Hilltop (HTH) 10-Q 28 Apr 16 2016 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2016	Apr. 28, 2016
Document and Entity Information
Entity Registrant Name	Hilltop Holdings Inc.
Entity Central Index Key	1,265,131
Trading Symbol	hth
Document Type	10-Q
Document Period End Date	Mar. 31, 2016
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2,016
Document Fiscal Period Focus	Q1
Amendment Flag	false
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		98,498,077

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015
Assets
Cash and due from banks	$ 512,103	$ 652,036
Federal funds sold	15,406	17,409
Securities purchased under agreements to resell	96,646	105,660
Assets segregated for regulatory purposes	120,714	158,613
Securities:
Trading, at fair value	368,425	214,146
Available for sale, at fair value (amortized cost of $655,989 and $670,003 respectively)	666,328	673,706
Held to maturity, at amortized cost (fair value of $313,553 and $331,468, respectively)	310,478	332,022
Total securities	1,345,231	1,219,874
Loans held for sale	1,344,333	1,533,678
Non-covered loans, net of unearned income	5,366,065	5,220,040
Allowance for non-covered loan losses	(48,450)	(45,415)
Non-covered loans, net	5,317,615	5,174,625
Covered loans, net of allowance of $1,217 and $1,532, respectively	346,169	378,762
Broker-dealer and clearing organization receivables	1,370,622	1,362,499
Premises and equipment, net	198,414	200,618
FDIC indemnification asset	80,522	91,648
Covered other real estate owned	78,890	99,090
Other assets	601,181	565,813
Goodwill	251,808	251,808
Other intangible assets, net	52,274	54,868
Total assets	11,731,928	11,867,001
Deposits:
Noninterest-bearing	2,233,608	2,235,436
Interest-bearing	4,750,567	4,717,247
Total deposits	6,984,175	6,952,683
Broker-dealer and clearing organization payables	1,284,016	1,338,305
Short-term borrowings	832,921	947,373
Securities sold, not yet purchased, at fair value	165,704	130,044
Notes payable	232,190	238,716
Junior subordinated debentures	67,012	67,012
Other liabilities	405,899	454,743
Total liabilities	$ 9,971,917	$ 10,128,876
Commitments and contingencies (see Notes 12 and 13)
Hilltop stockholders' equity:
Common stock, $0.01 par value, 125,000,000 shares authorized; 98,584,947 and 98,896,184 shares issued and outstanding, respectively	$ 986	$ 989
Additional paid-in capital	1,567,150	1,577,270
Accumulated other comprehensive income	6,878	2,629
Retained earnings	183,042	155,475
Deferred compensation employee stock trust, net	1,020	1,034
Employee stock trust (21,453 and 22,196 shares, at cost, respectively)	(428)	(443)
Total Hilltop stockholders' equity	1,758,648	1,736,954
Noncontrolling interests	1,363	1,171
Total stockholders' equity	1,760,011	1,738,125
Total liabilities and stockholders' equity	$ 11,731,928	$ 11,867,001

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015
CONSOLIDATED BALANCE SHEETS
Available for sale, amortized cost (in dollars)	$ 655,989	$ 670,003
Held to maturity, fair value	313,553	331,468
Covered loans, allowance	$ 1,217	$ 1,532
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized	125,000,000	125,000,000
Common stock, shares issued	98,584,947	98,896,184
Common stock, shares outstanding	98,584,947	98,896,184
Employee stock trust, shares	21,453	22,196

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Interest income:
Loans, including fees	$ 91,551	$ 87,388
Securities borrowed	7,589	10,018
Securities:
Taxable	6,367	7,049
Tax-exempt	1,637	1,741
Other	1,009	1,473
Total interest income	108,153	107,669
Interest expense:
Deposits	4,102	4,315
Securities loaned	5,987	7,506
Short-term borrowings	1,120	1,024
Notes payable	2,582	669
Junior subordinated debentures	645	585
Other	176	178
Total interest expense	14,612	14,277
Net interest income	93,541	93,392
Provision for loan losses	3,407	2,687
Net interest income after provision for loan losses	90,134	90,705
Noninterest income:
Net realized gains on securities	46	4,403
Net gains from sale of loans and other mortgage production income	127,297	120,545
Mortgage loan origination fees	18,813	14,589
Net insurance premiums earned	39,733	39,567
Securities commissions and fees	38,752	42,918
Investment and securities advisory fees and commissions	23,819	24,922
Bargain purchase gain		81,289
Other	29,226	24,613
Total noninterest income	277,686	352,846
Noninterest expense:
Employees' compensation and benefits	182,655	182,504
Loss and loss adjustment expenses	21,959	18,860
Policy acquisition and other underwriting expenses	11,252	11,674
Occupancy and equipment, net	27,791	29,185
Other	81,544	72,253
Total noninterest expense	325,201	314,476
Income before income taxes	42,619	129,075
Income tax expense	14,423	15,420
Net income	28,196	113,655
Less: Net income attributable to noncontrolling interest	629	353
Income attributable to Hilltop	27,567	113,302
Dividends on preferred stock		1,426
Income applicable to Hilltop common stockholders	$ 27,567	$ 111,876
Earnings per common share:
Basic (in dollars per share)	$ 0.28	$ 1.12
Diluted (in dollars per share)	$ 0.28	$ 1.11
Weighted average share information:
Basic (in shares)	98,153	99,741
Diluted (in shares)	98,669	100,627

CONSOLIDATED STATEMENTS OF COMP

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
Net income	$ 28,196	$ 113,655
Other comprehensive income:
Net unrealized gains on securities available for sale, net of tax of $2,390 and $4,454, respectively	4,279	7,913
Reclassification adjustment for gains included in net income, net of tax of $(16) and $(1,589), respectively	(30)	(2,814)
Comprehensive income	32,445	118,754
Less: comprehensive income attributable to noncontrolling interest	629	353
Comprehensive income applicable to Hilltop	$ 31,816	$ 118,401

CONSOLIDATED STATEMENTS OF COM6

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
Net unrealized gains on securities available for sale and other, tax	$ 2,390	$ 4,454
Other comprehensive income reclassification adjustment, tax	$ (16)	$ (1,589)

CONSOLIDATED STATEMENTS OF STOC

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands	Parent	Preferred Stock	Common Stock	Additional Paid-in Capital	Accumulated Other Comprehensive Income	Retained Earnings (Accumulated Deficit).	Deferred Compensation Employee Stock Trust, Net	Employee Stock Trust	Noncontrolling Interest	Total
Balance at Dec. 31, 2014	$ 1,460,452	$ 114,068	$ 902	$ 1,390,788	$ 651	$ (45,957)			$ 787	$ 1,461,239
Balance (in shares) at Dec. 31, 2014		114	90,182
Increase (Decrease) in Stockholders' Equity
Net income	113,302					113,302			353	113,655
Other comprehensive income	5,099				5,099					5,099
Issuance of common stock	200,033		$ 101	199,932						200,033
Issuance of common stock (in shares)			10,113
Stock-based compensation expense	1,814			1,814						1,814
Common stock issued to board members	51			51						51
Common stock issued to board members (in shares)			2
Issuance of common stock related to share-based awards, net (in shares)			(11)
Dividends on preferred stock	(1,427)					(1,427)				(1,427)
Deferred compensation plan	592						$ 1,189	$ (597)		592
Deferred compensation plan (in shares)								30
Net cash distributed to noncontrolling interest									(264)	(264)
Balance at Mar. 31, 2015	1,779,916	$ 114,068	$ 1,003	1,592,585	5,750	65,918	1,189	$ (597)	876	1,780,792
Balance (in shares) at Mar. 31, 2015		114	100,286					30
Balance at Dec. 31, 2015	1,736,954		$ 989	1,577,270	2,629	155,475	1,034	$ (443)	1,171	1,738,125
Balance (in shares) at Dec. 31, 2015			98,896					22
Increase (Decrease) in Stockholders' Equity
Net income	27,567					27,567			629	28,196
Other comprehensive income	4,249				4,249					4,249
Issuance of common stock	3,850		$ 5	3,845						3,850
Issuance of common stock (in shares)			500
Stock-based compensation expense	2,228			2,228						2,228
Common stock issued to board members	108			108						108
Common stock issued to board members (in shares)			6
Issuance of common stock related to share-based awards, net	(33)			(33)						(33)
Issuance of common stock related to share-based awards, net (in shares)			(1)
Retirement of common stock	(16,276)		$ (8)	(16,268)						(16,276)
Retirement of common stock (in shares)			(816)
Deferred compensation plan	1						(14)	$ 15		1
Deferred compensation plan (in shares)								(1)
Net cash distributed to noncontrolling interest									(437)	(437)
Balance at Mar. 31, 2016	$ 1,758,648		$ 986	$ 1,567,150	$ 6,878	$ 183,042	$ 1,020	$ (428)	$ 1,363	$ 1,760,011
Balance (in shares) at Mar. 31, 2016			98,585					21

