % 31.46 % 29.52 % Book value per common share (end of period) $ 37.12 $ 34.90 Tangible book value per common share (2) (end of period) $ 32.36 $ 30.56 June 30, December 31, 2026 2025 Balance Sheet Data: Total assets $ 16,000,819 $ 15,844,994 Cash and due from banks 750,508 1,231,944 Securities 2,870,108 2,837,050 Loans held for sale 1,004,118 950,142 Loans held for investment, net of unearned income 8,672,927 8,311,952 Allowance for credit losses (84,856) (91,537) Total deposits 10,514,053 10,878,080 Notes payable 148,703 148,587 Total stockholders' equity 2,156,296 2,197,606 Capital Ratios: Common equity to assets ratio 13.29 % 13.69 % Tangible common equity to tangible assets (2) 11.79 % 12.17 % (1) Dividend payout ratio is defined as cash dividends declared per common share divided by basic earnings per common share. (2) For a reconciliation to the nearest accounting principles generally accepted in the United States (“GAAP”) measure, see “—Reconciliation and Management’s Explanation of Non-GAAP Financial Measures.” 51 Table of Contents Consolidated income before income taxes during the three and six months ended June 30, 2026 included the following contributions from our reportable business segments. ● The banking segment contributed $51.2 million and $98.3 million of income before income taxes during the three and six months ended June 30, 2026; ● The broker-dealer segment contributed $12.4 million and $27.2 million of income before income taxes during the three and six months ended June 30, 2026; and ● The mortgage origination segment incurred $2.0 million and $4.4 million of losses before income taxes during the three and six months ended June 30, 2026. During the six months ended June 30, 2026, we declared and paid total common dividends of $23.4 million. On July 23, 2026, our board of directors declared a quarterly cash dividend of $0.22 per common share, a 10% increase from the prior quarter, payable on August 21, 2026 to all common stockholders of record as of the close of business on August 7, 2026. 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. Reconciliation and Management’s Explanation of Non-GAAP Financial Measures We present certain measures in our selected financial data that are not measures of financial performance recognized by GAAP. “Tangible book value per common share” is defined as our total stockholders’ equity reduced by goodwill and other intangible assets, divided by total common shares outstanding. “Tangible common equity to tangible assets” is defined as our total stockholders’ equity reduced by goodwill and other intangible assets, divided by total assets reduced by goodwill and other intangible assets. These measures are used by management, investors and analysts to assess the use of equity. For companies such as ours that have engaged in business combinations, purchase accounting can result in the recording of significant amounts of goodwill and other intangible assets related to those transactions. You should not view this disclosure as a substitute for results determined in accordance with GAAP, and our disclosure is not necessarily comparable to that of other companies that use non-GAAP measures. The following tables reconcile these non-GAAP financial measures to the most comparable GAAP financial measures, “book value per common share” and “equity to total assets” (dollars in thousands, except per share data). June 30, 2026 2025 Book value per common share $ 37.12 $ 34.90 Effect of goodwill and intangible assets per share (4.76) (4.34) Tangible book value per common share $ 32.36 $ 30.56 June 30, December 31, 2026 2025 Hilltop stockholders’ equity $ 2,126,233 $ 2,168,401 Less: goodwill and intangible assets, net 272,572 273,052 Tangible common equity $ 1,853,661 $ 1,895,349 Total assets $ 16,000,819 $ 15,844,994 Less: goodwill and intangible assets, net 272,572 273,052 Tangible assets $ 15,728,247 $ 15,571,942 Equity to assets 13.29 % 13.69 % Tangible common equity to tangible assets 11.79 % 12.17 % 52 Table of Contents Recent Developments Economic Environment 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. Uncertainty of general economic, market and business conditions impacts our ability to estimate credit losses and the allowance for credit losses, as well as the effects of changes in the level of, and trends in, loan delinquencies and write-offs. Significant judgment is required to estimate the severity and duration of the current economic uncertainties, as well as its potential impact on borrower cash flow. While all industries could experience volatility and adverse impacts, certain of our loan portfolio industry sectors and subsectors, including office buildings, retail and auto note financing, have an increased level of risk given business and consumer sensitivity to interest rates and the size and permanence of tariffs. Refer to the discussions in the “Financial Condition – Loan Portfolio” and “Financial Condition – Allowance for Credit Losses” sections that follow for more details regarding the Bank’s loan portfolio and significant assumptions and estimates involved in estimating credit losses. 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. 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. 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. Asset Valuation 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. 53 Table of Contents 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. Given the potential impacts of the operating performance of our reporting segments and overall economic conditions, actual results may differ materially from our current estimates as the scope of such impacts evolves or if the duration of business disruptions are longer than currently anticipated. We continue to monitor developments regarding overall economic conditions, market capitalization, and any other triggering events or circumstances that may indicate an impairment in the future. 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. Factors Affecting Results of Operations As a financial institution providing products and services through our banking, broker-dealer and mortgage origination segments, we are directly affected by general economic and market conditions, many of which are beyond our control and unpredictable. A key factor impacting our results of operations is changes in the level of interest rates in addition to twists in the shape of the yield curve with the magnitude and direction of the impact varying across the different lines of business. Other factors impacting our results of operations include, but are not limited to, fluctuations in volume and price levels of securities, inflation, political events, investor confidence, investor participation levels, legal, regulatory, and compliance requirements and competition. All of these factors have the potential to impact our financial position, operating results and liquidity. In addition, the recent economic and political environment has led to legislative and regulatory initiatives, both enacted and proposed, that could substantially change the regulation of the financial services industry and may significantly impact us. Segment Information The Company has two primary business units, PCC (banking and mortgage origination) and Securities Holdings (broker-dealer). Under GAAP, the Company’s units are comprised of three reportable business segments organized primarily by the core products offered to the segments’ respective customers: banking, broker-dealer and mortgage origination. Consistent with our historical segment operating results, we anticipate that future revenues will be driven primarily from the banking segment, with the remainder being generated by our broker-dealer and mortgage origination segments. Operating results for the mortgage origination segment have historically been more volatile than operating results for the banking and broker-dealer segments. The banking segment includes the operations of the Bank. The banking segment primarily provides business and consumer banking services from offices located throughout Texas and generates revenue from its portfolio of earning assets. The Bank’s results of operations are primarily dependent on net interest income. The Bank also derives revenue from other sources, including service charges on customer deposit accounts and trust fees. The broker-dealer segment includes the operations of Securities Holdings, which operates through its wholly owned subsidiaries Hilltop Securities, Momentum Independent Network and Hilltop Securities Asset Management, LLC. The broker-dealer segment generates a majority of its revenues from fees and commissions earned from investment advisory and securities brokerage services. Hilltop Securities is a broker-dealer registered with the SEC and the Financial Industry Regulatory Authority, Inc. (“FINRA”) and a member of the New York Stock Exchange (“NYSE”). Momentum Independent Network is an introducing broker-dealer that is also registered with the SEC and FINRA. Hilltop Securities and Momentum Independent Network are both registered with the Commodity Futures Trading Commission as non-guaranteed introducing brokers and as members of the National Futures Association. Additionally, Hilltop Securities, Momentum Independent Network and Hilltop Securities Asset Management, LLC are investment advisers registered with the SEC under the Investment Advisers Act of 1940, as amended. 54 Table of Contents The mortgage origination segment includes the operations of PrimeLending, which offers a variety of loan products and generates revenue predominantly from fees charged on the origination and servicing of loans and from selling these loans in the secondary market. Corporate includes certain activities not allocated to specific business segments. These activities include holding company financing and investing activities, merchant banking investment opportunities, and management and administrative services to support the overall operations of the Company. The eliminations of intercompany transactions are included in “All Other and Eliminations.” Additional information concerning our reportable business segments is presented in Note 22, “Segment and Related Information,” in the notes to our consolidated financial statements. The following table presents certain information about the results of our reportable business segments (in thousands). This table serves as a basis for the discussion and analysis in the segment operating results sections that follow. Three Months Ended June 30, Variance 2026 vs 2025 Six Months Ended June 30, Variance 2026 vs 2025 2026 2025 Amount Percent 2026 2025 Amount Percent Net interest income (expense): Banking $ 99,470 $ 94,919 $ 4,551 5 $ 198,194 $ 185,469 $ 12,725 7 Broker-Dealer 12,981 13,151 (170) (1) 24,874 24,719 155 1 Mortgage Origination (866) (2,302) 1,436 62 (1,794) (3,699) 1,905 52 Corporate 1,456 (166) 1,622 977 2,885 (1,035) 3,920 379 All Other and Eliminations (1) 2,810 5,072 (2,262) (45) 3,789 10,337 (6,548) (63) Hilltop Consolidated $ 115,851 $ 110,674 $ 5,177 5 $ 227,948 $ 215,791 $ 12,157 6 Provision for (reversal of) credit losses: Banking $ (1,027) $ (7,343) $ 6,316 86 $ 732 $ 2,029 $ (1,297) (64) Broker-Dealer 53 3 50 1,667 59 (31) 90 290 Mortgage Origination — — — — — — — — Corporate — — — — — — — — All Other and Eliminations — — — — — — — — Hilltop Consolidated $ (974) $ (7,340) $ 6,366 87 $ 791 $ 1,998 $ (1,207) (60) Noninterest income: Banking $ 12,212 $ 11,892 $ 320 3 $ 23,292 $ 22,702 $ 590 3 Broker-Dealer 110,993 96,502 14,491 15 215,167 193,439 21,728 11 Mortgage Origination 78,969 90,248 (11,279) (12) 151,938 158,023 (6,085) (4) Corporate 894 (628) 1,522 242 2,323 42,751 (40,428) (95) All Other and Eliminations (1) (3,110) (5,380) 2,270 42 (4,347) (10,941) 6,594 60 Hilltop Consolidated $ 199,958 $ 192,634 $ 7,324 4 $ 388,373 $ 405,974 $ (17,601) (4) Noninterest expense: Banking $ 61,464 $ 59,226 $ 2,238 4 $ 122,447 $ 111,156 $ 11,291 10 Broker-Dealer 111,542 103,253 8,289 8 212,827 202,576 10,251 5 Mortgage Origination 80,118 84,736 (4,618) (5) 154,519 159,396 (4,877) (3) Corporate 13,906 14,285 (379) (3) 25,798 40,176 (14,378) (36) All Other and Eliminations (294) (324) 30 9 (552) (655) 103 16 Hilltop Consolidated $ 266,736 $ 261,176 $ 5,560 2 $ 515,039 $ 512,649 $ 2,390 0 Income (loss) before taxes: Banking $ 51,245 $ 54,928 $ (3,683) (7) $ 98,307 $ 94,986 $ 3,321 3 Broker-Dealer 12,379 6,397 5,982 94 27,155 15,613 11,542 74 Mortgage Origination (2,015) 3,210 (5,225) (163) (4,375) (5,072) 697 14 Corporate (11,556) (15,079) 3,523 23 (20,590) 1,540 (22,130) (1,437) All Other and Eliminations (6) 16 (22) (138) (6) 51 (57) (112) Hilltop Consolidated $ 50,047 $ 49,472 $ 575 1 $ 100,491 $ 107,118 $ (6,627) (6) (1) All other and eliminations amounts during each period include FDIC sweep program revenues and expenses earned on broker-dealer segment deposits placed with the banking segment that are eliminated in consolidation. Key Performance Indicators We utilize several key indicators of financial condition and operating performance to evaluate the various aspects of our business. In addition to traditional financial metrics, such as revenue and growth trends, we monitor several other financial measures and non-financial operating metrics to help us evaluate growth trends, measure the adequacy of our capital based on regulatory reporting requirements, measure the effectiveness of our operations and assess operational efficiencies. These indicators change from time to time as the opportunities and challenges in our businesses change. 55 Table of Contents Performance ratios and asset quality ratios are typically used for measuring the performance of banking and financial institutions. We consider return on average stockholders’ equity, return on average assets and net interest margin to be important supplemental measures of operating performance that are commonly used by securities analysts, investors and other parties interested in the banking and financial industry. The net recoveries (charge-offs) to average loans outstanding ratio is also considered a key measure for our banking segment as it indicates the performance of our loan portfolio. In addition, we consider regulatory capital ratios to be key measures that are used by us, as well as banking regulators, investors and analysts, to assess our regulatory capital position and to compare our regulatory capital to that of other financial services companies. We monitor our capital strength in terms of both leverage ratio and risk-based capital ratios based on capital requirements administered by the federal banking agencies. The risk-based capital ratios are minimum supervisory ratios generally applicable to banking organizations, but banking organizations are widely expected to operate with capital positions well above the minimum ratios. Failure to meet minimum capital requirements can initiate certain mandatory actions by regulators that, if undertaken, could have a material effect on our financial condition or results of operations. How We Generate Revenue 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. The other component of our revenue is noninterest income, which is primarily comprised of the following: (i) Income from broker-dealer operations. Through Securities Holdings, we provide investment banking and other related financial services that generated $130.7 million and $103.5 million in principal transactions, commissions and fees and $81.1 million and $80.4 million in investment banking, advisory and administrative fees during the six months ended June 30, 2026 and 2025, respectively. (ii) Income from mortgage operations. Through PrimeLending, we generate noninterest income by originating and selling mortgage loans. During the six months ended June 30, 2026 and 2025, we generated $151.8 million and $148.4 million, respectively, in net gains from sale of loans, other mortgage production income (including income associated with retained mortgage servicing rights), and mortgage loan origination fees. 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. We also incur noninterest expenses in the operation of our businesses. Our businesses engage in labor intensive activities and, consequently, employees’ compensation and benefits represent the majority of our noninterest expenses. 56 Table of Contents Consolidated Operating Results 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. 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. The information shown in the table below includes certain key performance indicators on a consolidated basis. Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Return on average stockholders' equity (1) 6.89 % 6.62 % 7.01 % 7.21 % Return on average assets (2) 0.99 % 0.98 % 1.01 % 1.05 % Net interest margin (3) (4) 3.21 % 3.01 % 3.17 % 2.93 % Leverage ratio (5) (end of period) 12.73 % 13.11 % Common equity Tier 1 risk-based capital ratio (6) (end of period) 18.34 % 20.74 % (1) Return on average stockholders’ equity is defined as consolidated income attributable to Hilltop divided by average total Hilltop stockholders’ equity. (2) Return on average assets is defined as consolidated net income before noncontrolling interest divided by average assets. (3) Net interest margin is defined as net interest income divided by average interest-earning assets. We consider net interest margin as a key indicator of profitability, as it represents interest earned on our interest-earning assets compared to interest incurred. (4) The securities financing operations within our broker-dealer segment had the effect of lowering both the net interest margin and taxable equivalent net interest margin by 31 basis points and 24 basis points during the three months ended June 30, 2026 and 2025, respectively, and 31 basis points and 25 basis points during the six months ended June 30, 2026 and 2025, respectively. (5) The leverage ratio is a regulatory capital ratio and is defined as Tier 1 risk-based capital divided by average consolidated assets. (6) The common equity Tier 1 risk-based capital ratio is a regulatory capital ratio and is defined as common equity Tier 1 risk-based capital divided by risk weighted assets. Common equity includes common equity Tier 1 capital (common stockholders’ equity and certain minority interests in the equity capital accounts of consolidated subsidiaries but excluding goodwill and various intangible assets) and additional Tier 1 capital (certain qualifying minority interests not included in common equity Tier 1 capital, certain preferred stock and related surplus, and certain subordinated debt). We present net interest margin and net interest income below on a taxable-equivalent basis. Net interest margin (taxable equivalent), a non-GAAP measure, is defined as taxable equivalent net interest income divided by average interest-earning assets. Taxable equivalent adjustments are based on the applicable corporate federal income tax rate of 21% for all periods presented. The Company performs periodic reviews of the classification and categorization of the components impacting the calculation of net interest margin. The interest income earned on certain earning assets is completely or partially exempt from federal income tax. As such, these tax-exempt instruments typically yield lower returns than taxable investments. To provide more meaningful comparisons of net interest margins for all earning assets, we use net interest income on a taxable-equivalent basis in calculating net interest margin by increasing the interest income earned on tax-exempt assets to make it fully equivalent to interest income earned on taxable investments. 