Hilltop Holdings Inc. (HTH)
NYSE: HTH · Real-Time Price · USD
38.11
+1.31 (3.56%)
Apr 28, 2026, 4:00 PM EDT - Market closed
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AGM 2020

Jul 23, 2020

Speaker 1

Welcome to the 2020 Annual Shareholders Meeting for Hilltop Holdings. I would now like to hand the conference over to Jeremy Ford.

Speaker 2

Good morning, ladies and gentlemen. Welcome to the 2020 Annual Meeting of Stockholders of Hilltop Holdings, Inc. I am Jeremy Ford, President, Chief Executive Officer and a Director of the company. Thank you for joining us today. We are excited to be hosting our virtual meeting, which allows us to reach a greater number of stockholders.

As is our custom, we will conduct the business portion of our meeting first and answer questions at the end of the meeting. Stockholders may ask questions in the designated field on the web portal. Though we may not be able to answer every we will do our best to provide a response to as many as possible. Please note that this meeting is being recorded, so no one attending is permitted to use any audio recording device. At this time, I call the meeting to order.

There are 5 items of business on today's agenda. The election of directors, the approval of the adoption of the Hilltop Holdings 2020 Equity Incentive Plan, the approval of the adoption of Hilltop Holdings employee stock purchase plan, a non binding advisory vote to approve executive compensation and the ratification of the appointment of the company's independent registered public accounting firm. I will act as Chairman of this meeting. Gordie Prestich, Secretary of the Company will act as Secretary of this meeting. I would like to take this opportunity to introduce Gerald J.

Ford, who is also on the line and is the Chairman of the Board. Directors, officers and other invited guests of the company also are attending via telephone. The Board of Directors and I have appointed Steve Doty, the company's Senior Vice President to act as Inspector of Elections for this meeting. Mr. Doty has previously taken an oath as Inspector of Elections.

Many stockholders have already submitted their proxy. Any stockholders that have not yet voted or wish to change their vote may do so by clicking on the voting button on the web portal and following the instructions there. Stockholders who have sent in proxies or voted via telephone or Internet and do not want to change their vote do not need to take any further action. The Board of Directors set April 28, 2020 as the date of record for this stockholders meeting. We have a list of stockholders as of that date.

A duplicate list has been on file at the principal place of business of the company for the last 10 days immediately prior to the date of this meeting and has been available for inspection by any stockholder. The Secretary will present the affidavit of mailing of the notice of meeting and the company proxy material and annual report and report on the existence of a quorum for the meeting.

Speaker 3

Mr. Chairman, I present the affidavit of mailing of Robert Baird's Financial Solutions, which states that the notice of meeting from the company's proxy materials and annual reports were mailed on or about May 27, 2020 to stockholders of record on April 28, 2020. The record date for stockholders entitled notice of this meeting, which is in accordance with the bylaws of the company. In addition, I've been advised by the Inspector of Elections at least the majority of the company's issued and outstanding shares and Tahoe is represented in person or by proxy at today's meeting. Since the majority of the company's shares is represented here today, a quorum is present, meeting is duly constituted and the business of the meeting may proceed.

Speaker 2

Thank you, Mr. Prepsich. The report of the secretary on the existence of a court was accepted. I direct the affidavit of mailing be made part of the minutes of the meeting. We may now proceed to transact the business for which this meeting has been called.

The first item of business today is the election of directors. 18 directors shall be elected at today's meeting. Those 18 nominees receiving the highest number of votes of shares present in person or by proxy at this meeting will be elected as Director. The Directors elected today will hold office until the 2021 Annual Meeting of Stock holders or until their successors are duly elected and qualified. As indicated in the company's proxy statement, the Board of Directors has nominated the following persons: Charlotte Anderson, Rose Boba, Tracy Bolt, Jay Crandall, Charles Cummings, Bill Feinberg, Gerald Ford, Jeremy Ford, Mark Green, Bill Hill, Lee Lewis, Andrew Littlefair, Robert Nichols, Ken Russell, Haig Sherman, John Sobel, Robert Taylor and Carl West.