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Operating Activities
Net income	$ 28,196	$ 113,655
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Provision for loan losses	3,407	2,687
Depreciation, amortization and accretion, net	(11,830)	(14,486)
Net realized gains on securities	(46)	(4,403)
Bargain purchase gain		(81,289)
Deferred income taxes	494	(2,545)
Other, net	8,320	(3,814)
Net change in securities purchased under agreements to resell	9,014	(22,486)
Net change in assets segregated for regulatory purposes	37,899	(20,657)
Net change in trading securities	(154,279)	11,632
Net change in broker-dealer and clearing organization receivables	130,858	(793,613)
Net change in FDIC Indemnification Asset	11,214	23,376
Net change in other assets	(14,890)	(34,554)
Net change in broker-dealer and clearing organization payables	(162,722)	690,552
Net change in other liabilities	(48,283)	(52,528)
Net gains from sales of loans	(127,297)	(120,545)
Loans originated for sale	(3,052,579)	(2,904,331)
Proceeds from loans sold	3,352,409	3,094,705
Net cash provided by (used in) operating activities	9,885	(118,644)
Investing Activities
Proceeds from maturities and principal reductions of securities held to maturity	21,398	6,329
Proceeds from sales, maturities and principal reductions of securities available for sale	64,918	449,892
Purchases of securities available for sale	(51,531)	(2,623)
Net change in loans	(233,309)	(2,080)
Purchases of premises and equipment and other assets	(9,948)	(5,565)
Proceeds from sales of premises and equipment and other real estate owned	22,068	31,818
Net cash received for Federal Home Loan Bank and Federal Reserve Bank stock	12,311	4,044
Net cash from acquisitions		41,097
Net cash provided by (used in) investing activities	(174,093)	522,912
Financing Activities
Net change in deposits	139,925	(556,657)
Net change in short-term borrowings	(114,452)	72,540
Proceeds from notes payable	5,553	1,000
Payments on notes payable	(12,028)	(23,904)
Proceeds from issuance of common stock	3,850
Dividends paid on preferred stock		(1,426)
Net cash distributed to noncontrolling interest	(437)	(264)
Other, net	(139)	(99)
Net cash provided by (used in) financing activities	22,272	(508,810)
Net change in cash and cash equivalents	(141,936)	(104,542)
Cash and cash equivalents, beginning of period	669,445	813,075
Cash and cash equivalents, end of period	527,509	708,533
Supplemental Disclosures of Cash Flow Information
Cash paid for interest	16,377	14,325
Cash paid for income taxes, net of refunds	831	45,981
Supplemental Schedule of Non-Cash Activities
Conversion of loans to other real estate owned	4,726	$ 26,211
Common stock issued at acquisition		200,626
Additions to mortgage servicing rights	$ 1,639	$ 2,690

Summary of Significant Accounti

Summary of Significant Accounting and Reporting Policies	3 Months Ended
	Mar. 31, 2016
Summary of Significant Accounting and Reporting Policies
Summary of Significant Accounting and Reporting Policies	1. Summary of Significant Accounting and Reporting Policies Nature of Operations Hilltop Holdings Inc. (“Hilltop” and, collectively with its subsidiaries, the “Company”) is a financial holding company registered under the Bank Holding Company Act of 1956. The Company’s primary line of business is to provide business and consumer banking services from offices located throughout Texas through PlainsCapital Bank (the “Bank”). In addition, the Company provides an array of financial products and services through its broker-dealer, mortgage origination and insurance subsidiaries. The Company provides its products and services through three primary operating subsidiaries, PlainsCapital Corporation (“PlainsCapital”), Hilltop Securities Holdings LLC (“Securities Holdings”) and National Lloyds Corporation (“NLC”). PlainsCapital is a financial holding company, headquartered in Dallas, Texas, that provides, through its subsidiaries, traditional banking, wealth and investment management and treasury management services primarily in Texas and residential mortgage lending throughout the United States. Securities Holdings is a holding company, headquartered in Dallas, Texas, 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, equity trading, clearing, securities lending, structured finance and retail brokerage services throughout the United States. NLC is a property and casualty insurance holding company, headquartered in Waco, Texas, that provides, through its subsidiaries, fire and homeowners insurance to low value dwellings and manufactured homes primarily in Texas and other areas of the southern United States. On January 1, 2015, Hilltop completed its acquisition of SWS Group, Inc. (“SWS”) in a stock and cash transaction (the “SWS Merger”), whereby SWS’s broker-dealer subsidiaries, Southwest Securities, Inc. and SWS Financial Services, Inc., became subsidiaries of Securities Holdings, and SWS’s banking subsidiary, Southwest Securities, FSB (“SWS FSB”), was merged into the Bank. On October 5, 2015, Southwest Securities, Inc. and SWS Financial Services, Inc. w ere renamed “Hilltop Securities Inc.” (“Hilltop Securities”) and “Hilltop Securities Independent Network Inc.” (“HTS Independent Network”), respectively. On October 22, 2015, the Financial Industry Regulatory Authority (“FINRA”) granted approval to combine First Southwest Company, LLC (“FSC”) and Hilltop Securities, subject to customary conditions. FSC, Hilltop Securities and HTS Independent Network operated as separate broker-dealers, under coordinated lea dership from the date of the SWS Merger until January 22, 2016, when FSC was merged into Hilltop Securities to form a combined firm operating under the “Hilltop Securities” name. We use the term “Hilltop Broker-Dealers” to refer to FSC, Hilltop Securities and HTS Independent Network prior to January 22, 2016 and Hilltop Securities and HTS Independent Network after such date. Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States (“GAAP”), and in conformity with the rules and regulations of the Securities and Exchange Commission (the “SEC”). In the opinion of management, these financial statements contain all adjustments necessary for a fair statement of the results of the interim periods presented. Accordingly, the financial statements do not include all of the information and footnotes required by GAAP for complete financial statements and should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015 (“ 2015 Form 10-K”). Results for interim periods are not necessarily indicative of results to be expected for a full year or any future period. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Estimates regarding the allowance for loan losses, the fair values of financial instruments, the amounts receivable from the Federal Deposit Insurance Corporation (the “FDIC”) under loss-share agreements (the “FDIC Indemnification Asset”), reserves for losses and loss adjustment expenses (“LAE”), the mortgage loan indemnification liability, and the potential impairment of assets are particularly subject to change. The Company has applied its critical accounting policies and estimation methods consistently in all periods presented in these consolidated financial statements. Hilltop owns 100% of the outstanding stock of PlainsCapital. PlainsCapital owns 100% of the outstanding stock of the Bank and 100% of the membership interest in PlainsCapital Equity, LLC. The Bank owns 100% of the outstanding stock of PrimeLending, a PlainsCapital Company (“PrimeLending”) and has a 100% membership interest in PlainsCapital Securities, LLC. PrimeLending owns a 100% membership interest in PrimeLending Ventures Management, LLC, the controlling and sole managing member of PrimeLending Ventures, LLC (“Ventures”). PlainsCapital also owns 100% of the outstanding common securities of PCC Statutory Trusts I, II, III and IV (the “Trusts”), which are not included in the consolidated financial statements under the requirements of the Variable Interest Entities Subsections of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) , because the primary beneficiaries of the Trusts are not within the consolidated group. Hilltop has a 100% membership interest in Securities Holdings, which operates through its wholly-owned subsidiaries, Hilltop Securities, HTS Independent Network and First Southwest Holdings, LLC (“First Southwest”). Hilltop Securities is a broker-dealer registered with the SEC and the Financial Industry Regulatory Authority (“FINRA”) and a member of the New York Stock Exchange (“NYSE”), HTS Independent Network is an introducing broker-dealer that is also registered with the SEC and FINRA, and First Southwest Asset Management, LLC, a wholly-owned subsidiary of First Southwest, is a registered investment advisor under the Investment Advisors Act of 1940. As discussed above, prior to January 22, 2016, Securities Holdings’ subsidiaries also included FSC, First Southwest’s principal subsidiary and formerly a broker-dealer registered with the SEC and FINRA and a member of the NYSE. Hilltop also owns 100% of NLC, which operates through its wholly owned subsidiaries, National Lloyds Insurance Company (“NLIC”) and American Summit Insurance Company (“ASIC”). The consolidated financial statements include the accounts of the above-named entities. Intercompany transactions and balances have been eliminated. Noncontrolling interests have been recorded for minority ownership in entities that are not wholly owned and are presented in compliance with the provisions of Noncontrolling Interest in Subsidiary Subsections of the ASC. The operations acquired in the SWS Merger were included in the Company’s operating results beginning January 1, 2015 and such operations included a preliminary bargain purchase gain of $82.8 million as disclosed in the Company’s Quarterly Report on Form 10-Q filed with the SEC on May 6, 2015. During 2015, certain adjustments were recorded that resulted in an aggregate decrease in the preliminary bargain purchase gain associated with the SWS Merger to $81.3 million, which also decreased net income for the three months ended March 31, 2015 by $1.5 million as compared with amounts previously reported in the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2015. Accordingly, our results for the quarter ended March 31, 2015 and related disclosures have been revised to reflect these adjustments. Certain reclassifications have been made to the prior period consolidated financial statements to conform with the current period presentation. Additionally, during the preparation of the condensed consolidated financial statements for the period ended September 30, 2015, the Company determined that its previously reported unaudited consolidated statements of cash flows contained in the previously filed Quarterly Reports on Form 10-Q filed with SEC on May 6, 2015 and July 29, 2015 contained a classification error related to how certain acquired balances related to its acquisition of SWS were reflected. Management has evaluated the quantitative and qualitative impact of the classification error to previously issued unaudited consolidated statements of cash flows and concluded that the previously issued condensed consolidated financial statements were not materially misstated. However, in order to correctly present the cash flow statements, management has elected to revise the unaudited consolidated statements of cash flows for each of the three months ended March 31, 2015 included herein and the six months ended June 30, 2015 in its future filings. The correction had no impact on the Company’s financial condition or results of operations for the periods presented. The following table summarizes the revisions made to the Company’s unaudited consolidated statements of cash flows for the noted periods (in thousands). Three Months Ended March 31, 2015 As Originally Reported As Revised Operating Activities Net change in broker-dealer and clearing organization receivables $ $ Net change in broker-dealer and clearing organization payables Net cash used in operating activities Investing Activities Net change in loans Net cash provided by investing activities Financing Activities Net change in deposits Net cash used in financing activities Net change in cash and cash equivalents