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 57 Table of Contents was primarily related to the accretion of discount of loans which totaled $0.8 million and $0.5 million during the three months ended June 30, 2026 and 2025, respectively, and $2.1 million and $1.6 million during the six months ended June 30, 2026 and 2025, respectively, associated with the Bank Transactions. The tables below provide additional details regarding our consolidated net interest income (dollars in thousands). Three Months Ended June 30, 2026 2025 Average Interest Annualized Average Interest Annualized Outstanding Earned Yield or Outstanding Earned Yield or Balance or Paid Rate Balance or Paid Rate Assets Interest-earning assets Loans held for sale $ 909,079 $ 13,303 5.79 % $ 923,726 $ 14,119 6.05 % Loans held for investment, gross (1) 8,493,343 121,229 5.73 % 8,073,187 117,674 5.84 % Investment securities - taxable 2,518,187 28,359 4.50 % 2,490,931 25,811 4.10 % Investment securities - non-taxable (2) 408,648 4,205 4.12 % 360,557 3,891 4.27 % Federal funds sold and securities purchased under agreements to resell 100,327 1,043 4.17 % 84,583 1,352 6.41 % Interest-bearing deposits in other financial institutions 469,051 4,269 3.65 % 1,210,977 12,724 4.21 % Securities borrowed 1,444,723 15,340 4.20 % 1,451,826 20,544 5.60 % Other 130,037 2,145 6.62 % 127,638 1,871 5.88 % Interest-earning assets, gross (2) 14,473,395 189,893 5.26 % 14,723,425 197,986 5.39 % Allowance for credit losses (88,746) (105,816) Interest-earning assets, net 14,384,649 14,617,609 Noninterest-earning assets 1,012,012 968,459 Total assets $ 15,396,661 $ 15,586,068 Liabilities and Stockholders' Equity Interest-bearing liabilities Interest-bearing deposits $ 7,677,083 $ 45,285 2.37 % $ 7,868,600 $ 57,056 2.91 % Securities loaned 1,437,483 13,774 3.84 % 1,440,958 17,662 4.92 % Notes payable and other borrowings 1,231,998 14,136 4.60 % 955,618 11,789 4.95 % Total interest-bearing liabilities 10,346,564 73,195 2.84 % 10,265,176 86,507 3.38 % Noninterest-bearing liabilities Noninterest-bearing deposits 2,703,479 2,775,448 Other liabilities 191,985 330,616 Total liabilities 13,242,028 13,371,240 Stockholders’ equity 2,125,000 2,187,108 Noncontrolling interest 29,633 27,720 Total liabilities and stockholders' equity $ 15,396,661 $ 15,586,068 Net interest income (2) $ 116,698 $ 111,479 Net interest spread (2) 2.42 % 2.01 % Net interest margin (2) 3.23 % 3.04 % 58 Table of Contents Six Months Ended June 30, 2026 2025 Average Interest Annualized Average Interest Annualized Outstanding Earned Yield or Outstanding Earned Yield or Balance or Paid Rate Balance or Paid Rate Assets Interest-earning assets Loans held for sale $ 877,606 $ 25,656 5.81 % $ 817,003 $ 25,557 6.22 % Loans held for investment, gross (1) 8,395,989 238,962 5.74 % 7,982,470 230,928 5.83 % Investment securities - taxable 2,524,008 55,278 4.38 % 2,473,358 50,593 4.07 % Investment securities - non-taxable (2) 382,673 8,003 4.18 % 340,951 7,144 4.17 % Federal funds sold and securities purchased under agreements to resell 93,884 2,006 4.31 % 92,592 3,171 6.91 % Interest-bearing deposits in other financial institutions 662,332 11,810 3.60 % 1,621,936 33,916 4.22 % Securities borrowed 1,440,159 29,543 4.08 % 1,421,480 36,353 5.09 % Other 124,667 3,703 5.99 % 122,427 3,763 6.20 % Interest-earning assets, gross (2) 14,501,318 374,961 5.21 % 14,872,217 391,425 5.31 % Allowance for credit losses (90,275) (103,274) Interest-earning assets, net 14,411,043 14,768,943 Noninterest-earning assets 1,007,789 990,457 Total assets $ 15,418,832 $ 15,759,400 Liabilities and Stockholders' Equity Interest-bearing liabilities Interest-bearing deposits $ 7,778,628 $ 93,610 2.43 % $ 8,026,633 $ 117,107 2.94 % Securities loaned 1,428,819 26,616 3.76 % 1,411,552 32,398 4.63 % Notes payable and other borrowings 1,096,313 25,162 4.63 % 1,010,422 24,684 4.93 % Total interest-bearing liabilities 10,303,760 145,388 2.85 % 10,448,607 174,189 3.36 % Noninterest-bearing liabilities Noninterest-bearing deposits 2,715,779 2,736,066 Other liabilities 229,782 360,948 Total liabilities 13,249,321 13,545,621 Stockholders’ equity 2,140,003 2,186,029 Noncontrolling interest 29,508 27,750 Total liabilities and stockholders' equity $ 15,418,832 $ 15,759,400 Net interest income (2) $ 229,573 $ 217,236 Net interest spread (2) 2.36 % 1.95 % Net interest margin (2) 3.19 % 2.95 % (1) Average balance includes non-accrual loans. (2) Presented on a taxable equivalent basis with annualized taxable equivalent adjustments based on the applicable corporate federal income tax rate of 21% for the periods presented. The adjustment to interest income was $0.8 million and $0.8 million during the three months ended June 30, 2026 and 2025, respectively, and $1.6 million and $1.4 million during the six months ended June 30, 2026 and 2025, respectively. The banking segment’s net interest margin exceeds our consolidated net interest margin shown above. Our consolidated net interest margin includes certain items that are not reflected in the calculation of our net interest margin within our banking segment and reduces our consolidated net interest margin, such as the borrowing costs of Hilltop and the yields and costs associated with certain items within interest-earning assets and interest-bearing liabilities, such as securities borrowed in the broker-dealer segment and securities loaned in the broker-dealer segment, including items related to securities financing operations that particularly decrease net interest margin. In addition, yields and costs on certain interest-earning assets, such as lines of credit extended to other operating segments by the banking segment, are eliminated from the consolidated financial statements. 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. 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 59 Table of Contents 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. 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. 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. 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. Segment Results Banking Segment The following table presents certain information about the operating results of our banking segment (in thousands). Three Months Ended June 30, Variance Six Months Ended June 30, Variance 2026 2025 2026 vs 2025 2026 2025 2026 vs 2025 Net interest income $ 99,470 $ 94,919 $ 4,551 $ 198,194 $ 185,469 $ 12,725 Provision for (reversal of) credit losses (1,027) (7,343) 6,316 732 2,029 (1,297) Noninterest income 12,212 11,892 320 23,292 22,702 590 Noninterest expense 61,464 59,226 2,238 122,447 111,156 11,291 Income before income taxes $ 51,245 $ 54,928 $ (3,683) $ 98,307 $ 94,986 $ 3,321 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. 60 Table of Contents 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. The information shown in the table below includes certain key indicators of the performance and asset quality of our banking segment. Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Efficiency ratio (1) 55.03 % 55.45 % 55.28 % 53.40 % Return on average assets (2) 1.28 % 1.35 % 1.23 % 1.15 % Net interest margin (3) 3.42 % 3.16 % 3.40 % 3.06 % Net recoveries (charge-offs) to average loans outstanding (4) (0.16) % (0.05) % (0.19) % (0.14) % (1) Efficiency ratio is defined as noninterest expenses divided by the sum of total noninterest income and net interest income for the period. We consider the efficiency ratio to be a measure of the banking segment’s profitability. (2) Return on average assets is defined as net income before noncontrolling interest divided by average assets. (3) Net interest margin is defined as net interest income divided by average interest-earning assets. We consider net interest margin as a key indicator of profitability, as it represents interest earned on interest-earning assets compared to interest incurred. (4) Net recoveries (charge-offs) to average loans outstanding is defined as the greater of recoveries or charge-offs during the reported period minus charge-offs or recoveries divided by average loans outstanding. We use the ratio to measure the credit performance of our loan portfolio. The banking segment presents net interest margin and net interest income in the following discussion and table below on a taxable equivalent basis. Net interest margin (taxable equivalent), a non-GAAP measure, is defined as taxable equivalent net interest income divided by average interest-earning assets. Taxable equivalent adjustments are based on the applicable corporate federal income tax rate of 21% for all periods presented. The banking segment performs periodic reviews of the classification and categorization of the components impacting the calculation of net interest margin. The interest income earned on certain earning assets is completely or partially exempt from federal income tax. As such, these tax-exempt instruments typically yield lower returns than taxable investments. To provide more meaningful comparisons of net interest margins for all earning assets, we use net interest income on a taxable equivalent basis in calculating net interest margin by increasing the interest income earned on tax-exempt assets to make it fully equivalent to interest income earned on taxable investments. 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. 61 Table of Contents The tables below provide additional details regarding our banking segment’s net interest income (dollars in thousands). Three Months Ended June 30, 2026 2025 Average Interest Annualized Average Interest Annualized Outstanding Earned Yield or Outstanding Earned Yield or Balance or Paid Rate Balance or Paid Rate Assets Interest-earning assets Loans held for sale $ — $ — — % $ 29,303 $ 257 3.47 % Loans held for investment, gross (1) 8,141,611 114,737 5.65 % 7,699,335 111,540 5.81 % Subsidiary warehouse lines of credit 888,068 14,039 6.25 % 911,850 16,137 7.00 % Investment securities - taxable 2,045,129 16,462 3.22 % 2,080,298 17,222 3.28 % Investment securities - non-taxable (2) 106,649 926 3.47 % 106,546 960 3.60 % Federal funds sold and securities purchased under agreements to resell 10,660 108 4.08 % 63,567 732 4.62 % Interest-bearing deposits in other financial institutions 442,181 4,173 3.79 % 1,113,625 12,326 4.44 % Other 39,749 645 6.51 % 38,033 411 4.33 % Interest-earning assets, gross (2) 11,674,047 151,090 5.19 % 12,042,557 159,585 5.32 % Allowance for credit losses (88,622) (105,727) Interest-earning assets, net 11,585,425 11,936,830 Noninterest-earning assets 754,340 750,466 Total assets $ 12,339,765 $ 12,687,296 Liabilities and Stockholders’ Equity Interest-bearing liabilities Interest-bearing deposits $ 7,766,239 $ 49,129 2.54 % $ 7,912,724 $ 62,672 3.18 % Notes payable and other borrowings 294,766 2,331 3.17 % 295,822 1,804 2.45 % Total interest-bearing liabilities 8,061,005 51,460 2.56 % 8,208,546 64,476 3.15 % Noninterest-bearing liabilities Noninterest-bearing deposits 2,822,190 2,902,062 Other liabilities 86,530 85,018 Total liabilities 10,969,725 11,195,626 Stockholders’ equity 1,370,040 1,491,670 Total liabilities and stockholders’ equity $ 12,339,765 $ 12,687,296 Net interest income (2) $ 99,630 $ 95,109 Net interest spread (2) 2.63 % 2.17 % Net interest margin (2) 3.42 % 3.17 % Six Months Ended June 30, 2026 2025 Average Interest Annualized Average Interest Annualized Outstanding Earned Yield or Outstanding Earned Yield or Balance or Paid Rate Balance or Paid Rate Assets Interest-earning assets Loans held for sale $ — $ — — % $ 23,006 $ 653 5.68 % Loans held for investment, gross (1) 8,064,799 226,959 5.67 % 7,643,058 219,349 5.79 % Subsidiary warehouse lines of credit 860,691 27,040 6.25 % 808,519 28,434 6.99 % Investment securities - taxable 2,052,190 32,627 3.18 % 2,048,746 33,258 3.25 % Investment securities - non-taxable (2) 107,237 1,895 3.53 % 106,887 1,881 3.52 % Federal funds sold and securities purchased under agreements to resell 41,634 826 4.00 % 55,221 1,268 4.63 % Interest-bearing deposits in other financial institutions 594,661 11,106 3.77 % 1,479,977 32,627 4.45 % Other 39,493 1,022 5.22 % 38,562 810 4.23 % Interest-earning assets, gross (2) 11,760,705 301,475 5.17 % 12,203,976 318,280 5.26 % Allowance for credit losses (90,167) (103,197) Interest-earning assets, net 11,670,538 12,100,779 Noninterest-earning assets 748,807 750,471 Total assets $ 12,419,345 $ 12,851,250 Liabilities and Stockholders’ Equity Interest-bearing liabilities Interest-bearing deposits $ 7,868,148 $ 99,379 2.55 % $ 8,034,246 $ 128,257 3.22 % Notes payable and other borrowings 244,077 3,560 2.94 % 334,401 4,215 2.54 % Total interest-bearing liabilities 8,112,225 102,939 2.56 % 8,368,647 132,472 3.19 % Noninterest-bearing liabilities Noninterest-bearing deposits 2,838,512 2,902,879 Other liabilities 87,978 90,618 Total liabilities 11,038,715 11,362,144 Stockholders’ equity 1,380,630 1,489,106 Total liabilities and stockholders’ equity $ 12,419,345 $ 12,851,250 Net interest income (2) $ 198,536 $ 185,808 Net interest spread (2) 2.61 % 2.07 % Net interest margin (2) 3.40 % 3.07 % 62 Table of Contents (1) Average balance includes non-accrual loans. (2) Presented on a taxable equivalent basis with annualized taxable equivalent adjustments based on the applicable corporate federal income tax rates of 21% for all the periods presented. The adjustment to interest income was $0.1 million and $0.1 million during the three months ended June 30, 2026 and 2025, respectively, and $0.3 million and $0.3 million during the six months ended June 30, 2026 and 2025, respectively. The banking segment’s net interest margin exceeds our consolidated net interest margin. Our consolidated net interest margin includes certain items that are not reflected in the calculation of our net interest margin within our banking segment and reduce our consolidated net interest margin, such as the borrowing costs of Hilltop and the yields and costs associated with certain items within interest-earning assets and interest-bearing liabilities, such as securities borrowed in the broker-dealer segment and securities loaned in the broker-dealer segment, including items related to securities financing operations that particularly decrease net interest margin. In addition, yields and costs on certain interest-earning assets, such as lines of credit extended to other operating segments by the banking segment, are eliminated from the consolidated financial statements. The following table summarizes the changes in the banking segment’s net interest income for the periods indicated below, 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 (in thousands). Three Months Ended June 30, Six Months Ended June 30, 2026 vs. 2025 2026 vs. 2025 Change Due To (1) Change Due To (1) Volume Yield/Rate Change Volume Yield/Rate Change Interest income Loans held for sale $ (254) $ (3) $ (257) $ (648) $ (5) $ (653) Loans held for investment, gross (2) 6,406 (3,209) 3,197 12,109 (4,499) 7,610 Subsidiary warehouse lines of credit (3) (415) (1,683) (2,098) 1,808 (3,202) (1,394) Investment securities - taxable (288) (472) (760) 56 (687) (631) Investment securities - non-taxable (4) 1 (35) (34) 6 8 14 Federal funds sold and securities purchased under agreements to resell (609) (15) (624) (312) (130) (442) Interest-bearing deposits in other financial institutions (7,433) (720) (8,153) (19,536) (1,985) (21,521) Other 19 215 234 20 192 212 Total interest income (4) (2,573) (5,922) (8,495) (6,497) (10,308) (16,805) Interest expense Deposits $ (1,161) $ (12,382) $ (13,543) $ (2,652) $ (26,226) $ (28,878) Notes payable and other borrowings (6) 533 527 (1,138) 483 (655) Total interest expense (1,167) (11,849) (13,016) (3,790) (25,743) (29,533) Net interest income (4) $ (1,406) $ 5,927 $ 4,521 $ (2,707) $ 15,435 $ 12,728 (1) Changes attributable to both volume and yield/rate are included in yield/rate column. (2) Changes in the yields earned on loans held for investment, gross included increases of $0.2 million and $0.4 million in accretion of discount on loans during the three and six months ended June 30, 2026, compared with the same periods in 2025. Accretion of discount on loans is expected to decrease in future periods as loans acquired in the Bank Transactions are repaid, refinanced or renewed. (3) Subsidiary warehouse lines of credit extended to PrimeLending are eliminated from the consolidated financial statements. (4) Annualized taxable equivalent. 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. 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 63 Table of Contents and by increased interest income from loans held for investment reflecting higher loan volumes. The average rate paid on interest-bearing liabilities decreased 63 basis points from 3.19% for the six months ended June 30, 2025 to 2.56% for the six months ended June 30, 2026, while the average yield on interest-earning assets decreased 9 basis points from 5.26% for the six months ended June 30, 2025 to 5.17% for the six months ended June 30, 2026. 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. 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. Refer to the discussion in the “Liquidity and Capital Resources – Banking Segment” section that follows for more detail regarding the Bank’s activities regarding deposits, available liquidity and borrowing capacity. To help mitigate net interest income spread volatility between our assets and liabilities, management maintains derivative trades, as either cash flow hedges or fair value hedges, that better align repricing characteristics. Despite having these hedges in place, changes in interest rates across the term structure may continue to impact net interest income and net interest margin. The impact of rate movements will change with the shape of the yield curve, including any changes in steepness or flatness and inversions at any points on the yield curve. 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. 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 64 Table of Contents with individually evaluated loans during the three and six months ended June 30, 2026 included a provision for credit losses of $1.9 million and $5.9 million, respectively, while collectively evaluated loans during the three and six months ended June 30, 2026 included a reversal of credit losses of $2.9 million and $5.2 million, respectively. The change in the allowance for credit losses during the noted period also reflected other factors including, but not limited to, loan mix, and changes in loan balances and qualitative factors from the prior quarter. The changes in the allowance for credit losses during the three and six months ended June 30, 2026 were also impacted by net charge-offs of $3.2 million and $7.5 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. 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. 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. 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. 65 Table of Contents Broker-Dealer Segment The following table provides additional details regarding our broker-dealer segment operating results (in thousands). Three Months Ended June 30, Variance Six Months Ended June 30, Variance 2026 2025 2026 vs 2025 2026 2025 2026 vs 2025 Net interest income: Wealth management: Securities lending $ 1,566 $ 2,882 $ (1,316) $ 2,927 $ 3,955 $ (1,028) Clearing services 2,497 2,249 248 4,803 4,794 9 Structured finance 3,823 2,751 1,072 6,554 5,413 1,141 Fixed income services 618 140 478 754 (28) 782 Other 4,477 5,129 (652) 9,836 10,585 (749) Total net interest income 12,981 13,151 (170) 24,874 24,719 155 Noninterest income: Principal transactions, commissions and fees by business line (1) (2): Fixed income services (3) 12,249 10,894 1,355 25,681 19,736 5,945 Wealth management: Retail 24,787 21,831 2,956 48,999 44,285 4,714 Clearing services 8,582 8,771 (189) 17,418 17,814 (396) Structured finance (3) 20,172 11,190 8,982 40,429 30,168 10,261 Other 950 299 651 1,418 1,178 240 66,740 52,985 13,755 133,945 113,181 20,764 Investment banking, advisory and administrative fees by business line (1): Public finance services 30,113 30,800 (687) 53,710 56,189 (2,479) Fixed income services 1,172 1,562 (390) 1,629 1,658 (29) Wealth management: Retail 11,432 10,219 1,213 22,880 20,217 2,663 Clearing services 691 576 115 1,405 1,114 291 Structured finance 690 548 142 1,287 1,151 136 Other 102 64 38 209 161 48 44,200 43,769 431 81,120 80,490 630 Other (1): 53 (252) 305 102 (232) 334 Total noninterest income 110,993 96,502 14,491 215,167 193,439 21,728 Net revenue (4) 123,974 109,653 14,321 240,041 218,158 21,883 Noninterest expense: Variable compensation (5) 43,003 36,172 6,831 79,472 69,455 10,017 Non-variable compensation and benefits 33,858 37,321 (3,463) 68,661 72,102 (3,441) Segment operating costs (6) 34,734 29,763 4,971 64,753 60,988 3,765 Total noninterest expense 111,595 103,256 8,339 212,886 202,545 10,341 Income before income taxes $ 12,379 $ 6,397 $ 5,982 $ 27,155 $ 15,613 $ 11,542 (1) During the fourth quarter of 2025, certain financial statement line items within the noninterest income section of the consolidated income statement were reclassified to better align disclosures to business activities. These reclassifications were applied retrospectively to all prior periods presented. Total noninterest income did not change as a result of these reclassifications. (2) Principal transactions, commissions and fees includes income from FDIC sweep investments with the banking segment of $2.5 million and $4.8 million during the three months ended June 30, 2026 and 2025, respectively, and $3.2 million and $9.7 million during the six months ended June 30, 2026 and 2025, respectively, that is eliminated in consolidation. (3) Noted balances during the prior period include certain reclassifications to conform to current period presentation. (4) Net revenue is defined as the sum of total net interest income and total noninterest income. We consider net revenue to be a key performance measure in the evaluation of the broker-dealer segment’s financial position and operating performance as we believe it is the primary revenue performance measure used by investors and analysts. Net revenue provides for some level of comparability of trends across the financial services industry as it reflects both noninterest income, including investment and securities advisory fees and commissions, as well as net interest income. Internally, we assess the broker-dealer segment’s performance on a net revenue basis for comparability with our banking segment. (5) Variable compensation represents performance-based commissions and incentives. (6) Segment operating costs include provision for (reversal of) credit losses associated with the broker-dealer segment within other noninterest expenses. 