Hilltop (HTH) DEFA14A Additional proxy soliciting materials

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.     )
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o		Soliciting Material Pursuant to §240.14a-12
Hilltop Holdings Inc.
(Name of Registrant as Specified In Its Charter)
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See the reverse side of this notice to obtain proxy materials and voting instructions. *** Exercise Your Right to Vote *** Important Notice Regarding the Availability of Proxy Materials for the Shareholder Meeting to Be Held on You are receiving this communication because you hold shares in the above named company. This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse side). We encourage you to access and review all of the important information contained in the proxy materials before voting. Meeting Information Meeting Type: For holders as of: Date: Time: Location: 0000108270_1 R1.0.0.11699 HILLTOP HOLDINGS, INC. HILLTOP HOLDINGS INC. 200 CRESCENT COURT, SUITE 1330 DALLAS, TX 75201 Annual Meeting April 01, 2011 June 16, 2011 June 16, 2011 10:00 AM CDT 200 Crescent Court 17th Flr Dallas, TX 75201

Please Choose One of the Following Voting Methods Vote In Person: Many shareholder meetings have attendance requirements including, but not limited to, the possession of an attendance ticket issued by the entity holding the meeting. Please check the meeting materials for any special requirements for meeting attendance. At the meeting, you will need to request a ballot to vote these shares. Vote By Internet: To vote now by Internet, go to www.proxyvote.com. Have the information that is printed in the box marked by the arrow available and follow the instructions. Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card. How To Vote XXXX XXXX XXXX Before You Vote How to Access the Proxy Materials Proxy Materials Available to VIEW or RECEIVE: How to View Online: Have the information that is printed in the box marked by the arrow (located on the following page) and visit: www.proxyvote.com. How to Request and Receive a PAPER or E-MAIL Copy: If you want to receive a paper or e-mail copy of these documents, you must request one. There is NO charge for requesting a copy. Please choose one of the following methods to make your request: 1) BY INTERNET: www.proxyvote.com 2) BY TELEPHONE: 1-800-579-1639 3) BY E-MAIL*: sendmaterial@proxyvote.com * If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the box marked by the arrow (located on the following page) in the subject line. XXXX XXXX XXXX XXXX XXXX XXXX 0000108270_2 R1.0.0.11699 1. Combined Document Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before May 12, 2011 to facilitate timely delivery.

Voting items 0000108270_3 R1.0.0.11699 The Board of Directors recommends you vote FOR all the nominees for director. 1. Election of Directors Nominees 01 Rhodes R. Bobbitt 02 W. Joris Brinkerhoff 03 Charles R. Cummings 04 Gerald J. Ford 05 Jeremy B. Ford 06 J. Markham Green 07 Jess T. Hay 08 William T. Hill, Jr. 09 W. Robert Nichols, III 10 C. Clifton Robinson 11 Kenneth D. Russell 12 Carl B. Webb The Board of Directors recommends you vote FOR the following proposal: 2 To approve, by non-binding vote, executive compensation. The Board of Directors recommends you vote 1 YEAR on the following proposal: 3 To recommend, by non-binding vote, the frequency of executive compensation votes. The Board of Directors recommends you vote FOR the following proposal: 4 Ratification of the appointment of PricewaterhouseCoopers LLP as Hilltop Holdings Inc.'s independent registered public accounting firm for the 2011 fiscal year. NOTE: Such other business as may properly come before the meeting or any adjournment thereof.

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