Acquisition

Acquisition	3 Months Ended
	Mar. 31, 2016
Acquisition
Acquisition	2. Acquisition SWS Merger On January 1, 2015, Hilltop completed its acquisition of SWS in a stock and cash transaction, whereby each outstanding share of SWS common stock was converted into the right to receive 0.2496 shares of Hilltop common stock and $1.94 in cash, equating to $6.92 per share based on Hilltop’s closing price on December 31, 2014 and resulting in an aggregate purchase price of $349.1 million, consisting of 10.1 million shares of common stock, $78.2 million in cash and $70.3 million associated with Hilltop’s existing investment in SWS common stock. The operations of SWS are included in the Company’s operating results beginning January 1, 2015. Such operating results include a bargain purchase gain of $81.3 million and are not necessarily indicative of future operating results. SWS’s results of operations prior to the acquisition date are not included in the Company’s consolidated operating results. The SWS Merger was accounted for using the acquisition method of accounting, and accordingly, purchased assets, including identifiable intangible assets, and assumed liabilities were recorded at their respective acquisition date fair values. The components of the consideration paid are shown in the following table (in thousands). Fair value of consideration paid: Common stock issued $ Cash Fair value of Hilltop’s existing investment in SWS Total consideration paid $ The resulting fair values of the identifiable assets acquired, and liabilities assumed, acquired in the SWS Merger at January 1, 2015 are summarized in the following table (in thousands). Cash and due from banks $ Federal funds sold and securities purchased under agreements to resell Assets segregated for regulatory purposes Securities Non-covered loans, net Broker-dealer and clearing organization receivables Other assets Total identifiable assets acquired Deposits Broker-dealer and clearing organization payables Short-term borrowings Securities sold, not yet purchased, at fair value Notes payable Other liabilities Total liabilities assumed Bargain purchase gain Less Hilltop existing investment in SWS Net identifiable assets acquired $ The bargain purchase gain represents the excess of the estimated fair value of the underlying net tangible assets and intangible assets over the merger consideration. The SWS Merger was a tax-free reorganization under Section 368(a) of the Internal Revenue Code, therefore no income taxes were recorded in connection with the bargain purchase gain. The Company used significant estimates and assumptions to value certain identifiable assets acquired and liabilities assumed. The bargain purchase gain was primarily driven by the Company’s ability to realize acquired deferred tax assets through its consolidated core earnings and the decline in the price of the Company’s common stock between the date the fixed conversion ratio was agreed upon and the closing date. Included within the fair value of other assets in the table above are identifiable intangible assets recorded in connection with the SWS Merger. The allocation to intangible assets is as follows (in thousands). Estimated Useful Gross Intangible Life (Years) Assets Customer relationships 14 $ Core deposits 4 $ In connection with the SWS Merger, Hilltop acquired loans both with and without evidence of credit quality deterioration since origination. The acquired loans were initially recorded at fair value with no carryover of any allowance for loan losses. Acquired loans were segregated between those considered to be purchased credit impaired (“PCI”) loans and those without credit impairment at acquisition. The following table presents details on acquired loans at the acquisition date (in thousands). Loans, excluding PCI Total PCI Loans Loans Loans Commercial and industrial $ $ $ Real estate Construction and land development Consumer — Broker-dealer (1) — Total $ $ $ (1) Represents acquire d margin loans to customers and correspondents associated with acquired broker-dealer segment operations. The following table presents information about the PCI loans at acquisition (in thousands). Contractually required principal and interest payments $ Nonaccretable difference Cash flows expected to be collected Accretable difference Fair value of loans acquired with a deterioration of credit quality $ The following table presents information about the acquired loans without credit impairment at acquisition (in thousands). Contractually required principal and interest payments $ Contractual cash flows not expected to be collected Fair value at acquisition