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. 66 Table of Contents The broker-dealer segment is subject to interest rate risk as a consequence of maintaining inventory positions, trading in interest rate sensitive financial instruments and maintaining a matched stock loan book. Changes in interest rates are likely to have a meaningful impact on our overall financial performance. Our broker-dealer segment has historically earned a significant portion of its revenues from advisory fees upon the successful completion of client transactions, which could be adversely impacted by interest rate volatility. Rapid or significant changes in interest rates could adversely affect the broker-dealer segment’s bond trading, sales, underwriting activities and other interest spread-sensitive activities. The broker-dealer segment also receives administrative fees for providing money market and FDIC investment alternatives to clients, which tend to be sensitive to short-term interest rates. In addition, the profitability of the broker-dealer segment depends, to an extent, on the spread between revenues earned on customer loans and excess customer cash balances, and the interest expense paid on customer cash balances, as well as the interest revenue earned on trading securities, net of financing costs. The broker-dealer segment is also exposed to interest rate risk through its structured finance business line, which is dependent on mortgage loan production that tends to be adversely impacted by interest rate volatility that may result in valuation-related adjustments. In the broker-dealer segment, interest is earned from securities lending activities, interest charged on customer margin loan balances and interest earned on trading securities used to support sales, underwriting and other customer activities. Noninterest income increased during the three and six months ended June 30, 2026, compared with the same periods in 2025, primarily due to increases in principal transactions, commissions and fees and investment banking, advisory and administrative fees. 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. 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. 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. 67 Table of Contents Selected information concerning the broker-dealer segment, including key performance indicators, follows (dollars in thousands). Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Total compensation as a % of net revenue (1) 62.0 % 67.0 % 61.7 % 64.9 % Pre-tax margin (2) 10.0 % 5.8 % 11.3 % 7.2 % FDIC insured program balances at the Bank (end of period) $ 400,278 $ 550,971 Other FDIC insured program balances (end of period) $ 1,250,761 $ 1,187,873 Customer funds on deposit, including short credits (end of period) $ 185,470 $ 200,199 Public finance services: Number of issues (3) 300 294 482 482 Aggregate amount of offerings (3) $ 24,662,576 $ 23,544,088 $ 40,587,553 $ 37,471,789 Structured finance: Lock production/TBA volume $ 1,323,829 $ 1,153,810 $ 2,797,187 $ 1,965,711 Fixed income services: Total volumes $ 40,366,583 $ 48,567,691 $ 77,092,290 $ 96,018,002 Net inventory (end of period) $ 583,763 $ 615,949 Wealth management (Retail and Clearing services groups): Retail employee representatives (end of period) 90 90 Independent registered representatives (end of period) 149 159 Correspondents (end of period) 91 95 Correspondent receivables (end of period) $ 117,046 $ 105,044 Customer margin balances (end of period) $ 283,868 $ 222,033 Wealth management (Securities lending group): Interest-earning assets - stock borrowed (end of period) $ 1,469,831 $ 1,436,594 Interest-bearing liabilities - stock loaned (end of period) $ 1,469,829 $ 1,426,924 (1) Total compensation includes the sum of non-variable compensation and benefits and variable compensation. We consider total compensation as a percentage of net revenue to be a key performance measure and indicator of segment profitability. (2) Pre-tax margin is defined as income before income taxes divided by net revenue. We consider pre-tax margin to be a key performance measure given its use as a profitability metric representing the percentage of net revenue earned that results in a profit. (3) Noted balances during the prior period include certain reclassifications to conform to current period presentation. Mortgage Origination Segment The following table presents certain information regarding the operating results of our mortgage origination segment (in thousands). Three Months Ended June 30, Variance Six Months Ended June 30, Variance 2026 2025 2026 vs 2025 2026 2025 2026 vs 2025 Net interest expense $ (866) $ (2,302) $ 1,436 $ (1,794) $ (3,699) $ 1,905 Noninterest income 78,969 90,248 (11,279) 151,938 158,023 (6,085) Noninterest expense 80,118 84,736 (4,618) 154,519 159,396 (4,877) Income (loss) before income taxes $ (2,015) $ 3,210 $ (5,225) $ (4,375) $ (5,072) $ 697 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. 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 68 Table of Contents 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. PrimeLending continues to evaluate its cost structure to address the current mortgage environment and we believe that ongoing cost-saving initiatives are critical to improving PrimeLending’s short- and long-term financial condition and operating results. Due to challenges and conditions discussed in detail within this section of segment results, the mortgage origination segment experienced operating losses during the three and six months ended June 30, 2026. In light of current macroeconomic challenges in the mortgage industry, the fair value of the mortgage origination reporting unit may decline, and we may be required to record a goodwill impairment charge. These conditions will continue to be considered during future impairment evaluations of goodwill. As a Government National Mortgage Association (“GNMA”) approved lender, we are subject to minimum capital, leverage, net worth and liquidity requirements established by the Department of Housing and Urban Development (“HUD”) and GNMA, including timely reporting if a quarter’s operating loss exceeds more than 20% of its previous quarter or year-end net worth (the “operating loss ratio”) and/or if a quarter’s leverage ratio is below 6% (the “GNMA leverage ratio”). If this occurs, certain additional financial reporting submissions are required. During the first, third and fourth quarters of 2025, the operating loss ratios were below the 20% threshold, while during the second quarter of 2025, PrimeLending reported a HUD operating gain. During the first and second quarters of 2026, the operating loss ratio was below the 20% threshold at 3.3% and 2.9%, respectively. During 2025, PrimeLending received capital infusions from its parent company, PlainsCapital Bank, totaling $25 million and the GNMA leverage ratios remained above the required 6% during each quarter of 2025. During the first quarter of 2026, the GNMA leverage ratio remained above the required 6% at 7.3%, while during June 2026, PrimeLending received a $5 million capital infusion from PlainsCapital Bank and the GNMA leverage ratio remained above the required 6% at 6.4%. Additional capital infusions are likely in future periods, including those in the near-term, based on various factors including PrimeLending’s financial performance. In addition, as a Federal National Mortgage Association (“FNMA”) and Federal Home Loan Mortgage Corporation (“FHLMC”) approved lender, we are subject to certain minimum capital, net worth and liquidity requirements established by FNMA and FHLMC, including maintaining a minimum capital ratio of 6% (the “FNMA/FHLMC capital ratio”). During each quarter of 2025 and the first and second quarters of 2026, the capital ratio, including the 2025 and 2026 capital infusions previously noted, exceeded the required 6%. FNMA and FHLMC may also monitor additional financial performance trends at their discretion, including risk-based analyses focused on loans that the mortgage origination segment is currently responsible for representations and warranties that agency loans sold meet certain requirements, including representations as to underwriting standards and the validity of certain borrower representations in connection with the loan. One FNMA discretionary performance trend monitors the change in adjusted net worth during the prior twelve months. FNMA’s acceptable threshold for this performance trend is less than minus 30% but is only considered if a company has four consecutive quarterly losses. During the second quarter of 2026, PrimeLending recognized four consecutive quarterly losses and the loss ratio was 0.5%. Any trends requiring notification to FNMA and FHLMC are formally reported to those entities. During the three months ended June 30, 2026 the mortgage origination segment incurred a loss before income taxes, compared to income before income taxes during the three months ended June 30, 2025. The loss before income taxes was primarily due to a decrease in noninterest income, partially offset by decreases in noninterest expense and net interest expense. The decrease in noninterest income was primarily attributable to the receipt by PrimeLending of $9.5 million under the Settlements during the second quarter of 2025. The loss before income taxes decreased during the six months ended June 30, 2026, compared with the same period in 2025, primarily due to decreases in noninterest expense and net interest expense. 69 Table of Contents While average mortgage interest rates increased between the first and second quarters of 2026, the second quarter 2026 average rates were below second quarter and total year 2025 average rates, respectively. Although we anticipate a slightly higher percentage of refinancing volume relative to total loan origination volume during 2026, as compared to 2025, an even higher refinance percentage could be driven by a slowing of purchase volume due to the negative impact on new and existing home sales resulting from existing home inventory shortages and affordability challenges related to new home construction, and/or an increase in all-cash buyers. The mortgage origination segment primarily originates its mortgage loans through a retail channel, with limited lending through its affiliated business arrangements (“ABAs”). For the six months ended June 30, 2026, funded volume through ABAs was approximately 10% of the mortgage origination segment’s total loan volume. Currently, PrimeLending owns a greater than 50% membership interest in two ABAs. We expect total production within the ABA channel to increase to approximately 11% of loan volume of the mortgage origination segment during the remainder of 2026. The following table provides further details regarding our mortgage loan originations and sales for the periods indicated below (dollars in thousands). Loan volumes associated with mortgage loan transactions facilitated between PrimeLending and third-party mortgage lenders when requested products are not offered by PrimeLending are included in mortgage loan origination units and volume and are not included in mortgage loan sales volume below. Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 % of % of Variance % of % of Variance Amount Total Amount Total 2026 vs 2025 Amount Total Amount Total 2026 vs 2025 Mortgage Loan Originations - units 6,973 7,434 (461) 12,862 12,807 55 Mortgage Loan Originations - volume: Conventional $ 1,263,826 52.80 % $ 1,359,772 55.90 % $ (95,946) $ 2,397,250 54.21 % $ 2,324,975 55.69 % $ 72,275 Government 508,542 21.25 % 557,762 22.93 % (49,220) 948,530 21.45 % 958,950 22.97 % (10,420) Jumbo 185,323 7.74 % 157,090 6.46 % 28,233 328,350 7.42 % 275,182 6.59 % 53,168 Other 435,851 18.21 % 357,895 14.71 % 77,956 748,138 16.92 % 615,753 14.75 % 132,385 $ 2,393,542 100.00 % $ 2,432,519 100.00 % $ (38,977) $ 4,422,268 100.00 % $ 4,174,860 100.00 % $ 247,408 Home purchases $ 2,075,078 86.69 % $ 2,168,690 89.15 % $ (93,612) $ 3,503,235 79.22 % $ 3,697,250 88.56 % $ (194,015) Refinancings 318,464 13.31 % 263,829 10.85 % 54,635 919,033 20.78 % 477,610 11.44 % 441,423 $ 2,393,542 100.00 % $ 2,432,519 100.00 % $ (38,977) $ 4,422,268 100.00 % $ 4,174,860 100.00 % $ 247,408 Texas $ 645,455 26.97 % $ 716,022 29.44 % $ (70,567) $ 1,161,950 26.27 % $ 1,264,632 30.29 % $ (102,682) California 195,174 8.15 % 185,131 7.61 % 10,043 368,761 8.34 % 321,525 7.70 % 47,236 South Carolina 144,835 6.05 % 143,254 5.89 % 1,581 283,983 6.42 % 240,131 5.75 % 43,852 Missouri 104,832 4.38 % 115,480 4.75 % (10,648) 192,045 4.34 % 180,661 4.33 % 11,384 Florida 88,660 3.70 % 87,550 3.60 % 1,110 173,148 3.92 % 160,898 3.85 % 12,250 Ohio 97,615 4.08 % 74,955 3.08 % 22,660 171,909 3.89 % 131,005 3.14 % 40,904 Arizona 78,628 3.29 % 76,080 3.13 % 2,548 166,648 3.77 % 135,837 3.25 % 30,811 Washington 90,476 3.78 % 68,200 2.80 % 22,276 158,292 3.58 % 115,347 2.76 % 42,945 New York 82,207 3.43 % 95,580 3.93 % (13,373) 155,769 3.52 % 162,181 3.88 % (6,412) Massachusetts 38,124 1.59 % 63,096 2.59 % (24,972) 94,111 2.13 % 87,142 2.09 % 6,969 All other states 827,536 34.58 % 807,171 33.18 % 20,365 1,495,652 33.82 % 1,375,501 32.96 % 120,151 $ 2,393,542 100.00 % $ 2,432,519 100.00 % $ (38,977) $ 4,422,268 100.00 % $ 4,174,860 100.00 % $ 247,408 Mortgage Loan Sales - volume: Third parties $ 1,982,698 97.13 % $ 2,092,058 97.98 % $ (109,360) $ 3,948,772 97.20 % $ 3,774,106 97.27 % $ 174,666 Banking segment 58,689 2.87 % 43,233 2.02 % 15,456 113,632 2.80 % 105,740 2.73 % 7,892 $ 2,041,387 100.00 % $ 2,135,291 100.00 % $ (93,904) $ 4,062,404 100.00 % $ 3,879,846 100.00 % $ 182,558 We consider the mortgage origination segment’s total loan origination volume to be a key performance measure. Loan origination volume is central to the segment’s ability to generate income by originating and selling mortgage loans, resulting in net gains from the sale of loans, mortgage loan origination fees, and other mortgage production income. Total loan origination volume is a measure utilized by management, our investors, and analysts in assessing market share and growth of the mortgage origination segment. The mortgage origination segment’s total loan origination volume decreased 1.6% and increased 5.9%, respectively, during the three and six months ended June 30, 2026, compared to the same periods in 2025, while the loss before income taxes increased 162.8% and decreased 13.7%, respectively, during the same periods. The loss before income taxes during the three months ended June 30, 2026, compared to the income before income taxes during the same period in 2025, was primarily due to a decrease in other income, partially offset by decreases in lender paid closing costs, non- 70 Table of Contents variable compensation and benefits and net interest expense. The decrease in the loss before income taxes during the six months ended June 30, 2026, compared to the same period in 2025, was primarily due to increase in net gains from sale of loans and decreases in non-variable compensation and benefits and lender paid closing costs. These positive changes were partially offset by a decrease in other income and an unfavorable change in the net fair value and related derivative activity associated with interest rate lock commitments and loans held for sale and an increase in variable compensation. The decrease in other income during both periods was attributable to the receipt by PrimeLending of $9.5 million under the Settlements during the second quarter of 2025. The information shown in the table below includes certain additional key performance indicators for the mortgage origination segment. Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Net gains from mortgage loan sales (basis points): Loans sold to third parties (1) 217 223 233 222 Broker fee income (2) 12 10 13 10 Impact of loans retained by banking segment (6) (5) (7) (6) As reported 223 228 239 226 Variable compensation as a percentage of total compensation 56.8 % 56.2 % 54.6 % 51.8 % Mortgage servicing rights asset ($000's) (end of period) (3) $ 22,755 $ 7,887 (1) Net gains from mortgage loans sold to third parties reflects provisions for anticipated indemnification claims and penalties for early payoff of loans which had the effect of lowering such net gains from mortgage loans sold to third parties by 8 basis points and 7 basis points during the three months ended June 30, 2026 and 2025, respectively, and 7 basis points and 12 basis points during the six months ended June 30, 2026 and 2025, respectively. (2) Broker fee income is earned by the mortgage origination segment for facilitating mortgage loan transactions between PrimeLending customers and third-party mortgage lenders when the requested loan products are not offered by PrimeLending. (3) Reported on a consolidated basis and therefore does not include mortgage servicing rights assets related to loans serviced for the banking segment, which are eliminated in consolidation. Net interest expense was comprised of interest income earned on loans held for sale offset by interest incurred on warehouse lines of credit with the Bank, and related intercompany financing costs. Net interest expense decreased during the three and six months ended June 30, 2026, as compared to the same periods in 2025, primarily due to a decline in the negative net interest margin. Noninterest income was comprised of the items set forth in the table below (in thousands). Three Months Ended June 30, Variance Six Months Ended June 30, Variance 2026 2025 2026 vs 2025 2026 2025 2026 vs 2025 Net gains from sale of loans $ 45,611 $ 48,647 $ (3,036) $ 96,930 $ 87,643 $ 9,287 Mortgage loan origination fees and other related income 30,294 28,738 1,556 52,209 51,189 1,020 Other mortgage production income: Change in net fair value and related derivative activity: IRLCs and loans held for sale 2,215 3,005 (790) 1,171 8,621 (7,450) Mortgage servicing rights asset (885) (290) (595) (1,709) (548) (1,161) Servicing fees 1,734 633 1,101 3,337 1,603 1,734 Other — 9,515 (9,515) — 9,515 (9,515) Total noninterest income $ 78,969 $ 90,248 $ (11,279) $ 151,938 $ 158,023 $ (6,085) Net gains from sale of loans decreased 6.2% and increased 10.6%, respectively, while total loans sales volume decreased 4.4% and increased 4.7%, respectively, during the three and six months ended June 30, 2026, compared with the same periods in 2025. During the three months ended June 30, 2026, the decrease in net gains from sales of loans was primarily the result of the decrease in mortgage loan sale volume. During the six months ended June 30, 2026, the increase in net gains from sales of loans was the result of an increase in mortgage loan sale volume and an increase in average loan sale margin. Mortgage loan origination fees and other related income increased 5.4% and 2.0%, respectively, during the three and six months ended June 30, 2026, compared with the same periods in 2025. During the three months ended June 30, 2026, the increase in mortgage loan origination fees and other related income was due to an increase in average mortgage loan origination fees, partially offset by a decrease in loan origination volume. During the six months ended June 30, 2026, compared to the same periods in 2025, the increase in mortgage loan origination fees and other related income was due to an increase in loan origination volume, partially offset by a decrease average mortgage loan origination fees. During the second quarter of 2025, PrimeLending entered into the Settlements related to a matter whereby PrimeLending received an aggregate of $9.5 million from the respective parties. The full amount associated with the legal settlements was recorded within other noninterest income during the second quarter of 2025. 