The company's bylaws require that a stockholder provide advanced notice to the company of a stockholder's intent to nominate persons as directors. No such notice was received. Accordingly, I declare the nomination for directors close. The second matter being submitted to both stockholders is approval of the adoption of the Hilltop Holdings in 2020 Equity Incident Plan. The affirmative vote of the majority of the vote cast on the matter is required to approve the adoption of the Hilltop Holdings in 2020 Equity Incentive Plan.

The 3rd matter being submitted to a vote of stockholders is the approval of the adoption of Hilltop Holdings' equity excuse me, employee stock purchase plan. The affirmative vote of the majority of the vote cast on the matter is required to approve the adoption of the Hilltop Holdings, Inc. Employee stock purchase plan. The 4th matter being submitted to stockholders is a non binding advisory vote on the following resolution regarding the compensation of named executive officers, which is commonly known as a say on pay proposal. Now therefore, be it resolved that the stockholders approve on an advisory basis the compensation paid to the named executive officers of the company as disclosed pursuant to Item 402 of Regulation S K, including the compensation discussion and analysis, the compensation tables and the narrative discussion related thereto.

The affirmative vote of the majority of votes cast on the matter is required to approve on an advisory basis executive compensation. The compensation committee of the Board of Directors will require will review the results of this matter and we'll take the results into account in making future determinations concerning compensation. The final matter being submitted to stockholders for action is the ratification of the appointment of PricewaterhouseCoopers, LLC as the company's independent registered public accounting firm for the fiscal year ending December 31, 2020. The affirmative vote of the majority of those cast on the matter is required to ratify the employment of PricewaterhouseCoopers LLC. Because no further business is scheduled to come before the stockholders, I declare the polls for each matter to be voted on at this meeting open at 10 0.8 am today, July 23, 2020.

Any stockholders that has not yet voted or wish to change their vote may do so by clicking on the voting button on the web portal and following the instructions there. Stockholders who have sent in proxies or voted via telephone or Internet and do not want to change their vote do not need to take any further action. I declare the polls for each matter voted upon the meeting closed at 10:0 9 am today, July 23, 2020. At this time, I would like to introduce Gabe Fuentes with PricewaterhouseCoopers LLP. After the meeting, Dave is available to answer any appropriate questions you may submit via the web portal.

I have been advised by the Inspector of Elections that the following 18 persons have received the highest number of votes for election as Director. Charlotte Anderson, Rose Bobick, Tracy Bolt, Jay Crandall, Charles Cummings, Bill Feinberg, Gerald Ford, myself, Mark Green, Bill Hill, Lee Lewis, Andrew Littlefair, Robert Nichols, Ken Russell, Haig Sherman, John Sobel, Robert Taylor and Carl West. Accordingly, each of such persons has been elected as the Director of the company to serve for the term expiring on the date of the company's 2021 annual meeting or until his or her successor has been duly elected and qualified. I've been further advised by the Inspector of Election that a majority of the shares present at the meeting in person or by proxy voted in favor of the adoption of Hilltop Holdings, Inc. 2020 Equity Incentive Plan and Employee Stock Purchase Plan.

The resolution approving the compensation of the company's named executive officers and the ratification of the appointment of PricewaterhouseCoopers LLP to access the company's independent registered public accounting firm. The Inspector of Elections will furnish the Secretary a written report of the final vote count with respect to the matters voted on today, which shall be included in the minutes of the meeting. I want to thank all of you for attending today's meeting and for your continued support of Hilltop Holdings. This meeting is adjourned. And we're now taking a pause here to see if we have any questions that have gathered through the portal.

Just give us one second. Okay. So we received one question on the portal and it just asked for any of the names of the director is not attending the meeting and we can confirm that all directors are attending the meeting telephonically due to the COVID-nineteen pandemic. So with that, we appreciate the question and we appreciate everybody's support. We don't have any other questions in this report.

I don't know if there's anything else you wanted to add or otherwise we've been in the Okay. Well, thank you all for being part of the meeting today.

Speaker 1

Ladies and gentlemen, this concludes today's call. Thank you for participating. You may now disconnect.

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