Fair Value Measurements

Fair Value Measurements	3 Months Ended
	Mar. 31, 2016
Fair Value Measurements
Fair Value Measurements	3. Fair Value Measurements Fair Value Measurements and Disclosures The Company determines fair values in compliance with The Fair Value Measurements and Disclosures Topic of the ASC (the “Fair Value Topic”). The Fair Value Topic defines fair value, establishes a framework for measuring fair value in GAAP and expands disclosures about fair value measurements. The Fair Value Topic defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. The Fair Value Topic assumes that transactions upon which fair value measurements are based occur in the principal market for the asset or liability being measured. Further, fair value measurements made under the Fair Value Topic exclude transaction costs and are not the result of forced transactions. The Fair Value Topic creates a fair value hierarchy that classifies fair value measurements based upon the inputs used in valuing the assets or liabilities that are the subject of fair value measurements. The fair value hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities and the lowest priority to unobservable inputs, as indicated below. · Level 1 Inputs : Unadjusted quoted prices in active markets for identical assets or liabilities that the Company can access at the measurement date. · Level 2 Inputs : Observable inputs other than Level 1 prices. Level 2 inputs include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (such as interest rates, yield curves, prepayment speeds, default rates, credit risks and loss severities), and inputs that are derived from or corroborated by market data, among others. · Level 3 Inputs : Unobservable inputs that reflect an entity’s own assumptions about the assumptions that market participants would use in pricing the assets or liabilities. Level 3 inputs include pricing models and discounted cash flow techniques, among others . Fair Value Option The Company has elected to measure substantially all of PrimeLending’s mortgage loans held for sale and retained mortgage servicing rights (“MSR”) asset at fair value, under the provisions of the Fair Value Option. The Company elected to apply the provisions of the Fair Value Option to these items so that it would have the opportunity to mitigate volatility in reported earnings caused by measuring related assets and liabilities differently without having to apply complex hedge accounting provisions. At March 31, 2016 and December 31, 2015 , the aggregate fair value of PrimeLending’s mortgage loans held for sale accounted for under the Fair Value Option was $1.29 billion and $1.46 billion, respectively, and the unpaid principal balance of those loans was $1.23 billion and $1.41 billion, respectively. The interest component of fair value is reported as interest income on loans in the accompanying consolidated statements of operations. The Company holds a number of financial instruments that are measured at fair value on a recurring basis, either by the application of the Fair Value Option or other authoritative pronouncements. The fair values of those instruments are determined primarily using Level 2 inputs. Those inputs include quotes from mortgage loan investors and derivatives dealers and data from independent pricing services. The following tables present information regarding financial assets and liabilities measured at fair value on a recurring basis (in thousands). Level 1 Level 2 Level 3 Total March 31, 2016 Inputs Inputs Inputs Fair Value Trading securities $ $ $ $ Available for sale securities — Loans held for sale — Derivative assets — — MSR asset — — Securities sold, not yet purchased — Derivative liabilities — — Level 1 Level 2 Level 3 Total December 31, 2015 Inputs Inputs Inputs Fair Value Trading securities $ $ $ $ Available for sale securities — Loans held for sale — Derivative assets — — MSR asset — — Securities sold, not yet purchased — Derivative liabilities — — The following tables include a rollforward for those financial instruments measured at fair value using Level 3 inputs (in thousands). Total Gains or Losses (Realized or Unrealized) Balance at Included in Other Beginning of Purchases/ Sales/ Included in Comprehensive Balance at Period Additions Reductions Net Income Income (Loss) End of Period Three months ended March 31, 2016 Trading securities $ $ — $ — $ — $ — $ Loans held for sale — MSR asset — — Total $ $ $ $ $ — $ Three months ended March 31, 2015 Available for sale securities $ — $ $ — $ $ — $ Loans held for sale — MSR asset — — Total $ $ $ $ $ — $ All net realized and unrealized gains (losses) in the table above are reflected in the accompanying consolidated financial statements. The unrealized gains (losses) relate to financial instruments still held at March 31, 2016 . For Level 3 financial instruments measured at fair value on a recurring basis at March 31, 2016 , the significant unobservable inputs used in the fair value measurements were as follows. Range Financial instrument Valuation Technique Unobservable Input (Weighted-Average) Trading securities Discounted cash flow Discount rate 8 - 17 % ( 10 %) Loans held for sale Discounted cash flow / Market comparable Projected price 88 - 96 % ( 96 %) MSR asset Discounted cash flow Constant prepayment rate % Discount rate % Trading securities include corporate debt securities that are valued using a discounted cash flow model with observable market data; however, due to the distressed nature of these bonds, the Company has determined that these securities should be valued as a Level 3 financial instrument. The fair value of certain loans held for sale that cannot be sold through normal sale channels or are non-performing is measured using Level 3, or unobservable, inputs. The fair value of such loans is generally based upon estimates of expected cash flows using unobservable inputs, including listing prices of comparable assets, uncorroborated expert opinions, and/or management’s knowledge of underlying collateral. The MSR asset, which is included in other assets within the Company’s consolidated balance sheets, is valued by projecting net servicing cash flows, which are then discounted to estimate the fair value. The fair value of the MSR asset is impacted by a variety of factors. Prepayment rates and discount rates, the most significant unobservable inputs, are discussed further in Note 7 to the consolidated financial statements. The Company had no transfers between Levels 1 and 2 during the periods presented. The following table presents the changes in fair value for instruments that are reported at fair value under the Fair Value Option (in thousands). Three Months Ended March 31, 2016 Three Months Ended March 31, 2015 Other Total Other Total Net Noninterest Changes in Net Noninterest Changes in Gains (Losses) Income Fair Value Gains (Losses) Income Fair Value Loans held for sale $ $ — $ $ $ — $ MSR asset — — The Company also determines the fair value of certain assets and liabilities on a non-recurring basis. In particular, the fair value of all of the assets acquired and liabilities assumed in the SWS Merger was determined at the acquisition date. In addition, facts and circumstances may dictate a fair value measurement when there is evidence of impairment. Assets and liabilities measured on a non-recurring basis include the items discussed below. Impaired Loans — The Company reports impaired loans based on the underlying fair value of the collateral through specific allowances within the allowance for loan losses. PCI loans with a fair value of $172.9 million, $822.8 million and $73.5 million were acquired by the Company upon completion of the merger with PlainsCapital (the “PlainsCapital Merger”), the FDIC-assisted transaction (the “FNB Transaction”) whereby the Bank acquired certain assets and assumed certain liabilities of First National Bank (“FNB”) and the SWS Merger, respectively (collectively, the “Bank Transactions”). Substantially all PCI loans acquired in the FNB Transaction are covered by FDIC loss-share agreements. The fair value of PCI loans was determined using Level 3 inputs, including estimates of expected cash flows that incorporated significant unobservable inputs regarding default rates, loss severity rates assuming default, prepayment speeds on acquired loans accounted for in pools (“Pooled Loans”), and estimated collateral values. At March 31, 2016 , estimates for these significant unobservable inputs were as follows. PCI Loans PlainsCapital FNB SWS Merger Transaction Merger Weighted average default rate % % % Weighted average loss severity rate % % % Weighted average prepayment speed % % % A t March 31, 2016 , the resulting weighted average expected loss on PCI loans associated with the PlainsCapital Merger, FNB Transaction and SWS Merger was 31% , 19% and 15% , respectively. The Company obtains updated appraisals of the fair value of collateral securing impaired collateral dependent loans at least annually, in accordance with regulatory guidelines. The Company also reviews the fair value of such collateral on a quarterly basis. If the quarterly review indicates that the fair value of the collateral may have deteriorated, the Company orders an updated appraisal of the fair value of the collateral. Because the Company obtains updated appraisals when evidence of a decline in the fair value of collateral exists, it typically does not adjust appraised values. Other Real Estate Owned — The Company determines fair value primarily using independent appraisals of other real estate owned (“OREO”) properties. The resulting fair value measurements are classified as Level 2 or Level 3 inputs, depending upon the extent to which unobservable inputs determine the fair value measurement. The Company considers a number of factors in determining the extent to which specific fair value measurements utilize unobservable inputs, including, but not limited to, the inherent subjectivity in appraisals, the length of time elapsed since the receipt of independent market price or appraised value, and current market conditions. At March 31, 2016 , the most significant unobservable input used in the determination of fair value of OREO was a discount to independent appraisals for estimated holding periods of OREO properties. Level 3 inputs were used to determine the initial fair value at acquisition of a large group of smaller balance properties that were acquired in the FNB Transaction. In the FNB Transaction, the Bank acquired OREO of $135.2 million, all of which is covered by FDIC loss-share agreements. At March 31, 2016 and December 31, 2015 , the estimated fair value of covered OREO was $78.9 million and $99.1 million, respectively, and the underlying fair value measurements utilize Level 2 and Level 3 inputs. The fair value of non-covered OREO at March 31, 2016 and December 31, 2015 was $0.5 million and $0.4 million, respectively, and is included in other assets within the consolidated balance sheets. During the reported periods, all fair value measurements for non-covered OREO subsequent to initial recognition utilized Level 2 inputs. The following table presents information regarding certain assets and liabilities measured at fair value on a non-recurring basis for which a change in fair value has been recorded during reporting periods subsequent to initial recognition (in thousands). Total Gains (Losses) for the Level 1 Level 2 Level 3 Total Three Months Ended March 31, March 31, 2016 Inputs Inputs Inputs Fair Value 2016 2015 Non-covered impaired loans $ — $ — $ $ $ $ Covered impaired loans — — Non-covered other real estate owned — — — — — Covered other real estate owned — — The Fair Value of Financial Instruments Subsection of the ASC requires disclosure of the fair value of financial assets and liabilities, including the financial assets and liabilities previously discussed. The methods for determining estimated fair value for financial assets and liabilities is described in detail in Note 3 to the consolidated financial statements included in the Company’s 2015 Form 10-K. The following tables present the carrying values and estimated fair values of financial instruments not measured at fair value on either a recurring or non-recurring basis (in thousands). Estimated Fair Value Carrying Level 1 Level 2 Level 3 March 31, 2016 Amount Inputs Inputs Inputs Total Financial assets: Cash and cash equivalents $ $ $ — $ — $ Securities purchased under agreements to resell — — Assets segregated for regulatory purposes — — Held to maturity securities — — Loans held for sale — — Non-covered loans, net — Covered loans, net — — Broker-dealer and clearing organization receivables — — FDIC indemnification asset — — Other assets — Financial liabilities: Deposits — — Broker-dealer and clearing organization payables — — Short-term borrowings — — Debt — — Other liabilities — — Estimated Fair Value Carrying Level 1 Level 2 Level 3 December 31, 2015 Amount Inputs Inputs Inputs Total Financial assets: Cash and cash equivalents $ $ $ — $ — $ Securities purchased under agreements to resell — — Assets segregated for regulatory purposes — — Held to maturity securities — — Loans held for sale — — Non-covered loans, net — Covered loans, net — — Broker-dealer and clearing organization receivables — — FDIC indemnification asset — — Other assets — Financial liabilities: Deposits — — Broker-dealer and clearing organization payables — — Short-term borrowings — — Debt — — Other liabilities — —