71 Table of Contents Fluctuations in mortgage loan origination fees and net gains on sale of loans are not always aligned with fluctuations in loan origination and loan sale volumes, respectively, since customers may opt to pay PrimeLending discount fees on their mortgage loans, which are included in mortgage loan origination fees, in exchange for a lower interest rate, which decreases the value of a loan in the secondary market. We consider the mortgage origination segment’s net gains from sale of loans margin, in basis points, to be a key performance measure. Net gains from mortgage loan sales margin is defined as net gains from sale of loans divided by mortgage loan sales volume. The net gains from sale of loans is central to the segment’s generation of income and may include loans sold to third parties and loans sold to and retained by the banking segment. For origination services provided, the mortgage origination segment was reimbursed direct origination costs associated with loans retained by the banking segment, in addition to payment of a correspondent fee. The reimbursed origination costs and correspondent fees are included in the mortgage origination segment operating results, and the correspondent fees are eliminated in consolidation. Loan volumes to be originated on behalf of and retained by the banking segment are evaluated each quarter. Loans sold to and retained by the banking segment during the three months ended June 30, 2026 and 2025 were $58.7 million and $43.2 million, respectively, and $113.6 million and $105.7 million during the six months ended June 30, 2026 and 2025, respectively. Loan volumes to be originated on behalf of and retained by the banking segment are expected to 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. Noninterest income included changes in the net fair value of the mortgage origination segment’s interest rate lock commitments (“IRLCs”) and loans held for sale and the related activity associated with forward commitments used by the mortgage origination segment to mitigate interest rate risk associated with its IRLCs and mortgage loans held for sale (“net fair value of IRLCs and loans held for sale”). The increase in net fair value of IRLCs and loans held for sale during the three and six months ended June 30, 2026, was primarily the result of an increase in the average value of individual IRLCs and loans held for sale during the periods. In addition, during March 2026, a $0.8 million positive fair value adjustment to approximately $20 million of loans held for sale that could not be sold through normal sale channels or were non-performing was recorded. The sale of these loans was completed in June 2026 at an amount that approximated their fair value as of March 31, 2026. The mortgage origination segment sells substantially all mortgage loans it originates to various investors in the secondary market. In addition, the mortgage origination segment originates loans on behalf of the Bank. The mortgage origination segment’s determination of whether to retain or release servicing on mortgage loans it sells is impacted by, among other things, changes in mortgage interest rates, refinancing and market activity, and balance sheet positioning at Hilltop. During the three and six months ended June 30, 2026, PrimeLending retained servicing on approximately 9% and 8%, respectively, of loans sold, compared with approximately 4% and 5%, respectively, of loans sold during the same periods in 2025. A reduction in third-party mortgage servicers purchasing mortgage servicing rights, even if modest, may result in PrimeLending increasing the rate of retained servicing on mortgage loans sold at any time. The mortgage origination segment may, from time to time, manage its MSR asset through different strategies, including varying the percentage of mortgage loans sold, servicing released and opportunistically selling MSR assets. The mortgage origination segment has also retained servicing on certain loans sold to and retained by the banking segment. Gains and losses associated with such sales to the banking segment and the related MSR asset are eliminated in consolidation. The mortgage origination segment uses derivative financial instruments, including U.S. Treasury bond futures and options and MBS commitments, to mitigate interest rate risk associated with its MSR asset. Changes in the net fair value of the MSR asset and the related derivatives are associated with normal customer payments, changes in discount rates, prepayment speed assumptions and customer payoffs. During the three months ended June 30, 2026 and 2025, changes in the net fair value of the MSR asset and the related derivatives resulted in net losses of $0.9 million and $0.3 million, respectively, and net losses of $1.7 million and $0.5 million, respectively, during the six months ended June 30, 2026 and 2025. During the first quarter of 2025, the mortgage origination segment expensed $0.8 million for amounts paid to the purchasers of MSR assets for loans included in a 2024 sale which prepaid within a defined period of time outlined in the sale agreements. At June 30, 2025, the mortgage origination segment serviced approximately $536 million of loan volume, valued at $7.9 million. As of June 30, 2026, the mortgage origination segment serviced approximately $1.4 billion of loan volume, valued at $22.9 million. PrimeLending does not currently expect the level of MSR assets to be significant in the short-term. 72 Table of Contents Noninterest expenses were comprised of the items set forth in the table below (in thousands). Three Months Ended June 30, Variance Six Months Ended June 30, Variance 2026 2025 2026 vs 2025 2026 2025 2026 vs 2025 Variable compensation $ 34,514 $ 34,975 $ (461) $ 63,237 $ 59,807 $ 3,430 Non-variable compensation and benefits 26,224 27,239 (1,015) 52,588 55,746 (3,158) Segment operating costs 16,731 18,063 (1,332) 33,630 35,931 (2,301) Lender paid closing costs 1,884 4,174 (2,290) 3,553 6,674 (3,121) Servicing expense 765 285 480 1,511 1,238 273 Total noninterest expense $ 80,118 $ 84,736 $ (4,618) $ 154,519 $ 159,396 $ (4,877) Total employees’ compensation and benefits accounted for the majority of noninterest expenses incurred during all periods presented. Historically, variable compensation comprises the majority of total employees’ compensation and benefits expenses. Variable compensation, which is primarily driven by loan origination volume, tends to fluctuate to a greater degree than loan origination volume, because mortgage loan originator and fulfillment employees incentive compensation plans are structured to pay at increasing rates as higher monthly volume tiers are achieved. However, certain other incentive compensation plans driven by non-mortgage production criteria may alter this trend. While total loan origination volume decreased 1.6% and increased 5.9% during the three and six months ended June 30, 2026, respectively, compared to the same periods in 2025, the aggregate non-variable compensation and benefits decreased 3.7% and 5.7%, respectively, during the same periods. The decrease in non-variable compensation and benefits during the three and six months ended June 30, 2026, compared to the same periods in 2025, were primarily due to a decrease in salaries associated with reduction in underwriting and loan fulfillment, operations and corporate headcount during 2025 as PrimeLending continued to evaluate its cost structure to address the current mortgage environment. In addition, during the three and six months ended June 30, 2026, compared to the same periods in 2025, segment operating costs declined. In exchange for a higher interest rate, customers may opt to have PrimeLending pay certain costs associated with the origination of their mortgage loans (“lender paid closing costs”). Fluctuations in lender paid closing costs are not always aligned with fluctuations in loan origination volume. Other loan pricing conditions, including the mortgage loan interest rate, loan origination fees paid by the customer, and a customer’s willingness to pay closing costs, may influence fluctuations in lender paid closing costs. Between January 1, 2017 and June 30, 2026, the mortgage origination segment sold mortgage loans totaling $130.2 billion. These loans were sold under sales contracts that generally include provisions that hold the mortgage origination segment responsible for errors or omissions relating to its representations and warranties that loans sold meet certain requirements, including representations as to underwriting standards and the validity of certain borrower representations in connection with the loan. In addition, the sales contracts typically require the refund of purchased servicing rights plus certain investor servicing costs if a loan experiences an early payment default. While the mortgage origination segment sold loans prior to 2017, it does not anticipate experiencing significant losses in the future on loans originated prior to 2017 as a result of investor claims under these provisions of its sales contracts. When a claim for indemnification of a loan sold is made by an agency, investor, or other party, the mortgage origination segment evaluates the claim and determines if the claim can be satisfied through additional documentation or other deliverables. If the claim is valid and cannot be satisfied in that manner, the mortgage origination segment negotiates with the claimant to reach a settlement of the claim. Settlements typically result in either the repurchase of a loan or reimbursement to the claimant for losses incurred on the loan. The following is a summary of the mortgage origination segment’s claims resolution activity relating to loans sold between January 1, 2017 and June 30, 2026 (dollars in thousands). Original Loan Balance Loss Recognized % of % of Amount Loans Sold Amount Loans Sold Claims resolved with no payment $ 258,071 0.20 % $ — — % Claims resolved because of a loan repurchase or payment to an investor for losses incurred (1) 244,797 0.19 % 28,588 0.02 % $ 502,868 0.39 % $ 28,588 0.02 % (1) Losses incurred include refunded purchased servicing rights. 73 Table of Contents For each loan, when the mortgage origination segment concludes its obligation to a claimant is both probable and reasonably estimable, the mortgage origination segment has established a specific claims indemnification liability reserve. An additional indemnification liability reserve has been established for probable agency, investor or other party losses that may have been incurred but not yet reported to the mortgage origination segment based upon a reasonable estimate of such losses. Factors considered in the calculation of this reserve include, but are not limited to, the total volume of loans sold exclusive of specific claimant requests, actual claim inquiries, claim settlements and the severity of estimated losses resulting from future claims, and the mortgage origination segment’s history of successfully curing defects identified in claim requests. Although management considers the total indemnification liability reserve to be appropriate, there may be changes in the reserve over time to address incurred losses due to unanticipated adverse changes in the economy and historical loss patterns, discrete events adversely affecting specific borrowers or industries, and/or actions taken by institutions or investors. The impact of such matters is considered in the reserving process when probable and estimable. During the second quarter of 2026 and 2025, there were no adjustments made to the indemnification liability reserve. PrimeLending will continue to monitor agency claim inquiry trends and assess its potential impact on the indemnification liability reserve. At June 30, 2026 and December 31, 2025, the mortgage origination segment’s total indemnification liability reserve totaled $6.9 million and $6.9 million, respectively. The related provision for indemnification losses was $0.9 million and $0.9 million during the three months ended June 30, 2026 and 2025, respectively, and $1.7 million and $1.6 million during the six months ended June 30, 2026 and 2025, respectively. Corporate The following table presents certain financial information regarding the operating results of corporate (in thousands). Three Months Ended June 30, Variance Six Months Ended June 30, Variance 2026 2025 2026 vs 2025 2026 2025 2026 vs 2025 Net interest income (expense) $ 1,456 $ (166) $ 1,622 $ 2,885 $ (1,035) $ 3,920 Noninterest income 894 (628) 1,522 2,323 42,751 (40,428) Noninterest expense 13,906 14,285 (379) 25,798 40,176 (14,378) Income (loss) before income taxes $ (11,556) $ (15,079) $ 3,523 $ (20,590) $ 1,540 $ (22,130) Corporate includes certain activities not allocated to specific business segments. These activities include holding company financing and investing activities, merchant banking investment opportunities and management and administrative services to support the overall operations of the Company. Hilltop’s merchant banking investment activities include the identification of attractive opportunities for capital deployment in companies engaged in non-financial activities through its merchant bank subsidiary, Hilltop Opportunity Partners LLC. These merchant banking activities currently include investments within various industries, including power generation, youth sports and entertainment, dental health, industrial equipment manufacturing, industrial and mechanical construction, and aerospace and defense manufacturing, with an aggregate carrying value of approximately $92 million at June 30, 2026. As a holding company, Hilltop’s primary investment objectives are to support capital deployment for organic growth and to preserve capital to be deployed through acquisitions, dividend payments and potential stock repurchases. Investment and interest income earned during the three and six months ended June 30, 2026 was primarily comprised of dividend income from merchant banking investment activities, in addition to interest income earned on intercompany notes. Interest expense during each of the three months ended June 30, 2026 and 2025 included recurring quarterly interest expense of $2.4 million on our $150 million aggregate principal amount of subordinated notes due 2035 (“2035 Subordinated Notes”). Interest expense during the three months ended June 30, 2025 also included interest expense of $0.7 million on our outstanding $50 million aggregate principal amount of subordinated notes due 2030 that were redeemed on May 15, 2025, respectively. Interest expense was $2.4 million and $3.1 million during the three months ended June 30, 2026 and 2025, respectively, and $4.7 million and $6.8 million during the six months ended June 30, 2026 and 2025, respectively. Noninterest income during each period included activity related to our investment in a real estate development in Dallas’ University Park, which also serves as headquarters for both Hilltop and the Bank, and net noninterest income associated 74 Table of Contents with activities within our merchant bank subsidiary. During the three and six months ended June 30, 2025, noninterest income was significantly comprised of a pre-tax gain associated with the Company’s aggregate interest in Moser Holdings, LLC and reported primarily as a component of other noninterest income within the consolidated statements of operations. Noninterest expenses were primarily comprised of employees’ compensation and benefits, occupancy expenses and professional fees, including corporate governance, legal and transaction costs. During the six months ended June 30, 2026, compared to the same period in 2025, the decrease in noninterest expenses was primarily driven by variable compensation associated with the sale of a merchant bank equity investment during the first quarter of 2025 and other changes associated with employees’ compensation and benefits. Financial Condition The following discussion contains a more detailed analysis of our financial condition at June 30, 2026, as compared with December 31, 2025. Securities Portfolio At June 30, 2026, investment securities consisted of securities of the U.S. Treasury, U.S. government and its agencies, obligations of municipalities and other political subdivisions, primarily in the State of Texas, as well as mortgage-backed, corporate debt, and equity securities. We may categorize investments as trading, available for sale, held to maturity and equity securities. Trading securities are bought and held principally for the purpose of selling them in the near term and are carried at fair value, marked to market through operations and held at the Bank and the Hilltop Broker-Dealers. Securities classified as available for sale may, from time to time, be bought and sold in response to changes in market interest rates, changes in securities’ prepayment risk, increases in loan demand, general liquidity needs and to take advantage of market conditions that create more economically attractive returns. Such securities are carried at estimated fair value, with unrealized gains and losses recorded in accumulated other comprehensive income (loss). Equity investments are carried at fair value, with all changes in fair value recognized in net income. Securities are classified as held to maturity based on the intent and ability of our management, at the time of purchase, to hold such securities to maturity. These securities are carried at amortized cost. 75 Table of Contents The table below summarizes our securities portfolio (in thousands). June 30, December 31, 2026 2025 Trading securities, at fair value U.S. Treasury securities $ — $ 123 U.S. government agencies: Bonds 34,769 37,222 Residential mortgage-backed securities 101,106 152,343 Collateralized mortgage obligations 27,724 58,611 Other 9,267 — Corporate debt securities 63,299 41,136 States and political subdivisions 384,132 295,615 Private-label securitized product 21,400 9,547 Other 32,357 22,811 674,054 617,408 Securities available for sale, at fair value U.S. Treasury securities — 4,943 U.S. government agencies: Bonds 75,572 81,207 Residential mortgage-backed securities 361,458 391,060 Commercial mortgage-backed securities 278,927 240,336 Collateralized mortgage obligations 639,094 680,525 Corporate debt securities 65,220 61,992 States and political subdivisions 30,321 30,985 1,450,592 1,491,048 Securities held to maturity, at amortized cost U.S. government agencies: Residential mortgage-backed securities 288,824 265,349 Commercial mortgage-backed securities 105,606 122,636 Collateralized mortgage obligations 270,179 262,203 States and political subdivisions 80,566 78,141 745,175 728,329 Equity securities, at fair value 287 265 Total securities portfolio $ 2,870,108 $ 2,837,050 We had net unrealized losses of $68.6 million and $63.0 million at June 30, 2026 and December 31, 2025, respectively, related to the available for sale investment portfolio, and net unrealized losses of $58.5 million and $53.4 million at June 30, 2026 and December 31, 2025, respectively, associated with the securities held to maturity portfolio. Equity securities included net unrealized gains of $0.2 million and $0.2 million at June 30, 2026 and December 31, 2025, respectively. In future periods, we expect changes in prevailing market interest rates, coupled with changes in the aggregate size of the investment portfolio, to be significant drivers of changes in the unrealized losses or gains in these portfolios, and therefore accumulated other comprehensive income (loss). Banking Segment The banking segment’s securities portfolio plays a role in the management of our interest rate sensitivity and generates additional interest income. In addition, the securities portfolio is used to meet collateral requirements for public and trust deposits, securities sold under agreements to repurchase and other purposes. The available for sale and equity securities portfolios serve as a source of liquidity. Historically, the Bank’s policy has been to invest primarily in securities of the U.S. government and its agencies, obligations of municipalities in the State of Texas and other high grade fixed income securities to minimize credit risk. At June 30, 2026, the banking segment’s securities portfolio of $2.1 billion was comprised of trading securities of $27 thousand, available for sale securities of $1.4 billion, held to maturity securities of $745.2 million and equity securities of $0.3 million, in addition to $10.7 million of other investments included in other assets within the consolidated balance sheets. 76 Table of Contents Broker-Dealer Segment The broker-dealer segment holds securities to support sales, underwriting and other customer activities. The interest rate risk inherent in holding these securities is managed by setting and monitoring limits on the size and duration of positions and on the length of time the securities can be held. The Hilltop Broker-Dealers are required to carry their securities at fair value and record changes in the fair value of the portfolio to the statement of operations. Accordingly, the securities portfolio of the Hilltop Broker-Dealers included trading securities of $674.0 million at June 30, 2026. In addition, the Hilltop Broker-Dealers enter into transactions that represent commitments to purchase and deliver securities at prevailing future market prices to facilitate customer transactions and satisfy such commitments. Accordingly, the Hilltop Broker-Dealers’ ultimate obligation may exceed the amount recognized in the financial statements. These securities, which are carried at fair value and reported as securities sold, not yet purchased in the consolidated balance sheets, had a value of $90.3 million at June 30, 2026. Corporate At June 30, 2026, the corporate portfolio included other investments, including those associated with merchant banking, of available for sale securities of $65.2 million and other assets of $19.5 million within the consolidated balance sheets. Allowance for Credit Losses for Available for Sale Securities and Held to Maturity Securities We have evaluated available for sale debt securities that are in an unrealized loss position and have determined that any declines in value are unrelated to credit loss and related to changes in market interest rates since purchase. None of the available for sale debt securities held were past due at June 30, 2026. In addition, as of June 30, 2026, we evaluated our held to maturity debt securities, considering the current credit ratings and recognized losses, and determined the potential credit loss to be minimal. With respect to these securities, we considered the risk of credit loss to be negligible, and therefore, no allowance was recognized on the debt securities portfolio at June 30, 2026. Loan Portfolio Consolidated loans held for investment are detailed in the table below, classified by portfolio segment (in thousands). June 30, December 31, 2026 2025 Commercial real estate: Non-owner occupied $ 2,255,080 $ 2,121,087 Owner occupied 1,559,387 1,533,173 Commercial and industrial 1,589,677 1,526,467 Construction and land development 955,407 894,011 1-4 family residential 1,880,058 1,861,654 Consumer 26,977 31,027 Broker-dealer 406,341 344,533 Loans held for investment, gross 8,672,927 8,311,952 Allowance for credit losses (84,856) (91,537) Loans held for investment, net of allowance $ 8,588,071 $ 8,220,415 Banking Segment The loan portfolio constitutes the primary earning asset of the banking segment and typically offers the best alternative for obtaining the maximum interest spread above the banking segment’s cost of funds. The overall economic strength of the banking segment generally parallels the quality and yield of its loan portfolio. As discussed in more detail within the section captioned “Financial Condition – Allowance for Credit Losses on Loans” set forth in Part II, Item 7 of our 2025 Form 10-K and further within the section captioned “Financial Condition – Allowance for Credit Losses on Loans” below, the banking segment’s credit policies emphasize strong underwriting and governance standards and early detection of potential problem credits in order to develop and implement action plans on a timely basis to mitigate potential losses. 