UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported):  January 9, 2014

 

Hilltop Holdings Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Registrant’s telephone number, including area code:  (214) 855-2177

 

 

(Former name or former address, if changed since last report.)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ( see  General Instruction A.2. below):

 

x                          Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o                            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o                            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o                            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

Section 8 — Other Events

 

Item 8.01 Other Events.

 

On January 9, 2014, Hilltop Holdings Inc. (the “Company”) delivered to the President and Chief Executive Officer of SWS Group, Inc. (“SWS”) a letter proposing a transaction in which the public stockholders of SWS would receive $7.00 per share in a mix of cash and the Company’s common stock.  On January 10, 2014, the Company issued a press release announcing the delivery of the proposal letter.  A copy of the press release, including the full text of the proposal letter, is attached hereto as Exhibit 99.1 and is incorporated by reference herein.

 

Section 9 — Financial Statements and Exhibits

 

Item 9.01 Financial Statements and Exhibits

 

(d)        Exhibits.

 

Exhibit No.		Description of Exhibit
99.1		Press Release, dated January 10, 2014.

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

	HILLTOP HOLDINGS INC.,
	a Maryland corporation
Date:      January 10, 2014	By:	/s/ COREY G. PRESTIDGE
	Name:	Corey G. Prestidge
	Title:	General Counsel & Secretary

 

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Exhibit Index

 

Exhibit No.		Description of Exhibit
99.1		Press Release, dated January 10, 2014.

 

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