Securities

Securities	3 Months Ended
	Mar. 31, 2016
Securities
Securities	4. Securities The fair value of trading securities are summarized as follows (in thousands). March 31, December 31, 2016 2015 U.S. Treasury securities $ $ U.S. government agencies: Bonds Residential mortgage-backed securities Commercial mortgage-backed securities Collateralized mortgage obligations Corporate debt securities States and political subdivisions Unit investment trusts Private-label securitized product Other Totals $ $ 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 sheet, had a value of $165.7 million and $130.0 million at March 31, 2016 and December 31, 2015 , respectively. The amortized cost and fair value of available for sale and held to maturity securities are summarized as follows (in thousands). Available for Sale Amortized Unrealized Unrealized March 31, 2016 Cost Gains Losses Fair Value U.S. Treasury securities $ $ $ $ U.S. government agencies: Bonds Residential mortgage-backed securities Commercial mortgage-backed securities Collateralized mortgage obligations Corporate debt securities States and political subdivisions Commercial mortgage-backed securities — Equity securities Totals $ $ $ $ Available for Sale Amortized Unrealized Unrealized December 31, 2015 Cost Gains Losses Fair Value U.S. Treasury securities $ $ $ $ U.S. government agencies: Bonds Residential mortgage-backed securities Commercial mortgage-backed securities Collateralized mortgage obligations Corporate debt securities States and political subdivisions Commercial mortgage-backed securities — Equity securities Totals $ $ $ $ Held to Maturity Amortized Unrealized Unrealized March 31, 2016 Cost Gains Losses Fair Value U.S. Treasury securities $ $ $ — $ U.S. government agencies: Bonds — Residential mortgage-backed securities — Commercial mortgage-backed securities Collateralized mortgage obligations States and political subdivisions Totals $ $ $ $ Held to Maturity Amortized Unrealized Unrealized December 31, 2015 Cost Gains Losses Fair Value U.S. Treasury securities $ $ — $ $ U.S. government agencies: Bonds Residential mortgage-backed securities — Commercial mortgage-backed securities Collateralized mortgage obligations States and political subdivisions Totals $ $ $ $ Information regarding available for sale and held to maturity securities that were in an unrealized loss position is shown in the following tables (dollars in thousands). March 31, 2016 December 31, 2015 Number of Unrealized Number of Unrealized Securities Fair Value Losses Securities Fair Value Losses Available for sale U.S. treasury securities: Unrealized loss for less than twelve months $ $ $ $ Unrealized loss for twelve months or longer — — — U.S. government agencies: Bonds: Unrealized loss for less than twelve months Unrealized loss for twelve months or longer Residential mortgage-backed securities: Unrealized loss for less than twelve months Unrealized loss for twelve months or longer Commercial mortgage-backed securities: Unrealized loss for less than twelve months Unrealized loss for twelve months or longer — — — — — — Collateralized mortgage obligations: Unrealized loss for less than twelve months Unrealized loss for twelve months or longer Corporate debt securities: Unrealized loss for less than twelve months Unrealized loss for twelve months or longer — — — States and political subdivisions: Unrealized loss for less than twelve months Unrealized loss for twelve months or longer Equity securities: Unrealized loss for less than twelve months Unrealized loss for twelve months or longer Total available for sale: Unrealized loss for less than twelve months Unrealized loss for twelve months or longer $ $ $ $ March 31, 2016 December 31, 2015 Number of Unrealized Number of Unrealized Securities Fair Value Losses Securities Fair Value Losses Held to Maturity U.S. treasury securities: Unrealized loss for less than twelve months — $ — $ — $ $ Unrealized loss for twelve months or longer — — — — — — — — — U.S. government agencies: Bonds: Unrealized loss for less than twelve months — — — Unrealized loss for twelve months or longer — — — — — — — — — Commercial mortgage-backed securities: Unrealized loss for less than twelve months Unrealized loss for twelve months or longer — — — — — — Collateralized mortgage obligations: Unrealized loss for less than twelve months Unrealized loss for twelve months or longer — — — — — — States and political subdivisions: Unrealized loss for less than twelve months Unrealized loss for twelve months or longer — — — Total held to maturity: Unrealized loss for less than twelve months Unrealized loss for twelve months or longer — — — $ $ $ $ During the three months ended March 31, 2016 and 2015 , the Company did not record any other-than-temporary impairments (“OTTI”). Factors considered in the Company’s analysis include the reasons for the unrealized loss position, the severity and duration of the unrealized loss position, credit worthiness, and forecasted performance of the investee. While some of the securities held in the investment portfolio have decreased in value since the date of acquisition, the severity of loss and the duration of the loss position are not believed to be significant enough to warrant OTTI of the securities. The Company does not intend, nor does the Company believe that is it likely that the Company will be required, to sell these securities before the recovery of the cost basis. Expected maturities may differ from contractual maturities because certain borrowers may have the right to call or prepay obligations with or without penalties. The amortized cost and fair value of securities, excluding trading and available for sale equity securities, at March 31, 2016 are shown by contractual maturity below (in thousands). Available for Sale Held to Maturity Amortized Amortized Cost Fair Value Cost Fair Value Due in one year or less $ $ $ $ Due after one year through five years Due after five years through ten years Due after ten years Residential mortgage-backed securities Collateralized mortgage obligations Commercial mortgage-backed securities $ $ $ $ The Company realized net gains of $11.3 million and $3.4 million from its trading securities portfolio during the three months ended March 31, 2016 and 2015 , respectively, which are recorded as a component of other noninterest income within the consolidated statements of operations. Securities with a carrying amount of $753.5 million and $789.9 million (with a fair value of $761.3 million and $790.2 million, respectively) at March 31, 2016 and December 31, 2015 , respectively, were pledged to secure public and trust deposits, federal funds purchased and securities sold under agreements to repurchase, and for other purposes as required or permitted by law. Substantially all of these pledged securities were included in our available for sale and held to maturity securities portfolios at March 31, 2016 and December 31, 2015 . Mortgage-backed securities and collateralized mortgage obligations consist principally of Government National Mortgage Association (“GNMA”), Federal National Mortgage Association (“FNMA”) and Federal Home Loan Mortgage Corporation (“FHLMC”) pass-through and participation certificates. GNMA securities are guaranteed by the full faith and credit of the United States, while FNMA and FHLMC securities are fully guaranteed by those respective United States government-sponsored agencies, and conditionally guaranteed by the full faith and credit of the United States. At March 31, 2016 and December 31, 2015 , NLC had investments on deposit in custody for various state insurance departments with carrying values of $9.7 million and $9.2 million, respectively.