77 Table of Contents To manage the credit risks associated with its loan portfolio, management may, depending upon current or anticipated economic conditions and related exposures, apply enhanced risk management measures to loans through analysis of a specific borrower’s financial condition, including cash flow, collateral values, and guarantees, among other credit factors. The banking segment’s total loans held for investment, net of the allowance for credit losses, were $9.1 billion and $8.8 billion at June 30, 2026 and December 31, 2025, respectively. At June 30, 2026, the banking segment’s loan portfolio included warehouse lines of credit extended to PrimeLending and its ABAs of $1.3 billion, of which $946.5 million was drawn. At December 31, 2025, amounts drawn on the available warehouse lines of credit was $0.9 billion. Amounts advanced against the warehouse lines of credit are eliminated from net loans held for investment on our consolidated balance sheets. The banking segment does not generally participate in syndicated loan transactions and has no foreign loans in its portfolio. A significant portion of the banking segment’s loan portfolio at June 30, 2026, consisted of commercial real estate loans secured by properties. Such loans can involve high principal loan amounts, and the repayment of these loans is dependent, in large part, on a borrower’s ongoing business operations or on income generated from the properties that are leased to third parties. The table below sets forth the banking segment’s commercial real estate loan portfolio, by portfolio industry sector and collateral location as of June 30, 2026 (in thousands). There have not been changes in the real estate loan portfolio since December 31, 2025 that would significantly impact the banking segment’s geographic loan concentration risk. Brownsville- Other Dallas- Harlingen- San Outside Commercial Real Estate Fort Worth Austin Houston McAllen Antonio Lubbock Texas Texas Total Non-owner occupied: Office $ 172,100 $ 203,863 $ 12,924 $ 16,584 $ 29,287 $ 7,016 $ 69,175 $ 5,893 $ 516,842 Retail 168,188 95,501 21,281 39,348 17,688 10,978 35,606 11,100 399,690 Hotel/Motel 56,640 11,977 27,661 16,391 73 — 14,081 13,235 140,058 Multifamily 181,567 13,660 36,958 32,365 500 1,519 74,102 23,599 364,270 Industrial 263,556 92,337 4,688 4,393 7,612 2,893 30,336 7,890 413,705 All other 127,612 68,100 24,607 7,271 33,943 54,979 83,454 20,549 420,515 $ 969,663 $ 485,438 $ 128,119 $ 116,352 $ 89,103 $ 77,385 $ 306,754 $ 82,266 $ 2,255,080 Owner occupied: Office $ 150,016 $ 82,117 $ 32,355 $ 17,862 $ 28,884 $ 11,044 $ 7,957 $ 2,390 $ 332,625 Retail 23,001 14,387 1,689 1,011 1,539 1,028 5,330 872 48,857 Industrial 218,221 47,301 47,180 12,322 21,632 7,490 31,941 70,935 457,022 All other 345,789 110,526 62,023 16,235 44,633 24,324 94,821 22,532 720,883 $ 737,027 $ 254,331 $ 143,247 $ 47,430 $ 96,688 $ 43,886 $ 140,049 $ 96,729 $ 1,559,387 Total commercial real estate loans $ 1,706,690 $ 739,769 $ 271,366 $ 163,782 $ 185,791 $ 121,271 $ 446,803 $ 178,995 $ 3,814,467 At June 30, 2026, the banking segment had loan concentrations (loans to borrowers engaged in similar activities) that exceeded 10% of total loans in its real estate portfolio. The areas of concentration within our real estate portfolio were non-construction commercial real estate loans, non-construction residential real estate loans, and construction and land development loans, which represented 46.1%, 22.7% and 11.6%, respectively, of the banking segment’s total loans held for investment at June 30, 2026. The banking segment’s loan concentrations were within regulatory guidelines at June 30, 2026. In addition, the Bank’s loan portfolio includes collateralized loans extended to businesses that depend on the energy industry, including those within the exploration and production, field services, pipeline construction and transportation sectors. Crude oil prices remain uncertain given future supply and demand for oil are influenced by international armed conflicts, return to business travel, new energy policies and government regulation, and the pace of transition towards renewable energy resources. At June 30, 2026, the Bank’s energy loan exposure was approximately $117 million of loans held for investment with unfunded commitment balances of approximately $31 million. The allowance for credit losses on the Bank’s energy portfolio was $1.2 million, or 1.0% of loans held for investment at June 30, 2026. 78 Table of Contents The following table provides information regarding the maturities of the banking segment’s gross loans held for investment, net of unearned income (in thousands). The commercial and industrial portfolio segment includes amounts advanced against the warehouse lines of credit extended to PrimeLending. June 30, 2026 Due Within Due From One Due from Five Due After One Year To Five Years To Fifteen Years Fifteen Years Total Commercial real estate: Non-owner occupied $ 1,188,392 $ 863,208 $ 203,480 $ — $ 2,255,080 Owner occupied 496,421 744,070 310,917 7,979 1,559,387 Commercial and industrial 2,196,092 282,151 63,485 — 2,541,728 Construction and land development 843,382 104,006 7,289 730 955,407 1-4 family residential 286,016 784,153 183,070 626,819 1,880,058 Consumer 17,013 9,769 195 — 26,977 Total $ 5,027,316 $ 2,787,357 $ 768,436 $ 635,528 $ 9,218,637 The following table provides information regarding the interest rate composition, based on contractual terms, of the banking segment's loans held for investment, net of unearned income (in thousands). Loans maturing after one year Fixed Interest Floating Interest June 30, 2026 Rate Rate Total Commercial real estate: Non-owner occupied $ 662,759 $ 403,929 $ 1,066,688 Owner occupied 708,840 354,126 1,062,966 Commercial and industrial 241,388 104,248 345,636 Construction and land development 52,731 59,294 112,025 1-4 family residential 821,121 772,921 1,594,042 Consumer 9,708 256 9,964 Total $ 2,496,547 $ 1,694,774 $ 4,191,321 In the table above, floating interest rate loans totaling $74.6 million as of June 30, 2026 had reached their applicable rate floor and are expected to reprice, subject to their scheduled repricing timing and frequency terms. The majority of floating rate loans carry an interest rate tied to a SOFR rate or The Wall Street Journal Prime Rate, as published in The Wall Street Journal. Broker-Dealer Segment The loan portfolio of the broker-dealer segment consists primarily of margin loans to customers and correspondents that are due within one year. The interest rate on margin accounts is computed on the settled margin balance at a fixed rate established by management. These loans are collateralized by the securities purchased or by other securities owned by the clients and, because of collateral coverage ratios, are believed to present minimal collectability exposure. Additionally, these loans are subject to a number of regulatory requirements as well as the Hilltop Broker-Dealers’ internal policies. The broker-dealer segment’s total loans held for investment, net of the allowance for credit losses, were $406.3 million and $344.5 million at June 30, 2026 and December 31, 2025, respectively. This increase from December 31, 2025 to June 30, 2026 was primarily attributable to increases of $50.5 million, or 22%, from customer margin accounts and $8.5 million, or 8%, in receivables from correspondents. 79 Table of Contents Mortgage Origination Segment The loan portfolio of the mortgage origination segment consists of loans held for sale, primarily single-family residential mortgages funded through PrimeLending, and IRLCs with customers pursuant to which we agree to originate a mortgage loan on a future date at an agreed-upon interest rate. The components of the mortgage origination segment’s loans held for sale and IRLCs are as follows (in thousands). June 30, December 31, 2026 2025 Loans held for sale: Unpaid principal balance $ 886,130 $ 870,130 Fair value adjustment 15,544 16,025 $ 901,674 $ 886,155 IRLCs: Unpaid principal balance $ 672,920 $ 456,734 Fair value adjustment 8,790 5,997 $ 681,710 $ 462,731 The mortgage origination segment uses forward commitments to mitigate interest rate risk associated with its loans held for sale and IRLCs. The notional amounts of these forward commitments at June 30, 2026 and December 31, 2025 were $1.2 billion and $1.0 billion, respectively, while the related estimated fair values were ($0.5) million and ($1.9) million, respectively. Allowance for Credit Losses on Loans For additional information regarding the allowance for credit losses, refer to the section captioned “Critical Accounting Estimates” set forth in Part II, Item 7 of our 2025 Form 10-K. Loans Held for Investment The Bank has lending policies in place with the goal of establishing an asset portfolio that will provide a return on stockholders’ equity sufficient to maintain capital to assets ratios that meet or exceed established regulations. Loans are underwritten with careful consideration of the borrower’s financial condition, the specific purpose of the loan, the primary sources of repayment and any collateral pledged to secure the loan. As discussed in more detail within the section captioned “Financial Condition – Allowance for Credit Losses on Loans” set forth in Part II, Item 7 of our 2025 Form 10-K, the Bank’s underwriting procedures address financial components based on the size and complexity of the credit, while the Bank’s loan policy provides specific underwriting guidelines by portfolio segment, including commercial and industrial, real estate, construction and land development, and consumer loans. The allowance for credit losses for loans held for investment represents management’s best estimate of all expected credit losses over the expected contractual life of our existing portfolio. Determining the appropriateness of the allowance is complex and requires judgment by management about the effect of matters that are inherently uncertain. Subsequent evaluations of the then-existing loan portfolio, in light of the factors then prevailing, may result in significant changes in the allowance for credit losses in those future periods. Such future changes in the allowance for credit losses are expected to be volatile given dependence upon, among other things, the portfolio composition and quality, as well as the impact of significant drivers, including prepayment assumptions and macroeconomic conditions and forecasts. Significant judgment is required to estimate the severity and duration of the current economic uncertainties, as well as its potential impact on borrower defaults and loss severity. In particular, macroeconomic conditions and forecasts are rapidly changing and remain highly uncertain. One of the most significant judgments involved in estimating our allowance for credit losses relates to the macroeconomic forecasts used to estimate credit losses over the reasonable and supportable forecast period. To determine the allowance for credit losses as of June 30, 2026, we utilized a single macroeconomic scenario, the baseline forecast, published by Moody’s Analytics in June 2026. During our previous quarterly macroeconomic assessment as of March 31, 2026, we utilized the same single macroeconomic scenario, the baseline forecast, published by Moody’s Analytics in March 2026. Management determined it appropriate to utilize the baseline macroeconomic scenario as of June 30, 2026 given the 80 Table of Contents ongoing resilience of the U.S. economy despite the impact of elevated energy prices, international armed conflicts and tariffs best align with our internal economic outlook. The following table and paragraphs summarize the U.S. Real Gross Domestic Product (“GDP”) growth rates and unemployment rate assumptions used in our economic forecast and based on the single macroeconomic scenario selected for respective period, to determine our best estimate of expected credit losses. As of June 30, March 31, December 31, September 30, June 30, 2026 2026 2025 2025 2025 GDP growth rates: Q2 2025 1.9% Q3 2025 1.8% 0.6% Q4 2025 0.3% 0.8% 1.4% Q1 2026 3.4% 2.5% 1.4% 1.5% Q2 2026 2.4% 2.7% 2.2% 1.6% 1.4% Q3 2026 2.0% 2.1% 2.0% 1.6% 1.5% Q4 2026 1.9% 1.6% 1.9% 1.6% 1.7% Q1 2027 1.8% 1.5% 1.7% 1.7% Q2 2027 1.9% 1.7% 1.8% Q3 2027 1.8% 1.7% Q4 2027 1.9% Unemployment rates: Q2 2025 4.2% Q3 2025 4.4% 4.3% Q4 2025 4.3% 4.4% 4.3% Q1 2026 4.5% 4.5% 4.4% 4.5% Q2 2026 4.2% 4.5% 4.6% 4.6% 4.7% Q3 2026 4.4% 4.5% 4.8% 4.7% 4.8% Q4 2026 4.5% 4.5% 4.8% 4.8% 4.8% Q1 2027 4.6% 4.5% 4.7% 4.7% Q2 2027 4.6% 4.5% 4.7% Q3 2027 4.6% 4.5% Q4 2027 4.6% Since December 31, 2025, we updated our U.S. economic outlook to reflect our expectations of a period of moderate economic growth as elevated energy prices, international armed conflicts and tariffs weigh on the economy. Economic activity rebounded in the first quarter of 2026 following a weak fourth quarter during 2025. During the second quarter of 2026, the impact of higher energy prices was offset by larger tax returns. The labor market stabilized and the unemployment rate remained relatively stable at 4.2% in the second quarter of 2026. The Federal Reserve has paused rate cuts as inflation remains above target. As of June 30, 2026, our U.S. economic forecast assumes that, despite the economic impact of elevated energy prices, international armed conflicts and tariffs, the economy will experience a period of moderate growth. The changes in real GDP on an annual average basis are 2.1% in 2026 and 1.9% in 2027. The unemployment rate is expected to gradually increase, peaking at 4.6% in the first half of 2027. The Federal Reserve maintains the federal funds rate target range of 3.5% to 3.75% throughout 2026. International armed conflicts and trade policy changes add uncertainty to the outlook. 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 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 and loan portfolio changes, including changes in loan mix and risk rating grade migration, within the banking segment. Specific to the Bank, the net impact to the allowance of changes associated with individually evaluated loans during the three and six months ended June 30, 2026 included a provision for credit losses of $1.9 million and $5.9 million, respectively, while collectively evaluated loans during the three and six months ended June 30, 2026 included a reversal of credit losses of $2.9 million and $5.2 million, respectively. The change in the allowance for credit losses during the noted period was primarily attributable to the Bank 81 Table of Contents and also reflected other factors including, but not limited to, loan mix, and changes in loan balances and qualitative factors from the prior quarter. The changes in the allowance during the three and six months ended June 30, 2026 were also impacted by net charge-offs of $3.2 million and $7.5 million, respectively. As noted above, the combined net impact to the allowance of changes associated with individually and collectively evaluated loans have contributed to a net decrease in the allowance at June 30, 2026, compared to December 31, 2025. The resulting allowance for credit losses as a percentage of our total loan portfolio, excluding margin loans in the broker-dealer segment and banking segment mortgage warehouse lending programs, was 1.06% and 1.19% as of June 30, 2026 and December 31, 2025, respectively. While changes in the U.S. economic outlook have been reflected in our current allowance at June 30, 2026, uncertainties that include, among others, the uncertain timing, duration and significance of further changes in market interest rates and an uncertain macroeconomic forecast could adversely impact borrower cash flows and result in increases in the allowance during future periods. While all industries could experience adverse impacts, certain of our loan portfolio industry sectors and subsectors have an increased level of risk, including real estate collateralized by office buildings, retail and auto note financing. The respective distribution of the allowance for credit losses as a percentage of our total loan portfolio, excluding margin loans in the broker-dealer segment and banking segment mortgage warehouse lending programs, are presented in the following table (dollars in thousands). cv Allowance For Credit Losses Total as a % of Total Allowance Total Loans Loans Held for Credit Held For June 30, 2026 For Investment Losses Investment Commercial real estate: Non-owner occupied (1) $ 2,255,080 $ 24,446 1.08 % Owner occupied (2) 1,559,387 31,025 1.99 % Commercial and industrial (3) 1,309,895 18,261 1.39 % Construction and land development (4) 955,407 5,985 0.63 % Total commercial loans 6,079,769 79,717 1.31 % 1-4 family residential 1,880,058 4,464 0.24 % Consumer 26,977 450 1.67 % Total retail loans 1,907,035 4,914 0.26 % Total commercial and retail loans 7,986,804 84,631 1.06 % Broker-dealer 406,341 85 0.02 % Mortgage warehouse lending 279,782 140 0.05 % Total loans held for investment $ 8,672,927 $ 84,856 0.98 % (1) Included within commercial real estate non-owner occupied portfolio are loans within the office, retail and hotel/motel portfolio industry subsectors. At June 30, 2026, the office, retail and hotel/motel loans held for investment balances of approximately $517 million, $400 million and $140 million, respectively, had an allowance for credit losses of approximately $6 million, $2 million and $2 million, respectively, and an allowance for credit losses as a percentage of total loans held for investment of 1.1%, 0.6% and 1.2%, respectively. (2) Included within commercial real estate owner occupied portfolio are loans within the industrial and office portfolio industry subsectors. At June 30, 2026, the industrial and office loans held for investment balances of approximately $457 million and $333 million, respectively, had an allowance for credit losses of approximately $8 million and $6 million, respectively, and an allowance for credit losses as a percentage of total loans held for investment of 1.7% and 1.8%, respectively. (3) Commercial and industrial portfolio amounts reflect balances excluding banking segment mortgage warehouse lending. Included within commercial and industrial portfolio are loans within the auto note financing industry subsector. At June 30, 2026, the auto note financing loans held for investment balance of approximately $39 million had an allowance for credit losses of approximately $35 thousand, and an allowance for credit losses as a percentage of total loans held for investment of 0.09%. (4) Included within construction and land development portfolio are loans within the retail and office portfolio industry subsectors. At June 30, 2026, the retail and office loans held for investment balances of approximately $82 million and $33 million, respectively, had an allowance for credit losses of approximately $0.2 million and $0.5 million, respectively, and an allowance for credit losses as a percentage of total loans held for investment of 0.3% and 1.7%, respectively. 