Non-Covered Loans and Allowance

Non-Covered Loans and Allowance for Non-Covered Loan Losses	3 Months Ended
	Mar. 31, 2016
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Non-Covered Loans and Allowance for Non-Covered Loan Losses	5. Non-Covered Loans and Allowance for Non-Covered Loan Losses Non-covered loans refer to loans not covered by the FDIC loss-share agreements. Covered loans are discussed in Note 6 to the consolidated financial statements. Non-covered loans summarized by portfolio segment are as follows (in thousands). March 31, December 31, 2016 2015 Commercial and industrial $ $ Real estate Construction and land development Consumer Broker-dealer (1) Allowance for non-covered loan losses Total non-covered loans, net of allowance $ $ (1) Represents margin loans to customers and correspondents associated with our broker-dealer segment operations. In connection with the Bank Transactions, the Company acquired non-covered loans both with and without evidence of credit quality deterioration since origination. The following table presents the carrying values and the outstanding balances of the non-covered PCI loans (in thousands) . March 31, December 31, 2016 2015 Carrying amount $ $ Outstanding balance Changes in the accretable yield for the non-covered PCI loans were as follows (in thousands). Three Months Ended March 31, 2016 2015 Balance, beginning of period $ $ Additions — Reclassifications from (to) nonaccretable difference, net (1) Disposals of loans — Accretion Balance, end of period $ $ (1) Reclassifications from nonaccretable difference are primarily due to net increases in expected cash flows in the quarterly recasts. Reclassifications to nonaccretable difference occur when accruing loans are moved to nonaccrual and expected cash flows are no longer predictable and the accretable yield is eliminated. The remaining nonaccretable difference for non-covered PCI loans was $28.0 million and $28.5 million at March 31, 2016 and December 31, 2015 , respectively. Impaired loans exhibit a clear indication that the borrower’s cash flow may not be sufficient to meet principal and interest payments, which is generally when a loan is 90 days past due unless the asset is both well secured and in the process of collection. Non-covered impaired loans include non-accrual loans, troubled debt restructurings (“TDRs”), PCI loans and partially charged-off loans. The amounts shown in following tables include loans accounted for on an individual basis, as well as acquired Pooled Loans. For Pooled Loans, the recorded investment with allowance and the related allowance consider impairment measured at the pool level. Non-covered impaired loans, segregated between those considered to be PCI loans and those without credit impairment at acquisition, are summarized by class in the following tables (in thousands). Unpaid Recorded Recorded Total Contractual Investment with Investment with Recorded Related March 31, 2016 Principal Balance No Allowance Allowance Investment Allowance PCI Commercial and industrial: Secured $ $ $ $ $ Unsecured — — — — Real estate: Secured by commercial properties Secured by residential properties Construction and land development: Residential construction loans — — — — — Commercial construction loans and land development Consumer Broker-dealer — — — — — Non-PCI Commercial and industrial: Secured Unsecured — — Real estate: Secured by commercial properties — — Secured by residential properties — — Construction and land development: Residential construction loans — — — — — Commercial construction loans and land development — — Consumer — — Broker-dealer — — — — — $ $ $ $ $ Unpaid Recorded Recorded Total Contractual Investment with Investment with Recorded Related December 31, 2015 Principal Balance No Allowance Allowance Investment Allowance PCI Commercial and industrial: Secured $ $ $ $ $ Unsecured — — — — Real estate: Secured by commercial properties Secured by residential properties Construction and land development: Residential construction loans — Commercial construction loans and land development Consumer Broker-dealer — — — — — Non-PCI Commercial and industrial: Secured Unsecured — — Real estate: Secured by commercial properties — — Secured by residential properties — — Construction and land development: Residential construction loans — — — — — Commercial construction loans and land development — — Consumer — — — Broker-dealer — — — — — $ $ $ $ $ Average recorded investment in non-covered impaired loans is summarized by class in the following table (in thousands). Three Months Ended March 31, 2016 2015 Commercial and industrial: Secured $ $ Unsecured Real estate: Secured by commercial properties Secured by residential properties Construction and land development: Residential construction loans Commercial construction loans and land development Consumer Broker-dealer — — $ $ Non-covered non-accrual loans, excluding those classified as held for sale, are summarized by class in the following table (in thousands). March 31, December 31, 2016 2015 Commercial and industrial: Secured $ $ Unsecured Real estate: Secured by commercial properties Secured by residential properties Construction and land development: Residential construction loans — — Commercial construction loans and land development Consumer Broker-dealer — — $ $ At March 31, 2016 and December 31, 2015 , non-covered non-accrual loans included non-covered PCI loans of $10.3 million and $9.3 million, respectively, for which discount accretion has been suspended because the extent and timing of cash flows from these non-covered PCI loans can no longer be reasonably estimated. In addition to the non-covered non-accrual loans in the table above, $2.1 million and $1.6 million of real estate loans secured by residential properties and classified as held for sale were in non-accrual status at March 31, 2016 and December 31, 2015 , respectively. Interest income, including recoveries and cash payments, recorded on non-covered impaired loans was $0.1 million and $0.6 million during the three months ended March 31, 2016 and 2015 , respectively. Except as noted above, non-covered PCI loans are considered to be performing due to the application of the accretion method. The Bank classifies loan modifications as TDRs when it concludes that it has both granted a concession to a debtor and that the debtor is experiencing financial difficulties. Loan modifications are typically structured to create affordable payments for the debtor and can be achieved in a variety of ways. The Bank modifies loans by reducing interest rates and/or lengthening loan amortization schedules. The Bank also reconfigures a single loan into two or more loans (“A/B Note”). The typical A/B Note restructure results in a “bad” loan which is charged off and a “good” loan or loans the terms of which comply with the Bank’s customary underwriting policies. The debt charged off on the “bad” loan is not forgiven to the debtor. The outstanding balance of TDRs granted in the three months ended March 31, 2016 and 2015 , respectively, is shown in the following tables (in thousands). The TDR granted during the three months ended March 31, 2015 was paid off as of June 30, 2015. At March 31, 2016 and December 31, 2015 , the Bank had nominal unadvanced commitments to borrowers whose loans have been restructured in TDRs. Recorded Investment in Loans Modified by Interest Rate Payment Term Total Three months ended March 31, 2016 A/B Note Adjustment Extension Modification Commercial and industrial: Secured $ — $ — $ $ Unsecured — — — — Real estate: Secured by commercial properties — — — — Secured by residential properties — — — — Construction and land development: Residential construction loans — — — — Commercial construction loans and land development — — — — Consumer — — — — Broker-dealer — — — — $ — $ — $ $ Recorded Investment in Loans Modified by Interest Rate Payment Term Total Three months ended March 31, 2015 A/B Note Adjustment Extension Modification Commercial and industrial: Secured $ — $ — $ — $ — Unsecured — — — — Real estate: Secured by commercial properties — — — — Secured by residential properties — — — — Construction and land development: Residential construction loans — — — — Commercial construction loans and land development — — Consumer — — — — Broker-dealer — — — — $ — $ — $ $ There were no TDRs granted during the three months ended March 31, 2016 and 2015 , for which a payment was at least 30 days past due in the three months ended March 31, 2016 and 2015 , respectively. An analysis of the aging of the Bank’s non-covered loan portfolio is shown in the following tables (in thousands). Accruing Loans (Non-PCI) Loans Past Due Loans Past Due Loans Past Due Total Current PCI Total Past Due March 31, 2016 30-59 Days 60-89 Days 90 Days or More Past Due Loans Loans Loans Loans 90 Days or More Commercial and industrial: Secured $ $ $ $ $ $ $ $ Unsecured — — — Real estate: Secured by commercial properties — Secured by residential properties — — Construction and land development: Residential construction loans — — — — Commercial construction loans and land development — — — — — Consumer — Broker-dealer — — — — — — $ $ $ $ $ $ $ $ Accruing Loans (Non-PCI) Loans Past Due Loans Past Due Loans Past Due Total Current PCI Total Past Due December 31, 2015 30-59 Days 60-89 Days 90 Days or More Past Due Loans Loans Loans Loans 90 Days or More Commercial and industrial: Secured $ $ $ $ $ $ $ $ Unsecured — — — Real estate: Secured by commercial properties — Secured by residential properties — Construction and land development: Residential construction loans — — — Commercial construction loans and land development — Consumer — — Broker-dealer — — — — — — $ $ $ $ $ $ $ $ In addition to the non-covered loans shown in the table above, $50.7 million and $50.8 million of loans included in loans held for sale (with an unpaid principal balance of $51.2 million and $51.1 million, respectively) were 90 days past due and accruing interest at March 31, 2016 and December 31, 2015 , respectively. These loans are guaranteed by U.S. government agencies and include loans that are subject to repurchase, or have been repurchased, by PrimeLending. Management tracks credit quality trends on a quarterly basis related to: (i) past due levels, (ii) non-performing asset levels, (iii) classified loan levels, (iv) net charge-offs, and (v) general economic conditions in the state and local markets. The Bank utilizes a risk grading matrix to assign a risk grade to each of the loans in its portfolio. A risk rating is assigned based on an assessment of the borrower’s management, collateral position, financial capacity, and economic factors. The general characteristics of the various risk grades are described below. Pass – “Pass” loans present a range of acceptable risks to the Bank. Loans that would be considered virtually risk-free are rated Pass – low risk. Loans that exhibit sound standards based on the grading factors above and present a reasonable risk to the Bank are rated Pass – normal risk. Loans that exhibit a minor weakness in one or more of the grading criteria but still present an acceptable risk to the Bank are rated Pass – high risk. Special Mention – “Special Mention” loans have potential weaknesses that deserve management’s close attention. If left uncorrected, these potential weaknesses may result in a deterioration of the repayment prospects for the loans and weaken the Bank’s credit position at some future date. Special Mention loans are not adversely classified and do not expose the Bank to sufficient risk to require adverse classification. Substandard – “Substandard” loans are inadequately protected by the current sound worth and paying capacity of the obligor or the collateral pledged, if any. Loans so classified must have a well-defined weakness or weaknesses that jeopardize the liquidation of the debt. They are characterized by the distinct possibility that the Bank will sustain some loss if the deficiencies are not corrected. Many substandard loans are considered impaired. PCI – “PCI” loans exhibited evidence of credit deterioration at acquisition that made it probable that all contractually required principal payments would not be collected. The following tables present the internal risk grades of non-covered loans, as previously described, in the portfolio by class (in thousands). March 31, 2016 Pass Special Mention Substandard PCI Total Commercial and industrial: Secured $ $ $ $ $ Unsecured — — Real estate: Secured by commercial properties — Secured by residential properties — Construction and land development: Residential construction loans — — — Commercial construction loans and land development — Consumer — Broker-dealer — — — $ $ $ $ $ December 31, 2015 Pass Special Mention Substandard PCI Total Commercial and industrial: Secured $ $ — $ $ $ Unsecured — — Real estate: Secured by commercial properties Secured by residential properties — Construction and land development: Residential construction loans — — Commercial construction loans and land development — Consumer Broker-dealer — — — $ $ $ $ $ Allowance for Loan Losses The allowance for both originated and acquired loans is subject to regulatory examinations and determinations as to appropriateness, which may take into account such factors as the methodology used to calculate the allowance and the size of the allowance. The Company’s analysis of the level of the allowance for loan losses to ensure that it is appropriate for the estimated credit losses in the portfolio consistent with the Interagency Policy Statement on the Allowance for Loan and Lease Losses and the Receivables and Contingencies Topics of the ASC is described in detail in Note 5 to the consolidated financial statements included in the Company’s 2015 Form 10-K. Changes in the allowance for non-covered loan losses, distributed by portfolio segment, are shown below (in thousands). Commercial and Construction and Three Months Ended March 31, 2016 Industrial Real Estate Land Development Consumer Broker-Dealer Total Balance, beginning of period $ $ $ $ $ $ Provision charged to (recapture from) operations Loans charged off — — Recoveries on charged off loans — — Balance, end of period $ $ $ $ $ $ Commercial and Construction and Three Months Ended March 31, 2015 Industrial Real Estate Land Development Consumer Broker-Dealer Total Balance, beginning of period $ $ $ $ $ $ Provision charged to (recapture from) operations Loans charged off — — Recoveries on charged off loans — Balance, end of period $ $ $ $ $ $ The non-covered loan portfolio was distributed by portfolio segment and impairment methodology as shown below (in thousands). Commercial and Construction and March 31, 2016 Industrial Real Estate Land Development Consumer Broker-Dealer Total Loans individually evaluated for impairment $ $ — $ — $ — $ — $ Loans collectively evaluated for impairment PCI Loans — $ $ $ $ $ $ Commercial and Construction and December 31, 2015 Industrial Real Estate Land Development Consumer Broker-Dealer Total Loans individually evaluated for impairment $ $ $ — $ — $ — $ Loans collectively evaluated for impairment PCI Loans — $ $ $ $ $ $ The allowance for non-covered loan losses was distributed by portfolio segment and impairment methodology as shown below (in thousands). Commercial and Construction and March 31, 2016 Industrial Real Estate Land Development Consumer Broker-Dealer Total Loans individually evaluated for impairment $ $ — $ — $ — $ — $ Loans collectively evaluated for impairment PCI Loans — $ $ $ $ $ $ Commercial and Construction and December 31, 2015 Industrial Real Estate Land Development Consumer Broker-Dealer Total Loans individually evaluated for impairment $ $ — $ — $ — $ — $ Loans collectively evaluated for impairment PCI Loans — $ $ $ $ $ $

Covered Assets and Indemnificat

Covered Assets and Indemnification Asset	3 Months Ended
	Mar. 31, 2016
Covered Assets and Indemnification Asset
Covered Assets and Indemnification Asset.	6. Covered Assets and Indemnification Asset As discussed in Note 2 to the consolidated financial statements , the Bank assumed substantially all of the liabilities, including all of the deposits, and acquired substantially all of the assets of FNB in an FDIC-assisted transaction on September 13, 2013 (the “Bank Closing Date”). As part of the Purchase and Assumption Agreement by and among the FDIC (as receiver of FNB), the Bank and the FDIC (the “P&A Agreement”), the Bank and the FDIC entered into loss-share agreements covering future losses incurred on certain acquired loans and OREO. The Company refers to acquired commercial and single family residential loan portfolios and OREO that are subject to the loss-share agreements as “covered loans” and “covered OREO”, respectively, and these assets are presented as separate line items in the Company’s consolidated balance sheets. Collectively, covered loans and covered OREO are referred to as “covered assets”. Pursuant to the loss-share agreements, the FDIC has agreed to reimburse the Bank the following amounts with respect to the covered assets: (i) 80% of net losses on the first $240.4 million of net losses incurred; (ii) 0% of net losses in excess of $240.4 million up to and including $365.7 million of net losses incurred; and (iii) 80% of net losses in excess of $365.7 million of net losses incurred. Net losses are defined as book value losses plus certain defined expenses incurred in the resolution of assets, less subsequent recoveries. Under the loss-share agreement for commercial assets, the amount of subsequent recoveries that are reimbursable to the FDIC for a particular asset is limited to book value losses and expenses actually billed plus any book value charge-offs incurred prior to the Bank Closing Date. There is no limit on the amount of subsequent recoveries reimbursable to the FDIC under the loss-share agreement for single family residential assets. The loss-share agreements for commercial and single family residential assets are in effect for 5 years and 10 years, respectively, from the Bank Closing Date, and the loss recovery provisions to the FDIC are in effect for 8 years and 10 years, respectively, from the Bank Closing Date. The asset arising from the loss-share agreements, referred to as the “FDIC Indemnification Asset,” is measured separately from the covered loan portfolio because the agreements are not contractually embedded in the covered loans and are not transferable should the Bank choose to dispose of the covered loans. In accordance with the loss-share agreements, the Bank may be required to make a “true-up” payment to the FDIC approximately ten years following the Bank Closing Date if its actual net realized losses over the life of the loss-share agreements are less than the FDIC’s initial estimate of losses on covered assets . The “true-up” payment is calculated using a defined formula set forth in the P&A Agreement. At March 31, 2016 , the Bank recorded a related “true-up” payment accrual of $7.5 million based on the current estimate of aggregate realized losses on covered assets over the life of the loss-share agreements. Covered Loans and Allowance for Covered Loan Losses Loans acquired in the FNB Transaction that are subject to a loss-share agreement are referred to as “covered loans” and reported separately in the consolidated balance sheets. Covered loans are reported exclusive of the cash flow reimbursements that may be received from the FDIC. The Bank’s portfolio of acquired covered loans had a fair value of $1.1 billion as of the Bank Closing Date, with no carryover of any allowance for loan losses. Acquired covered loans were segregated between those considered to be PCI loans and those without credit impairment at acquisition. In connection with the FNB Transaction, the Bank acquired loans both with and without evidence of credit quality deterioration since origination. The Company’s accounting policies for acquired covered loans, including covered PCI loans, are consistent with those of acquired non-covered loans, as described in Note 5 to the consolidated financial statements. The Company has established under its PCI accounting policy a framework to aggregate certain acquired covered loans into various loan pools based on a minimum of two layers of common risk characteristics for the purpose of determining their respective fair values as of their acquisition dates, and for applying the subsequent recognition and measurement provisions for income accretion and impairment testing. The following table presents the carrying value of the covered loans summarized by portfolio segment (in thousands). March 31, December 31, 2016 2015 Commercial and industrial $ $ Real estate Construction and land development Allowance for covered loans Total covered loans, net of allowance $ $ The following table presents the carrying value and the outstanding contractual balance of the covered PCI loans (in thousands). March 31, December 31, 2016 2015 Carrying amount $ $ Outstanding balance Changes in the accretable yield for the covered PCI loans were as follows (in thousands). Three Months Ended March 31, 2016 2015 Balance, beginning of period $ $ Reclassifications from (to) nonaccretable difference, net (1) Transfer of loans to covered OREO (2) Accretion Balance, end of period $ $ (1) Reclassifications from nonaccretable difference are primarily due to net increases in expected cash flows in the quarterly recasts, but may also include the reclassification and immediate income recognition of nonaccretable difference due to the favorable resolution of loans accounted for individually. Reclassifications to nonaccretable difference occur when accruing loans are moved to nonaccrual and expected cash flows are no longer predictable and the accretable yield is eliminated. (2) Transfer of loans to covered OREO is the difference between the value removed from the pool and the expected cash flows for the loan. The remaining nonaccretable difference for covered PCI loans was $150.6 million and $172.2 million at March 31, 2016 and December 31, 2015 , respectively. During the three months ended March 31, 2016 and 2015 , a combination of factors affecting the inputs to the Bank’s quarterly recast process led to the reclassifications from nonaccretable difference to accretable yield. These transfers resulted from revised cash flows that reflect better-than-expected performance of the covered PCI loan portfolio as a result of the Bank’s strategic decision to dedicate resources to the liquidation of covered loans during the noted periods. Covered impaired loans include non-accrual loans, TDRs, PCI loans and partially charged-off loans. The amounts shown in following tables include Pooled Loans, as well as loans accounted for on an individual basis. For Pooled Loans, the recorded investment with allowance and the related allowance consider impairment measured at the pool level. Covered impaired loans, segregated between those considered to be PCI loans and those without credit impairment at acquisition, are summarized by class in the following tables (in thousands). Unpaid Recorded Recorded Total Contractual Investment with Investment with Recorded Related March 31, 2016 Principal Balance No Allowance Allowance Investment Allowance PCI Commercial and industrial: Secured $ $ $ $ $ Unsecured Real estate: Secured by commercial properties Secured by residential properties Construction and land development: Residential construction loans — Commercial construction loans and land development — — Non-PCI Commercial and industrial: Secured — — Unsecured — — — — — Real estate: Secured by commercial properties — — Secured by residential properties — — Construction and land development: Residential construction loans — — Commercial construction loans and land development — — — — $ $ $ $ $ Unpaid Recorded Recorded Total Contractual Investment with Investment with Recorded Related December 31, 2015 Principal Balance No Allowance Allowance Investment Allowance PCI Commercial and industrial: Secured $ $ $ $ $ Unsecured Real estate: Secured by commercial properties Secured by residential properties Construction and land development: Residential construction loans — — Commercial construction loans and land development — — Non-PCI Commercial and industrial: Secured — — Unsecured — — — Real estate: Secured by commercial properties — — Secured by residential properties — — Construction and land development: Residential construction loans — — Commercial construction loans and land development — — — — $ $ $ $ $ Average recorded investment in covered impaired loans is summarized by class in the following table (in thousands). Three Months Ended March 31, 2016 2015 Commercial and industrial: Secured $ $ Unsecured Real estate: Secured by commercial properties Secured by residential properties Construction and land development: Residential construction loans Commercial construction loans and land development $ $ Covered non-accrual loans are summarized by class in the following table (in thousands). March 31, December 31, 2016 2015 Commercial and industrial: Secured $ $ Unsecured — — Real estate: Secured by commercial properties Secured by residential properties Construction and land development: Residential construction loans Commercial construction loans and land development $ $ At March 31, 2016 , there were no covered PCI loans included within non-accrual loans for which discount accretion has been suspended. At December 31, 2015 , covered non-accrual loans included covered PCI loans of $5.3 million for which discount accretion has been suspended because the extent and timing of cash flows from these covered PCI loans can no longer be reasonably estimated. Interest income, including recoveries and cash payments, recorded on covered impaired loans during the three months ended March 31, 2016 and 2015 was nominal. Except as noted above, covered PCI loans are considered to be performing due to the application of the accretion method. The Bank classifies loan modifications of covered loans as TDRs in a manner consistent with that of non-covered loans as discussed in Note 5 to the consolidated financial statements. There were no TDRs granted during the three months ended March 31, 2016. The outstanding balance of TDRs granted during three months ended March 31, 2015 is shown in the following table (in thousands). Pooled Loans are not in the scope of the disclosure requirements for TDRs. At March 31, 2016 and December 31, 2015 , the Bank had nominal unadvanced commitments to borrowers whose loans have been restructured in TDRs. Recorded Investment in Loans Modified by Interest Rate Payment Term Total Three Months Ended March 31, 2015 A/B Note Adjustment Extension Modification Commercial and industrial: Secured $ — $ — $ — $ — Unsecured — — — — Real estate: Secured by commercial properties — — Secured by residential properties — — Construction and land development: Residential construction loans — — — — Commercial construction loans and land development — — — — $ — $ — $ $ The following table presents information regarding TDRs granted during the three months ended March 31, 2015 for which a payment was at least 30 days past due in the three months ended March 31, 2015 (dollars in thousands). Number of Recorded Loans Investment Commercial and industrial: Secured — $ — Unsecured — — Real estate: Secured by commercial properties — — Secured by residential properties Construction and land development: Residential construction loans — — Commercial construction loans and land development — — $ An analysis of the aging of the Bank’s covered loan portfolio is shown in the following tables (in thousands). Accruing Loans Loans Past Due Loans Past Due Loans Past Due Total Current PCI Total (Non ‑ PCI) Past Due March 31, 2016 30 ‑ 59 Days 60 ‑ 89 Days 90 Days or More Past Due Loans Loans Loans Loans 90 Days or More Commercial and industrial: Secured $ — $ — $ $ $ $ $ $ Unsecured — — — — — — Real estate: Secured by commercial properties — — — Secured by residential properties — Construction and land development: Residential construction loans — — — — Commercial construction loans and land development — — — $ $ $ $ $ $ $ $ Accruing Loans Loans Past Due Loans Past Due Loans Past Due Total Current PCI Total (Non ‑ PCI) Past Due December 31, 2015 30 ‑ 59 Days 60 ‑ 89 Days 90 Days or More Past Due Loans Loans Loans Loans 90 Days or More Commercial and industrial: Secured $ $ — $ $ $ $ $ $ — Unsecured — — — — — — Real estate: Secured by commercial properties — — — Secured by residential properties — Construction and land development: Residential construction loans — — — Commercial construction loans and land development — $ $ $ $ $ $ $ $ — The Bank assigns a risk grade to each of its covered loans in a manner consistent with the existing loan review program and risk grading matrix used for non-covered loans, as described in Note 5 to the consolidated financial statements. The following tables present the internal risk grades of covered loans in the portfolio by class (in thousands). March 31, 2016 Pass Special Mention Substandard PCI Total Commercial and industrial: Secured $ $ — $ $ $ Unsecured — — — Real estate: Secured by commercial properties — Secured by residential properties Construction and land development: Residential construction loans — — Commercial construction loans and land development — $ $ $ $ $ December 31, 2015 Pass Special Mention Substandard PCI Total Commercial and industrial: Secured $ $ — $ $ $ Unsecured — — — Real estate: Secured by commercial properties — Secured by residential properties Construction and land development: Residential construction loans — Commercial construction loans and land development — $ $ $ $ $ The Bank’s impairment methodology for the covered loans is consistent with that of non-covered loans as discussed in detail in Notes 5 and 6 to the consolidated financial statements included in the Company’s 2015 Form 10-K. Changes in the allowance for covered loan losses, distributed by portfolio segment, are shown below (in thousands). Commercial and Construction and Three months ended March 31, 2016 Industrial Real Estate Land Development Total Balance, beginning of period $ $ $ — $ Provision charged to (recapture from) operations Loans charged off Recoveries on charged off loans — — Balance, end of period $ $ $ $ Commercial and Construction and Three months ended March 31, 2015 Industrial Real Estate Land Development Total Balance, beginning of period $ $ $ $ Provision charged to (recapture from) operations Loans charged off Recoveries on charged off loans — — — — Balance, end of period $ $ $ $ The covered loan portfolio was distributed by portfolio segment and impairment methodology as shown below (in thousands). Commercial and Construction and March 31, 2016 Industrial Real Estate Land Development Total Loans individually evaluated for impairment $ — $ — $ $ Loans collectively evaluated for impairment PCI Loans $ $ $ $ Commercial and Construction and December 31, 2015 Industrial Real Estate Land Development Total Loans individually evaluated for impairment $ — $ — $ $ Loans collectively evaluated for impairment PCI Loans $ $ $ $ The allowance for covered loan losses was distributed by portfolio segment and impairment methodology as shown below (in thousands). Commercial and Construction and March 31, 2016 Industrial Real Estate Land Development Total Loans individually evaluated for impairment $ — $ — $ — $ — Loans collectively evaluated for impairment PCI Loans $ $ $ $ Commercial and Construction and December 31, 2015 Industrial Real Estate Land Development Total Loans individually evaluated for impairment $ — $ — $ — $ — Loans collectively evaluated for impairment — PCI Loans — $ $ $ — $ Covered Other Real Estate Owned A summary of the activity in covered OREO is as follows (in thousands). Three Months Ended March 31, 2016 2015 Balance, beginning of period $ $ Additions to covered OREO Dispositions of covered OREO Valuation adjustments in the period Balance, end of period $ $ During the three months ended March 31, 2016 and 2015 , the Bank wrote down certain covered OREO assets to fair value to reflect new appraisals on certain OREO acquired in the FNB Transaction and OREO acquired from the foreclosure on certain FNB loans acquired in the FNB Transaction. Although the Bank recorded a fair value discount on the acquired assets upon acquisition, in some cases additional downward valuations were required. These additional downward valuation adjustments reflect changes to the assumptions regarding the fair value of the OREO, including in some cases the intended use of the OREO due to the availability of more information, as well as the passage of time. The process of determining fair value is subjective in nature and requires the use of significant estimates and assumptions. Although the Bank makes market-based assumptions when valuing acquired assets, new information may come to light that causes estimates to increase or decrease. When the Bank determines, based on subsequent information, that its estimates require adjustment, the Bank records the adjustment. The accounting for such adjustments requires that the decreases to fair value be recorded at the time such new information is received, while increases to fair value are recorded when the asset is subsequently sold. FDIC Indemnification Asset A summary of the activity in the FDIC Indemnification Asset is as follows (in thousands). Three Months Ended March 31, 2016 2015 Balance, beginning of period $ $ FDIC Indemnification Asset accretion (amortization) Transfers to due from FDIC and other Balance, end of period $ $ As of March 31, 2016 , the Bank had billed and collected $111.5 million from the FDIC, which represented reimbursable covered losses and expenses through December 31, 2015.