82 Table of Contents Allowance Model Sensitivity Our allowance model was designed to capture the historical relationship between economic and portfolio changes. As such, evaluating shifts in individual portfolio attributes or macroeconomic variables in isolation may not be indicative of past or future performance. It is difficult to estimate how potential changes in any one factor or input might affect the overall allowance for credit losses because we consider a wide variety of factors and inputs in the allowance for credit losses estimate. Changes in the factors and inputs considered may not occur at the same rate and may not be consistent across all geographies or product types, and changes in factors and inputs may be directionally inconsistent, such that improvement in one factor may offset deterioration in others. However, to consider the sensitivity of credit loss estimates to alternative macroeconomic forecasts, we compared the Company’s allowance for credit loss estimates as of June 30, 2026, excluding margin loans in the broker-dealer segment, and the banking segment mortgage warehouse programs, with modeled results using both upside (“S1”) and downside (“S3”) economic scenario forecasts published by Moody’s Analytics. Compared to our economic forecast, the upside scenario assumes the economic impacts of tariffs on the economy will be less than expected and the economic impact from international armed conflicts recede faster than expected. Business sentiment and consumer confidence rise significantly. Real GDP is expected to grow by 4.1% in the third quarter of 2026, 2.7% in the fourth quarter of 2026, 3.0% in the first quarter of 2027, and 3.2% in the second quarter of 2027. Average unemployment rates are expected to decline to 3.9% by the third quarter of 2026 and to 3.6% by the fourth quarter of 2026. Rates remain higher than in the baseline forecast due to stronger growth and the federal funds rate increases slightly to 3.7% in the third quarter of 2026 and remains stable through the remainder of 2026 and throughout 2027. Compared to our economic forecast, the downside scenario assumes the economic impact of tariffs and international armed conflicts is worse than expected. The combination of rising oil prices, tariffs and rising inflation causes the economy to fall into recession in the third quarter of 2026. Real GDP is expected to decrease by 3.3% in the third quarter of 2026, 3.3% in the fourth quarter of 2026, and 3.8% in the first quarter of 2027. Average unemployment rates are expected to increase to 7.2% by the fourth quarter of 2026 and to 8.5% by the third quarter of 2027 and then revert back to historical average rates over time. The Federal Reserve reduces the federal funds rate to support the economy to a 3.3% target by the fourth quarter of 2026 and to 1.4% by the fourth quarter of 2027. The impact of applying all of the assumptions of the upside economic scenario during the reasonable and supportable forecast period would have resulted in a decrease in the allowance for credit losses of approximately $14 million or a weighted average expected loss rate of 0.9% as a percentage of our total loan portfolio, excluding margin loans in the broker-dealer segment and the banking segment mortgage warehouse lending programs. The impact of applying all of the assumptions of the downside economic scenario during the reasonable and supportable forecast period would have resulted in an increase in the allowance for credit losses of approximately $52 million or a weighted average expected loss rate of 1.8% as a percentage of our total loan portfolio, excluding margin loans in the broker-dealer segment and the banking segment mortgage warehouse lending programs. This analysis relates only to the modeled credit loss estimates and is not intended to estimate changes in the overall allowance for credit losses as they do not reflect any potential changes in the adjustment to the quantitative calculation, which would also be influenced by the judgment management applies to the modeled lifetime loss estimates to reflect the uncertainty and imprecision of these modeled lifetime loss estimates based on then-current circumstances and conditions. Our allowance for credit losses reflects our best estimate of current expected credit losses, which is highly dependent on several assumptions, including the macroeconomic outlook, inflationary pressures and labor market conditions, international armed conflicts and their impact on supply chains, the U.S elections and other various fiscal and monetary policy decisions. The sensitivities of many of these assumptions are often correlated and nonlinear so these results should not be simply extrapolated to estimate the allowance for credit losses accurately for more severe changes in economic scenarios. Future allowance for credit losses may vary considerably for these reasons. 83 Table of Contents Allowance Activity The following table presents the activity in our allowance for credit losses and selected credit metrics within our loan portfolio for the periods presented (in thousands). Substantially all of the activity shown within the allowance for credit losses below occurred within the banking segment. Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Loans Held for Investment: Balance, beginning of period $ 88,997 $ 106,197 $ 91,537 $ 101,116 Provision for (reversal of) credit losses (974) (7,340) 791 1,998 Recoveries of loans previously charged off: Commercial real estate: Non-owner occupied — — — — Owner occupied — 10 — 18 Commercial and industrial 251 150 595 271 Construction and land development — — — — 1-4 family residential 4 12 60 20 Consumer 18 39 53 62 Broker-dealer — — — — Total recoveries 273 211 708 371 Loans charged off: Commercial real estate: Non-owner occupied — — — 918 Owner occupied — — — — Commercial and industrial 3,362 743 7,662 4,175 Construction and land development — 269 137 269 1-4 family residential 26 — 237 — Consumer 52 95 144 162 Broker-dealer — — — — Total charge-offs 3,440 1,107 8,180 5,524 Net charge-offs (3,167) (896) (7,472) (5,153) Balance, end of period $ 84,856 $ 97,961 $ 84,856 $ 97,961 Average loans held for investment for the period $ 8,493,343 $ 8,073,187 $ 8,395,989 $ 7,982,470 Total loans held for investment (end of period) $ 8,672,927 $ 8,061,204 Loans Held for Sale: Average loans held for sale for the period $ 909,079 $ 923,726 $ 877,606 $ 817,003 Total loans held for sale (end of period) $ 1,004,118 $ 979,875 Selected Credit Metrics: Net charge-offs to average total loans held for investment (1) (0.15) % (0.04) % (0.18) % (0.13) % Non-accrual loans: Loans held for investment (end of period) $ 50,490 $ 67,472 Loans held for sale (end of period) $ 4,312 $ 5,271 Non-accrual loans to total loans (end of period) 0.57 % 0.80 % Allowance for credit losses on loans held for investment to: Total loans (end of period) 0.88 % 1.08 % Total loans held for investment (end of period) 0.98 % 1.22 % Total non-accrual loans (end of period) 154.84 % 134.67 % Non-accrual loans held for investment (end of period) 168.06 % 145.19 % (1) Net charge-offs to average total loans held for investment ratio presented on a consolidated basis for all periods. Refer to following tables for details by loan portfolio segment. Total non-accrual loans classified as loans held for investment increased by $1.5 million from December 31, 2025 to June 30, 2026. This increase was primarily due to increases in commercial real estate non-owner occupied loans and commercial real estate owner occupied loans, partially offset by a decrease in commercial industrial loans. 84 Table of Contents The following tables present additional details regarding our net charge-offs to average total loans held for investment ratios by loan portfolio segment for the periods presented (in thousands). Substantially all of the activity shown below occurred within the banking segment. Net Total Recoveries Allowance Net Average (Charge-Offs) for Credit Recoveries Loans Held as a % of Three Months Ended June 30, 2026 Losses (Charge-Offs) for Investment Average Loans Commercial real estate: Non-owner occupied $ 24,446 $ — $ 2,195,123 — % Owner occupied 31,025 — 1,568,394 — % Commercial and industrial 18,401 (3,111) 1,520,759 (0.82) % Construction and land development 5,985 — 958,110 — % 1-4 Family Residential 4,464 (22) 1,871,143 (0.00) % Consumer 450 (34) 27,917 (0.49) % Broker-Dealer 85 — 351,897 — % Total $ 84,856 $ (3,167) $ 8,493,343 (0.15) % Net Total Recoveries Allowance Net Average (Charge-Offs) for Credit Recoveries Loans Held as a % of Six Months Ended June 30, 2026 Losses (Charge-Offs) for Investment Average Loans Commercial real estate: Non-owner occupied $ 24,446 $ — $ 2,158,088 — % Owner occupied 31,025 — 1,554,846 — % Commercial and industrial 18,401 (7,067) 1,504,627 (0.95) % Construction and land development 5,985 (137) 950,391 (0.03) % 1-4 Family Residential 4,464 (177) 1,868,274 (0.02) % Consumer 450 (91) 28,401 (0.65) % Broker-Dealer 85 — 331,362 — % Total $ 84,856 $ (7,472) $ 8,395,989 (0.18) % Net Total Recoveries Allowance Net Average (Charge-Offs) for Credit Recoveries Loans Held as a % of Three Months Ended June 30, 2025 Losses (Charge-Offs) for Investment Average Loans Commercial real estate: Non-owner occupied $ 27,837 $ — $ 2,002,901 — % Owner occupied 34,154 10 1,454,650 0.00 % Commercial and industrial 23,015 (593) 1,505,211 (0.16) % Construction and land development 7,341 (269) 860,912 (0.13) % 1-4 Family Residential 5,057 12 1,850,516 0.00 % Consumer 538 (56) 24,923 (0.90) % Broker-Dealer 19 — 374,074 — % Total $ 97,961 $ (896) $ 8,073,187 (0.04) % Net Total Recoveries Allowance Net Average (Charge-Offs) for Credit Recoveries Loans Held as a % of Six Months Ended June 30, 2025 Losses (Charge-Offs) for Investment Average Loans Commercial real estate: Non-owner occupied $ 27,837 $ (918) $ 1,973,733 (0.09) % Owner occupied 34,154 18 1,448,940 0.00 % Commercial and industrial 23,015 (3,904) 1,485,302 (0.53) % Construction and land development 7,341 (269) 872,866 (0.06) % 1-4 Family Residential 5,057 20 1,837,421 0.00 % Consumer 538 (100) 24,561 (0.82) % Broker-Dealer 19 — 339,647 — % Total $ 97,961 $ (5,153) $ 7,982,470 (0.13) % 85 Table of Contents As previously discussed in detail within this section, the allowance for credit losses has fluctuated from period to period, which impacted the resulting ratios noted in the table above. For the periods presented, the changes in the allowance for credit losses primarily reflected loan portfolio changes, net charge-offs activity, and changes in the U.S. economic outlook. The distribution of the allowance for credit losses among loan types and the percentage of the loans for that type to gross loans, excluding unearned income, within our loan portfolio are presented in the table below (dollars in thousands). June 30, 2026 December 31, 2025 % of % of Allocation of the Allowance for Credit Losses Reserve Gross Loans Reserve Gross Loans Commercial real estate: Non-owner occupied $ 24,446 26.00 % $ 24,265 25.52 % Owner occupied 31,025 17.98 % 34,035 18.44 % Commercial and industrial 18,401 18.33 % 21,280 18.36 % Construction and land development 5,985 11.02 % 7,398 10.76 % 1-4 family residential 4,464 21.68 % 4,136 22.40 % Consumer 450 0.31 % 397 0.37 % Broker-dealer 85 4.68 % 26 4.15 % Total $ 84,856 100.00 % $ 91,537 100.00 % The following table summarizes historical levels of the allowance for credit losses on loans held for investment, distributed by portfolio segment (in thousands). June 30, March 31, December 31, September 30, June 30, 2026 2026 2025 2025 2025 Commercial real estate: Non-owner occupied $ 24,446 $ 22,303 $ 24,265 $ 28,716 $ 27,837 Owner occupied 31,025 33,880 34,035 30,576 34,154 Commercial and industrial 18,401 21,934 21,280 22,752 23,015 Construction and land development 5,985 6,342 7,398 7,356 7,341 1-4 family residential 4,464 4,156 4,136 5,201 5,057 Consumer 450 350 397 438 538 Broker-dealer 85 32 26 129 19 $ 84,856 $ 88,997 $ 91,537 $ 95,168 $ 97,961 Unfunded Loan Commitments In order to estimate the allowance for credit losses on unfunded loan commitments, the Bank uses a process similar to that used in estimating the allowance for credit losses on the funded portion. The allowance is based on the estimated exposure at default, multiplied by the lifetime probability of default grade and loss given default grade for that particular loan segment. The Bank estimates expected losses by calculating a commitment usage factor based on industry usage factors. The commitment usage factor is applied over the relevant contractual period. Loss factors from the underlying loans to which commitments are related are applied to the results of the usage calculation to estimate any liability for credit losses related for each loan type. Letters of credit are not currently reserved because they are issued primarily as credit enhancements and the likelihood of funding is low. Changes in the allowance for credit losses for loans with off-balance sheet credit exposures are shown below (in thousands). Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Balance, beginning of period $ 8,238 $ 7,953 $ 9,402 $ 7,918 Other noninterest expense (949) 1,161 (2,113) 1,196 Balance, end of period $ 7,289 $ 9,114 $ 7,289 $ 9,114 During the three months ended June 30, 2026, the decrease in the reserve for unfunded commitments was primarily due to decreases in expected loss rates, while during the six months ended June 30, 2026, the decrease in the reserve for unfunded commitments was primarily due to decreases in commitment balances and expected loss rates. During the three and six months ended June 30, 2025, the increases in the reserve for unfunded commitments were primarily due to increases in commitment balances. 86 Table of Contents Potential Problem Loans Potential problem loans consist of loans that are performing in accordance with contractual terms but for which management has concerns about the ability of an obligor to continue to comply with repayment terms because of the obligor’s potential operating or financial difficulties or whether repayment may depend on collateral or other risk mitigation. Management monitors these loans and reviews their performance on a regular basis. Potential problem loans contain potential weaknesses that could improve, persist or further deteriorate. If such potential weaknesses persist without improving, the loan is subject to downgrade, typically to substandard, in three to six months. Potential problem loans include those loans assigned a grade of special mention and substandard accrual within our risk grading matrix. Potential problem loans do not include purchased credit deteriorated (“PCD”) loans because PCD loans exhibited evidence of more than insignificant credit deterioration at acquisition that made it probable that all contractually required principal payments would not be collected. At June 30, 2026, we had $186.7 million of potential problem loans, compared to $124.9 million at December 31, 2025. Our potential problem loans designated as substandard accrual at June 30, 2026 and December 31, 2025, totaled $170.5 million and $124.9 million, respectively. The increase from December 31, 2025 to June 30, 2026 was primarily attributable to increases in commercial real estate non-owner occupied loans and commercial and industrial loans, partially offset by a decrease in 1-4 family residential loans. Of the $170.5 million of potential problem loans designated as substandard accrual at June 30, 2026, $78.7 million, $43.7 million and $36.0 million were associated with commercial real estate non-owner occupied loans, commercial real estate owner occupied loans and commercial and industrial loans, respectively, compared to $32.1 million, $42.2 million and $32.9 million, respectively, at December 31, 2025. Potential problem loans designated as special mention comprised of five credit relationships totaling $16.2 million at June 30, 2026, while at December 31, 2025 there were no potential problem loans designated as special mention. Non-Performing Assets The following table presents components of our non-performing assets (dollars in thousands). June 30, December 31, 2026 2025 Variance Loans accounted for on a non-accrual basis: Commercial real estate: Non-owner occupied $ 13,785 $ 3,873 $ 9,912 Owner occupied 10,769 5,617 5,152 Commercial and industrial 17,567 28,581 (11,014) Construction and land development 690 1,010 (320) 1-4 family residential 11,991 14,367 (2,376) Consumer — — — Broker-dealer — — — Non-accrual loans $ 54,802 $ 53,448 $ 1,354 Non-accrual loans as a percentage of total loans 0.57 % 0.58 % (0.01) % Other real estate owned $ 7,466 $ 8,020 $ (554) Other repossessed assets $ — $ — $ — Non-performing assets $ 62,268 $ 61,468 $ 800 Non-performing assets as a percentage of total assets 0.39 % 0.39 % — % Loans past due 90 days or more and still accruing $ 40,226 $ 33,811 $ 6,415 At June 30, 2026, non-accrual loans included 27 commercial and industrial relationships with loans secured by notes receivable, accounts receivable and inventory. Commercial and industrial non-accrual loans decreased by $11.0 million from December 31, 2025 to June 30, 2026. Non-accrual loans at June 30, 2026 also included $4.3 million of loans secured by residential real estate which were classified as loans held for sale. At December 31, 2025, non-accrual loans included 29 commercial and industrial relationships with loans secured primarily by notes receivable, accounts receivable and inventory. Non-accrual loans at December 31, 2025 also included $4.4 million of loans secured by residential real estate which were classified as loans held for sale. 87 Table of Contents Other real estate owned (“OREO”) decreased from December 31, 2025 to June 30, 2026, primarily due to disposals and valuation adjustments totaling $1.7 million, partially offset by additions totaling $1.2 million. At both June 30, 2026 and December 31, 2025, OREO was primarily comprised of commercial properties. Deposits The banking segment’s major source of funds and liquidity is its deposit base. Deposits provide funding for its investments in loans and securities. Interest paid for deposits must be managed carefully to control the level of interest expense and overall net interest margin. The composition of the deposit base (time deposits versus interest-bearing demand deposits and savings), as discussed in more detail within the section titled “Liquidity and Capital Resources — Banking Segment” below, is constantly changing due to the banking segment’s needs and market conditions. Consistent with the consolidated trend in average rates paid on interest-bearing deposits noted in the table below, the banking segment’s average rate paid on interest-bearing deposits during the three months ended June 30, 2026 was 2.54%, compared to 2.56% during the three months ended March 31, 2026 and 3.18% during the three months ended June 30, 2025. Given the cumulative 175-basis point decrease in interest rates since September 2024 and current deposit levels, the Bank’s cumulative interest-bearing deposit pricing beta, excluding deposits from the Hilltop Securities FDIC-insured sweep program and brokered deposits, has approximated 75%. The deposit pricing beta represents the change in interest-bearing deposit pricing in response to a change in market interest rates. The historical interest-bearing deposit pricing beta for the Bank, excluding deposits from our Hilltop Securities FDIC-insured sweep program and brokered deposits, has approximated 58%. We expect that the Bank’s cost related to interest-bearing deposits during 2026 to continue to be driven 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 table below presents the average balance of, and rate paid on, consolidated deposits (dollars in thousands). Six Months Ended June 30, 2026 2025 Average Average Average Average Balance Rate Paid Balance Rate Paid Noninterest-bearing demand deposits $ 2,715,779 0.00 % $ 2,736,066 0.00 % Interest-bearing deposits: Demand 6,404,284 2.33 % 6,563,272 2.83 % Savings 227,635 0.94 % 228,913 1.00 % Time 1,146,709 3.26 % 1,234,448 3.88 % 7,778,628 2.43 % 8,026,633 2.94 % Total deposits $ 10,494,407 1.80 % $ 10,762,699 2.19 % The table above includes interest-bearing brokered deposits with balances of approximately $15 million at June 30, 2026, compared with approximately $15 million at December 31, 2025. The variability in the level of brokered deposits has been, and will continue to be, managed through asset/liability strategy and policies that address diversification of funding sources and market conditions, including demand by customers and other investors for those deposits, and the cost of funds available from alternative sources at the time. 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. Total estimated uninsured deposits were $5.9 billion, or approximately 54% of total deposits, as of December 31, 2025. 88 Table of Contents The following table presents the scheduled maturities of the portion of our time deposits that are in excess of the FDIC insurance limit of $250,000 as of June 30, 2026 (in thousands). Months to maturity: 3 months or less $ 191,521 3 months to 6 months 58,352 6 months to 12 months 32,706 Over 12 months 55,473 $ 338,052 Borrowings Our consolidated borrowings are shown in the table below (dollars in thousands). June 30, 2026 December 31, 2025 Average Average Balance Rate Paid Balance Rate Paid Short-term borrowings $ 1,243,214 3.99 % $ 676,882 4.16 % Notes payable 148,703 6.40 % 148,587 6.68 % $ 1,391,917 4.33 % $ 825,469 4.63 % Short-term borrowings consisted of federal funds purchased, securities sold under agreements to repurchase, borrowings at the FHLB, short-term bank loans and commercial paper. The increase in short-term borrowings at June 30, 2026, compared with December 31, 2025, primarily reflected increases in federal funds purchased by the banking segment, short-term bank loans and securities sold under agreements to repurchase by the broker-dealer segment, partially offset by a decrease in commercial paper by the broker-dealer segment. Notes payable at June 30, 2026 and December 31, 2025 was comprised of the 2035 Subordinated Notes, net of origination fees. Liquidity and Capital Resources Hilltop is a financial holding company whose assets primarily consist of the stock of its subsidiaries and invested assets. Hilltop’s primary investment objectives, as a holding company, are to support capital deployment for organic growth and to preserve capital to be deployed through acquisitions, dividend payments and stock repurchases. At June 30, 2026, Hilltop had $300.6 million in cash and cash equivalents, an increase of $87.9 million from $212.7 million at December 31, 2025. This increase in cash and cash equivalents was primarily due to the receipt of $235.0 million of dividends from subsidiaries, partially offset by cash outflows from $94.5 million in stock repurchases, $23.4 million in cash dividends declared and other general corporate expenses. Subject to regulatory restrictions, Hilltop has received, and may also continue to receive, dividends from its subsidiaries. If necessary or appropriate, we may also finance acquisitions with the proceeds from equity or debt issuances. We believe that Hilltop’s liquidity is sufficient for the foreseeable future, with current short-term liquidity needs including operating expenses, redemption of debt obligations, interest on debt obligations, dividend payments to stockholders and potential stock repurchases. Economic Environment As previously discussed, operational and financial headwinds during 2025 and the first half of 2026 have had, and are expected to continue to have, an adverse impact on our operating results during the remainder of 2026. The extent of the impact 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 the 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 have had, and are expected to continue to have, an adverse impact on our operating results during the remainder of 2026. We will continue to monitor the economic environment and evaluate appropriate actions to enhance our financial flexibility, protect capital, minimize losses and ensure target liquidity levels. 89 Table of Contents Dividend Declaration On July 23, 2026, our board of directors declared a quarterly cash dividend of $0.22 per common share, payable on August 21, 2026 to all common stockholders of record as of the close of business on August 7, 2026. Future dividends on our common stock are subject to the determination by the board of directors based on an evaluation of our earnings and financial condition, liquidity and capital resources, the general economic and regulatory climate, our ability to service any equity or debt obligations senior to our common stock and other factors. Stock Repurchases 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, Hilltop 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. Our share repurchases in excess of issuance may be subject to a nondeductible 1% excise tax enacted by the Inflation Reduction Act of 2022, subject to certain limitations. During the three and six months ended June 30, 2026, an excise tax of $0.4 million and $0.8 million, respectively, on net share repurchases was accrued and recorded to retained earnings on the consolidated balance sheets, and reported as a component of repurchases of common stock, inclusive of taxes within the consolidated statements of stockholders’ equity. While we may complete transactions subject to the excise tax, we do not expect the tax to have a material impact to our financial condition or results of operations. Subordinated Notes due 2035 On May 7, 2020, we completed a public offering of $150 million aggregate principal amount of 2035 Subordinated Notes with a scheduled maturity on May 15, 2035. The price to the public for the 2035 Subordinated Notes was 100% of the principal amount of the 2035 Subordinated Notes. The net proceeds from the offering, after deducting underwriting discounts and fees and expenses of $2.5 million, were $147.5 million. We may redeem the 2035 Subordinated Notes, in whole or in part, from time to time, subject to obtaining Federal Reserve approval, beginning with the interest payment date of May 15, 2030 for the 2035 Subordinated Notes at a redemption price equal to 100% of the principal amount of the 2035 Subordinated Notes being redeemed plus accrued and unpaid interest to but excluding the date of redemption. The 2035 Subordinated Notes bear interest at a rate of 6.125% per year, payable semi-annually in arrears commencing on November 15, 2020. The interest rate for the 2035 Subordinated Notes will reset quarterly beginning May 15, 2030 to an interest rate, per year, equal to the then-current benchmark rate, which is expected to be three-month term SOFR rate plus 5.80%, payable quarterly in arrears. At June 30, 2026, $150.0 million of our 2035 Subordinated Notes was outstanding. Regulatory Capital We are subject to various regulatory capital requirements administered by the federal banking agencies. Failure to meet minimum capital requirements may prompt certain actions by regulators that, if undertaken, could have a direct material adverse effect on our financial condition and results of operations. Under capital adequacy and regulatory requirements, we must meet specific capital guidelines that involve quantitative measures of our assets, liabilities, and certain off-balance sheet items as calculated under regulatory accounting practices. Our capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk weightings and other factors. 90 Table of Contents In order to avoid limitations on capital distributions, including dividend payments, stock repurchases and certain discretionary bonus payments to executive officers, Basel III requires banking organizations to maintain a capital conservation buffer above minimum risk-based capital requirements measured relative to risk-weighted assets. The following table shows PlainsCapital’s and Hilltop’s actual capital amounts and ratios in accordance with Basel III compared to the regulatory minimum capital requirements including the conservation buffer ratio in effect at June 30, 2026 (dollars in thousands). Based on actual capital amounts and ratios shown in the following table, PlainsCapital’s ratios place it in the “well capitalized” (as defined) capital category under regulatory requirements. Minimum Capital Requirements Including To Be Well June 30, 2026 Conservation Buffer Capitalized Amount Ratio Ratio Ratio Tier 1 capital (to average assets): PlainsCapital $ 1,180,148 9.73 % 4.0 % 5.0 % Hilltop 1,935,862 12.73 % 4.0 % N/A Common equity Tier 1 capital (to risk-weighted assets): PlainsCapital 1,180,148 12.50 % 7.0 % 6.5 % Hilltop 1,935,862 18.34 % 7.0 % N/A Tier 1 capital (to risk-weighted assets): PlainsCapital 1,180,148 12.50 % 8.5 % 8.0 % Hilltop 1,935,862 18.34 % 8.5 % N/A Total capital (to risk-weighted assets): PlainsCapital 1,272,208 13.47 % 10.5 % 10.0 % Hilltop 2,178,008 20.63 % 10.5 % N/A We discuss regulatory capital requirements in more detail in Note 16 to our consolidated financial statements, as well as under the caption “Government Supervision and Regulation — Corporate — Capital Adequacy Requirements and BASEL III” set forth in Part I, Item 1, of our 2025 Form 10-K. Banking Segment Within our banking segment, our primary uses of cash are for customer withdrawals and extensions of credit as well as our borrowing costs and other operating expenses. Historically, high-profile bank failures have periodically increased market uncertainty and concerns associated with banking sector liquidity positions, increased regulatory scrutiny and underscored the importance of maintaining access to diverse sources of funding. Our corporate treasury group is responsible for continuously monitoring our liquidity position to ensure that our assets and liabilities are managed in a manner that will meet our short-term and long-term cash requirements. Our goal is to manage our liquidity position in a manner such that we can meet our customers’ short-term and long-term deposit withdrawals and anticipated and unanticipated increases in loan demand without penalizing earnings. Funds invested in short-term marketable instruments, the continuous maturing of other interest-earning assets, cash flows from self-liquidating investments such as mortgage-backed securities and collateralized mortgage obligations, the possible sale of available for sale securities and the ability to securitize certain types of loans provide sources of liquidity from an asset perspective. The liability base provides sources of liquidity through deposits and the maturity structure of short-term borrowed funds. For short-term liquidity needs, we utilize federal fund lines of credit with correspondent banks, securities sold under agreements to repurchase, borrowings from the Federal Reserve and borrowings under lines of credit with other financial institutions. For intermediate liquidity needs, we utilize advances from the FHLB. To supply liquidity over the longer term, we have access to brokered time deposits, term loans at the FHLB and borrowings under lines of credit with other financial institutions. 91 Table of Contents The above sources of liquidity allow the banking segment to meet increased liquidity demands without adversely affecting daily operations. The Bank’s borrowing capacity through access to secured funding sources is summarized in the following table (in millions). Available liquidity noted below does not include borrowing capacity available through the discount window at the Federal Reserve. June 30, December 31, 2026 2025 FHLB capacity $ 4,272 $ 4,352 Investment portfolio (available) 1,174 1,003 Fed deposits (excess daily requirements) 588 1,013 $ 6,034 $ 6,368 During the second quarter of 2026, our overall deposit costs decreased, 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 cost 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. At June 30, 2026, the Bank also accessed and included approximately $400 million of core deposits on its balance sheet from our Hilltop Securities FDIC-insured sweep program, while the Bank is not utilizing any of its FHLB borrowing capacity noted above through the use of short-term borrowings. Within our banking segment, deposit flows 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. An economic recovery and improved commercial real estate investment outlook may result in an outflow of deposits at an accelerated pace as customers utilize such available funds for expanded operations and investment opportunities. The Bank regularly evaluates its deposit products and pricing structures relative to the market to maintain competitiveness over time. Currently, the Bank is facing continued competition from bank and non-bank competitors for its deposit base and expects that its interest expense on certain deposits will continue to be driven by various factors, including competition as well as economic and market area factors. The Bank’s 15 largest depositors, excluding Hilltop, Hilltop Securities and PrimeLending, collectively accounted for 15.36% of the Bank’s total deposits, and the Bank’s five largest depositors, excluding Hilltop and Hilltop Securities, collectively accounted for 9.15% of the Bank’s total deposits at June 30, 2026. The loss of one or more of our largest Bank customers, or a significant decline in our deposit balances due to ordinary course fluctuations related to these customers’ businesses, could adversely affect our liquidity and might require us to raise deposit rates to attract new deposits, purchase federal funds or borrow funds on a short-term basis to replace such deposits. Broker-Dealer Segment The Hilltop Broker-Dealers finance their assets and operations primarily from their equity capital, short-term bank borrowings, interest-bearing and noninterest-bearing client credit balances, correspondent deposits, securities lending arrangements, repurchase agreement financing, commercial paper issuances and other payables, subject to their respective compliance with broker-dealer net capital and customer protection rules. At June 30, 2026, Hilltop Securities had credit arrangements with two unaffiliated banks, with maximum aggregate commitments of up to $425.0 million. These credit arrangements are used to finance securities owned, securities held for correspondent accounts, receivables in customer margin accounts and underwriting activities. These credit arrangements are provided on an “as offered” basis and are not committed lines of credit. In addition, Hilltop Securities has committed revolving credit facilities with two unaffiliated banks, with aggregate availability of up to $150.0 million. At June 30, 2026, Hilltop Securities had $103.0 million in outstanding borrowings under its credit arrangements and had $30.0 million in outstanding borrowings under its credit facilities. The weighted average interest rate on its borrowings at June 30, 2026 was 4.79%. Hilltop Securities uses the net proceeds (after deducting related issuance expenses) from the sale of two commercial paper programs for general corporate purposes, including working capital and the funding of a portion of its securities inventories. The commercial paper notes (“CP Notes”) may be issued with maturities of 14 days to 270 days from the date of issuance. The CP Notes are issued under two separate programs, Series 2019-2 CP Notes and Series 2024-1 CP Notes, in maximum aggregate amounts of $200 million and $300 million, respectively. The CP Notes are not redeemable prior to maturity or subject to voluntary prepayment and do not bear interest, but are sold at a discount to par. The CP Notes are secured by a pledge of collateral owned by Hilltop Securities. 92 Table of Contents As of June 30, 2026, the weighted average maturity of the CP Notes was 191 days at a rate of 4.93% with a weighted average remaining life of 91 days. At June 30, 2026, the aggregate amount outstanding under these secured arrangements was $246.6 million, which was collateralized by securities held for Hilltop Securities accounts valued at $270.1 million. Mortgage Origination Segment PrimeLending funds the mortgage loans it originates through a warehouse line of credit maintained with the Bank, which had a total commitment of $1.2 billion, of which $910.7 million was drawn at June 30, 2026. PrimeLending sells substantially all mortgage loans it originates to various investors in the secondary market, historically with the majority with servicing released. As these mortgage loans are sold in the secondary market, PrimeLending pays down its warehouse line of credit with the Bank. In addition, PrimeLending has an available line of credit with an unaffiliated bank of up to $1.0 million, of which no borrowings were drawn at June 30, 2026. PrimeLending owns a 100% membership interest in PrimeLending Ventures Management, LLC (“Ventures Management”), which holds a controlling ownership interest in and is the managing member of certain ABAs. At June 30, 2026, these ABAs had combined available lines of credit totaling $65.0 million, all of which was with the Bank, with outstanding borrowings of $35.7 million. Other Material Contractual Obligations, Off-Balance Sheet Arrangements, Commitments and Guarantees Since December 31, 2025, there have been no material changes in other material contractual obligations disclosed within the section captioned “Other Material Contractual Obligations, Off-Balance Sheet Arrangements, Commitments and Guarantees” set forth in Part II, Item 7 of our 2025 Form 10-K. Additionally, in the normal course of business, we enter into various transactions, which, in accordance with GAAP, are not included in our consolidated balance sheets. We enter into these transactions to meet the financing needs of our customers. These transactions include commitments to extend credit and standby letters of credit, which involve, to varying degrees, elements of credit risk and interest rate risk in excess of the amounts recognized in our consolidated balance sheets. Banking Segment We enter into contractual loan commitments to extend credit, normally with fixed expiration dates or termination clauses, at specified rates and for specific purposes. Substantially all of our commitments to extend credit are contingent upon customers maintaining specific credit standards until the time of loan funding. We minimize our exposure to loss under these commitments by subjecting them to credit approval and monitoring procedures. We assess the credit risk associated with certain commitments to extend credit and have recorded a liability related to such credit risk in our consolidated financial statements. Standby letters of credit are written conditional commitments issued by us to guarantee the performance of a customer to a third-party. In the event the customer does not perform in accordance with the terms of the agreement with the third-party, we would be required to fund the commitment. The maximum potential amount of future payments we could be required to make is represented by the contractual amount of the commitment. If the commitment is funded, we would be entitled to seek recovery from the customer. Our policies generally require that standby letter of credit arrangements contain security and debt covenants similar to those contained in loan agreements. In the aggregate, the Bank had outstanding unused commitments to extend credit of $2.2 billion at June 30, 2026 and outstanding financial and performance standby letters of credit of $124.1 million at June 30, 2026. Broker-Dealer Segment The Hilltop Broker-Dealers execute, settle and finance various securities transactions that may expose the Hilltop Broker-Dealers to off-balance sheet risk in the event that a customer or counterparty does not fulfill its contractual obligations. Examples of such transactions include the sale of securities not yet purchased by customers or for the account of the Hilltop Broker-Dealers, use of derivatives to support certain non-profit housing organization clients, 93 Table of Contents clearing agreements between the Hilltop Broker-Dealers and various clearinghouses and broker-dealers, secured financing arrangements that involve pledged securities, and when-issued underwriting and purchase commitments. Impact of Inflation and Changing Prices Our consolidated financial statements included herein have been prepared in accordance with GAAP, which presently require us to measure financial position and operating results primarily in terms of historic dollars. Changes in the relative value of money due to inflation or recession are generally not considered. The primary effect of inflation on our operations is reflected in increased operating costs. Historically, changes in interest rates affect the financial condition of a financial institution to a far greater degree than changes in the inflation rate. Inflationary pressures have moderated in recent periods with the inflation rate coming down from its peak with the expectation that there will be continued moderation of inflation during the remainder of 2026. However, the impact and timing of tariffs and changes in trade policy add uncertainty to the inflation outlook. Furthermore, a prolonged period of inflation has, and could continue to cause our costs, including compensation, occupancy and software costs, to increase, which could adversely affect our results of operations and financial condition. While interest rates are greatly influenced by changes in the inflation rate, they do not necessarily change at the same rate or in the same magnitude as the inflation rate. Interest rates are highly sensitive to many factors that are beyond our control, including changes in the expected rate of inflation, the influence of general and local economic conditions and the monetary and fiscal policies of the U.S. government, its agencies and various other governmental regulatory authorities. Critical Accounting Estimates We have identified certain accounting estimates which involve a significant level of estimation uncertainty and have had or are reasonably likely to have a material impact on our financial condition or results of operations. Our accounting policies are more fully described in Note 1 to the consolidated financial statements. Actual amounts and values as of the balance sheet dates may be materially different than the amounts and values reported due to the inherent uncertainty in the estimation process. Also, future amounts and values could differ materially from those estimates due to changes in values and circumstances after the balance sheet date. The critical accounting estimates which we believe to be the most critical in preparing our consolidated financial statements relate to allowance for credit losses and goodwill and identifiable intangible assets. Since December 31, 2025, there have been no changes in critical accounting estimates as further described under “Critical Accounting Estimates” in our 2025 Form 10-K.
Our assessment of market risk as of June 30, 2026 indicates there are no material changes in the quantitative and qualitative disclosures from those previously reported in our 2025 Form 10-K, except as discussed below. The primary objective of the following information is to…
Our assessment of market risk as of June 30, 2026 indicates there are no material changes in the quantitative and qualitative disclosures from those previously reported in our 2025 Form 10-K, except as discussed below. The primary objective of the following information is to provide forward-looking quantitative and qualitative information about our potential exposure to market risks. Market risk represents the risk of loss that may result from changes in value of a financial instrument as a result of changes in interest rates, market prices and the credit perception of an issuer. The disclosure is not meant to be a precise indicator of expected future losses, but rather an indicator of reasonably possible losses, and therefore our actual results may differ from any of the following projections. This forward-looking information provides an indicator of how we view and manage our ongoing market risk exposures. Banking Segment The banking segment is engaged primarily in the business of investing funds obtained from deposits and borrowings in interest-earning loans and investments, and our primary component of market risk is sensitivity to changes in interest rates. Consequently, our earnings depend to a significant extent on our net interest income, which is the difference between interest income on loans and investments and our interest expense on deposits and borrowings. To the extent that our interest-bearing liabilities do not reprice or mature at the same time as our interest-bearing assets, we are subject to interest rate risk and corresponding fluctuations in net interest income. There are several common sources of interest rate risk that must be effectively managed if there is to be minimal impact on our earnings and capital. Repricing risk arises largely from timing differences in the pricing of assets and liabilities. Reinvestment risk refers to the reinvestment of cash flows from interest payments and maturing assets at lower or higher rates. Basis risk exists when different yield curves or pricing indices do not change at precisely the same time or in the 94 Table of Contents same magnitude such that assets and liabilities with the same maturity are not all affected equally. Yield curve risk refers to unequal movements in interest rates across a full range of maturities. We have employed asset/liability management policies that attempt to manage our interest-earning assets and interest-bearing liabilities, thereby attempting to control the volatility of net interest income, without having to incur unacceptable levels of risk. We employ procedures which include interest rate shock analysis, repricing gap analysis and balance sheet decomposition techniques to help mitigate interest rate risk in the ordinary course of business. In addition, the asset/liability management policies permit the use of various derivative instruments to manage interest rate risk or hedge specified assets and liabilities. To help mitigate net interest income spread compression between our assets and liabilities, management maintains derivative trades, as either cash flow hedges or fair value hedges, that better align repricing characteristics. Any changes in interest rates across the term structure may continue to impact net interest income and net interest margin. The impact of rate movements will change with the shape of the yield curve, including any changes in steepness or flatness and inversions at any points on the yield curve. An interest rate sensitive asset or liability is one that, within a defined time period, either matures or experiences an interest rate change in line with general market interest rates. The management of interest rate risk is performed by analyzing the maturity and repricing relationships between interest-earning assets and interest-bearing liabilities at specific points in time (“GAP”) and by analyzing the effects of interest rate changes on net interest income over specific periods of time by projecting the performance of the mix of assets and liabilities in varied interest rate environments. Interest rate sensitivity reflects the potential effect on net interest income resulting from a movement in interest rates. A company is considered to be asset sensitive, or have a positive GAP, when 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. Conversely, a company is considered to be liability sensitive, or have a negative GAP, when the amount of its interest-bearing liabilities maturing or repricing within a given period exceeds the amount of its interest-earning assets also maturing or repricing within that time period. During a period of falling interest rates, a negative GAP would tend to result in an increase in net interest income, while a positive GAP would tend to affect net interest income adversely. During a period of rising interest rates, a negative GAP would tend to affect net interest income adversely, while a positive GAP would tend to result in an increase in net interest income. As illustrated in the table below, the banking segment is currently asset sensitive overall. Loans that adjust daily or monthly to the Wall Street Journal Prime rate comprise a large percentage of interest sensitive assets and are the primary cause of the banking segment’s asset sensitivity. To help neutralize interest rate sensitivity, the banking segment has kept the terms of most of its borrowings under one year as shown in the following table (dollars in thousands). June 30, 2026 3 Months or > 3 Months to > 1 Year to > 3 Years to Less 1 Year 3 Years 5 Years > 5 Years Total Interest sensitive assets: Loans $ 5,168,681 $ 1,338,862 $ 1,604,269 $ 683,014 $ 424,242 $ 9,219,068 Securities 354,382 222,148 488,981 393,012 802,338 2,260,861 Federal funds sold and securities purchased under agreements to resell 1,230,345 — — — — 1,230,345 Other interest sensitive assets 11,904 — — — 59,862 71,766 Total interest sensitive assets 6,765,312 1,561,010 2,093,250 1,076,026 1,286,442 12,782,040 Interest sensitive liabilities: Interest bearing checking $ 6,485,451 $ — $ — $ — $ — $ 6,485,451 Savings 233,879 — — — — 233,879 Time deposits 700,227 315,736 102,911 11,854 74 1,130,802 Notes payable and other borrowings 481,001 362 1,023 1,112 3,227 486,725 Total interest sensitive liabilities 7,900,558 316,098 103,934 12,966 3,301 8,336,857 Interest sensitivity gap $ (1,135,246) $ 1,244,912 $ 1,989,316 $ 1,063,060 $ 1,283,141 $ 4,445,183 Cumulative interest sensitivity gap $ (1,135,246) $ 109,666 $ 2,098,982 $ 3,162,042 $ 4,445,183 Percentage of cumulative gap to total interest sensitive assets (8.88) % 0.86 % 16.42 % 24.74 % 34.78 % The positive GAP in the interest rate analysis indicates that banking segment net interest income would generally rise if rates increase. Because of inherent limitations in interest rate GAP analysis, the banking segment uses multiple interest rate risk measurement techniques. Simulation analysis is used to subject the current repricing conditions to rising and falling interest rates in increments and decrements of 50 to 100 basis points to determine the effect on net interest income 95 Table of Contents changes for the next twelve months. The banking segment also measures the effects of changes in interest rates on economic value of equity by discounting projected cash flows of deposits and loans. Economic value changes in the investment portfolio are estimated by discounting future cash flows and using duration analysis. Investment security prepayments are estimated using current market information. We believe the simulation analysis presents a more accurate picture than the GAP analysis. Simulation analysis recognizes that deposit products may not react to changes in interest rates as quickly or with the same magnitude as earning assets contractually tied to a market rate index. The sensitivity to changes in market rates varies across deposit products. Also, unlike GAP analysis, simulation analysis takes into account the effect of embedded options in the securities and loan portfolios as well as any off-balance sheet derivatives. The table below shows the estimated impact of a range of changes in interest rates on net interest income and on economic value of equity for the banking segment (dollars in thousands). Change in Changes in Changes in Interest Rates Net Interest Income Economic Value of Equity (basis points) Amount Percent Amount Percent June 30, 2026 +200 $ 25,218 5.64 % $ 152,051 8.31 % +100 $ 12,652 2.83 % $ 85,507 4.67 % -50 $ (2,340) (0.52) % $ (57,882) (3.16) % -100 $ (2,285) (0.51) % $ (132,394) (7.24) % -200 $ 1,171 0.26 % $ (332,711) (18.19) % December 31, 2025 +200 $ 30,469 6.90 % $ 166,983 8.96 % +100 $ 15,371 3.48 % $ 93,199 5.00 % -50 $ (4,202) (0.95) % $ (71,006) (3.81) % -100 $ (5,876) (1.33) % $ (159,611) (8.56) % -200 $ (1,513) (0.34) % $ (391,594) (21.01) % The projected changes in the table above were in compliance with established internal policy guidelines and are based on numerous assumptions. The timing and magnitude of future interest rate movements, along with changes to the balance sheet composition, may impact projected changes in net interest income, but may not necessarily reflect the manner in which actual cash flows, yields and costs respond to changes in market interest rates. We continue to evaluate the interest rate risk position and may reposition the banking segment’s balance sheet in the future to better align with management’s target rate risk position. Our portfolio includes loans that periodically reprice or mature prior to the end of an amortized term. Some of our variable-rate loans remain at applicable rate floors, which may delay and/or limit changes in interest income during a period of changing rates. If interest rates were to fall, the impact on our interest income would be limited by these rate floors. In addition, declining interest rates may negatively affect our cost of funds on deposits. The extent of this impact 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. If interest rates were to rise, yields on the portion of our portfolio that remain at applicable rate floors would rise more slowly than increases in market interest rates. Any changes in interest rates across the term structure will continue to impact net interest income and net interest margin. The impact of rate movements will change with the shape of the yield curve, including any changes in steepness or flatness and inversions at any points on the yield curve. Since the assumptions used relative to changes in interest rates are uncertain, the simulation analysis may not be indicative of actual results, particularly in times of stress and uncertainty. In addition, this analysis does not consider actions that management might employ in the future in response to changes in interest rates, as well as changes in earning asset and costing liability balances. Broker-Dealer Segment Our broker-dealer segment is exposed to market risk primarily due to its role as a financial intermediary in customer transactions, which may include purchases and sales of securities, use of derivatives and securities lending activities, and in our trading activities, which are used to support sales, underwriting and other customer activities. We are subject to the risk of loss that may result from the potential change in value of a financial instrument as a result of fluctuations in interest rates, market prices, investor expectations and changes in credit ratings of the issuer. Our broker-dealer segment is exposed to interest rate risk as a result of maintaining inventories of interest rate sensitive financial instruments and other interest-earning assets including customer and correspondent margin loans and receivables and securities borrowing activities. Our funding sources, which include customer and correspondent cash balances, bank borrowings, repurchase agreements and securities lending activities, also expose the broker-dealer to 96 Table of Contents interest rate risk. Movement in short-term interest rates could reduce the positive spread between the broker-dealer segment’s interest income and interest expense. With respect to securities held, our interest rate risk is managed by setting and monitoring limits on the size and duration of positions and on the length of time securities can be held. Much of the interest rates on customer and correspondent margin loans and receivables are indexed and can vary daily. Our funding sources are generally short-term with interest rates that can vary daily. The following table categorizes the broker-dealer segment’s net trading securities, which are subject to interest rate and market price risk (dollars in thousands). June 30, 2026 1 Year > 1 Year > 5 Years or Less to 5 Years to 10 Years > 10 Years Total Trading securities, at fair value Municipal obligations $ 5,501 $ 39,351 $ 62,674 $ 276,601 $ 384,127 U.S. government and government agency obligations 2,493 (19,959) (1,765) 114,972 95,741 Corporate obligations 26,224 3,477 9,535 32,302 71,538 Total debt securities 34,218 22,869 70,444 423,875 551,406 Corporate equity securities 135 — — — 135 Other 32,222 — — — 32,222 $ 66,575 $ 22,869 $ 70,444 $ 423,875 $ 583,763 Weighted average yield Municipal obligations 2.86 % 4.56 % 3.65 % 4.39 % 4.26 % U.S. government and government agency obligations 3.99 % 4.17 % 4.56 % 6.76 % 5.64 % Corporate obligations 4.62 % 5.16 % 5.62 % 2.17 % 4.04 % Derivatives are used to support certain customer programs and hedge our related exposure to interest rate risks. Our broker-dealer segment is engaged in various brokerage and trading activities that expose us to credit risk arising from potential non-performance from counterparties, customers or issuers of securities. This risk is managed by setting and monitoring position limits for each counterparty, conducting periodic credit reviews of counterparties, reviewing concentrations of securities and conducting business through central clearing organizations. Collateral underlying margin loans to customers and correspondents and with respect to securities lending activities is marked to market daily and additional collateral is required, as necessary. Mortgage Origination Segment Within our mortgage origination segment, our principal market exposure is to interest rate risk due to the impact on our mortgage-related assets and commitments, including mortgage loans held for sale, IRLCs and MSR. Changes in interest rates could also materially and adversely affect our volume of mortgage loan originations. IRLCs represent an agreement to extend credit to a mortgage loan applicant, whereby the interest rate on the loan is set prior to funding. Our mortgage loans held for sale, which we hold in inventory while awaiting sale into the secondary market, and our IRLCs are subject to the effects of changes in mortgage interest rates from the date of the commitment through the sale of the loan into the secondary market. As a result, we are exposed to interest rate risk and related price risk during the period from the date of the lock commitment until (i) the lock commitment cancellation or expiration date or (ii) the date of sale into the secondary mortgage market. Loan commitments generally range from 20 to 60 days, and our average holding period of the mortgage loan from funding to sale is approximately 30 days. An integral component of our interest rate risk management strategy is our execution of forward commitments to sell MBSs to minimize the impact on earnings resulting from significant fluctuations in the fair value of mortgage loans held for sale and IRLCs caused by changes in interest rates. As a result of our mortgage servicing business, we have a portfolio of retained MSR. One of the principal risks associated with MSR is that in a declining interest rate environment, they will likely lose a substantial portion of their value as a result of higher than anticipated prepayments. Moreover, if prepayments are greater than expected, the cash we receive over the life of the mortgage loans would be reduced. The mortgage origination segment uses derivative financial instruments, including U.S. Treasury bond futures and options, and MBS commitments, as a means to mitigate market risk associated with MSR assets. No hedging strategy can protect us completely, and hedging strategies may fail because they are improperly designed, improperly executed and documented or based on inaccurate assumptions and, as a result, 97 Table of Contents could actually increase our risks and losses. The MSR portfolio exposes us to interest rate risk and, correspondingly, the volatility of our earnings, especially if we cannot adequately hedge the interest rate risk relating to our MSR. The goal of our interest rate risk management strategy within our mortgage origination segment is not to eliminate interest rate risk, but to manage it within appropriate limits. To mitigate the risk of loss, we have established policies and procedures, which include guidelines on the amount of exposure to interest rate changes we are willing to accept. Consolidated At June 30, 2026, total debt obligations on our consolidated balance sheet, excluding short-term borrowings and unamortized debt issuance costs and premiums, were $150 million, and was all subject to fixed interest rates. If interest rates were to increase by one eighth of one percent (0.125%), the increase in interest expense on the variable rate debt would not have a significant impact on our future consolidated earnings or cash flows. As noted above within the discussion for each business segment, on a consolidated basis, our primary component of market risk is sensitivity to changes in interest rates. Consequently, and in large part due to the significance of our banking segment, our consolidated earnings depend to a significant extent on our net interest income. Refer to the discussion in the “Banking Segment” section above that provides more details regarding sources of interest rate risk and asset/liability management policies and procedures employed to manage our interest-earning assets and interest-bearing liabilities, and potential future repositioning of our GAP position, thereby attempting to control the volatility of net interest income, without having to incur unacceptable levels of risk. The table below shows the estimated impact of a range of changes in interest rates on net interest income on a consolidated basis (dollars in thousands). Change in Changes in Interest Rates Net Interest Income (basis points) Amount Percent June 30, 2026 +200 $ 35,771 7.23 % +100 $ 17,906 3.62 % -50 $ (6,484) (1.31) % -100 $ (12,398) (2.51) % -200 $ (20,238) (4.09) % December 31, 2025 +200 $ 39,702 8.45 % +100 $ 19,958 4.25 % -50 $ (8,485) (1.81) % -100 $ (16,910) (3.60) % -200 $ (25,981) (5.53) % The projected changes in the table above were in compliance with established internal policy guidelines. These projected changes are based on numerous assumptions of growth and changes in the mix of assets or liabilities. The projected changes in net interest income are being impacted by the heightened level of cash balances, which represent a significant portion of our asset sensitivity given simulation analysis assumptions/limitations, and may not necessarily reflect the manner in which actual cash flows, yields and costs respond to changes in market interest rates. As a result, the timing and magnitude of future changes in interest rates including runoff of deposits, and related decline in cash, may impact projected changes in net interest income as noted in the table above.
Read original filing text → For a description of material pending legal proceedings, see the discussion set forth under the heading “Legal Matters” in Note 13 to our Consolidated Financial Statements, which is incorporated by reference herein.
For a description of material pending legal proceedings, see the discussion set forth under the heading “Legal Matters” in Note 13 to our Consolidated Financial Statements, which is incorporated by reference herein.
Read original filing text → There have been no material changes to the risk factors disclosed under “Item 1A. Risk Factors” of our 2025 Form 10-K. For additional information concerning our risk factors, please refer to “Item 1A. Risk Factors” of our 2025 Form 10-K.
There have been no material changes to the risk factors disclosed under “Item 1A. Risk Factors” of our 2025 Form 10-K. For additional information concerning our risk factors, please refer to “Item 1A. Risk Factors” of our 2025 Form 10-K.
Read original filing text →