Mortgage Servicing Rights

Mortgage Servicing Rights	3 Months Ended
	Mar. 31, 2016
Mortgage Servicing Rights
Mortgage Servicing Rights	7. Mortgage Servicing Rights The following tables present the changes in fair value of the Company’s MSR, as included in other assets within the consolidated balance sheets, and other information related to the serviced portfolio (dollars in thousands). Three Months Ended March 31, 2016 2015 Balance, beginning of period $ $ Additions Changes in fair value: Due to changes in model inputs or assumptions (1) Due to customer payoffs Balance, end of period $ $ March 31, December 31, 2016 2015 Mortgage loans serviced for others $ $ MSR asset as a percentage of serviced mortgage loans % % (1) Primarily represents normal customer payments, changes in discount rates and prepayment speed assumptions, which are primarily affected by changes in interest rates and the refinement of other MSR model assumptions . The key assumptions used in measuring the fair value of the Company’s MSR were as follows. March 31, December 31, 2016 2015 Weighted average constant prepayment rate % % Weighted average discount rate % % Weighted average life (in years) A sensitivity analysis of the fair value of the Company’s MSR to certain key assumptions is presented in the following table (in thousands). March 31, December 31, 2016 2015 Constant prepayment rate: Impact of 10% adverse change $ $ Impact of 20% adverse change Discount rate: Impact of 10% adverse change Impact of 20% adverse change This sensitivity analysis presents the effect of hypothetical changes in key assumptions on the fair value of the MSR. The effect of such hypothetical change in assumptions generally cannot be extrapolated because the relationship of the change in one key assumption to the change in the fair value of the MSR is not linear. In addition, in the analysis, the impact of an adverse change in one key assumption is calculated independent of any impact on other assumptions. In reality, changes in one assumption may change another assumption. Contractually specified servicing fees, late fees and ancillary fees earned of $5.9 million and $4.2 million during the three months ended March 31, 2016 and 2015 , respectively, were included in other noninterest income within the consolidated statements of operations.

Deposits

Deposits	3 Months Ended
	Mar. 31, 2016
Deposits
Deposits	8. Deposits Deposits are summarized as follows (in thousands). March 31, December 31, 2016 2015 Noninterest-bearing demand $ $ Interest-bearing: NOW accounts Money market Brokered - money market Demand Savings Time Brokered - time — $ $

Short-term Borrowings

Short-term Borrowings	3 Months Ended
	Mar. 31, 2016
Short-term Borrowings
Short-term Borrowings	9. Short-term Borrowings Short-term borrowings are summarized as follows (in thousands). March 31, December 31, 2016 2015 Federal funds purchased $ $ Securities sold under agreements to repurchase Federal Home Loan Bank Short-term bank loans $ $ Federal funds purchased and securities sold under agreements to repurchase generally mature daily, on demand, or on some other short-term basis. The Bank and the Hilltop Broker-Dealers execute transactions to sell securities under agreements to repurchase with both customers and broker-dealers. Securities involved in these transactions are held by the Bank, the Hilltop Broker-Dealers or a third-party dealer. Information concerning federal funds purchased and securities sold under agreements to repurchase is shown in the following tables (dollars in thousands). Three Months Ended March 31, 2016 2015 Average balance during the period $ $ Average interest rate during the period % % March 31, December 31, 2016 2015 Average interest rate at end of period % % Securities underlying the agreements at end of period: Carrying value $ $ Estimated fair value $ $ Federal Home Loan Bank (“FHLB”) short-term borrowings mature over terms not exceeding 365 days and are collateralized by FHLB Dallas stock, nonspecified real estate loans and certain specific commercial real estate loans . Other information regarding FHLB short-term borrowings is shown in the following tables (dollars in thousands). Three Months Ended March 31, 2016 2015 Average balance during the period $ $ Average interest rate during the period % % March 31, December 31, 2016 2015 Average interest rate at end of period % % The Hilltop Broker-Dealers use short-term bank loans periodically to finance securities owned, margin loans to customers and correspondents, and underwriting activities. Interest on the borrowings varies with the federal funds rate. The weighted average interest rate on the borrowings at both March 31, 2016 and December 31, 2015 was 1.26% .

Notes Payable

Notes Payable	3 Months Ended
	Mar. 31, 2016
Notes Payable
Notes Payable	10. Notes Payable March 31, December 31, 2016 2015 NLIC note payable due May 2033 $ $ NLIC note payable due September 2033 ASIC note payable due April 2034 Insurance company note payable due March 2035 Federal Home Loan Bank notes, maturities ranging from May 2016 to June 2030 Insurance company line of credit due December 31, 2016 Ventures line of credit due August 2016 — Senior Notes due April 2025, net $ $

Income Taxes

Income Taxes	3 Months Ended
	Mar. 31, 2016
Income Taxes
Income Taxes	11. Income Taxes The Company applies an estimated annual effective rate to interim period pre-tax income to calculate the income tax provision for the quarter in accordance with the principal method prescribed by the accounting guidance established for computing income taxes in interim periods. The Company’s effective tax rate was 33.8% and 11.9% during the three months ended March 31, 2016 and 2015 , respectively. The effective tax rate during the three months ended March 31, 2016 was lower than the statutory rate primarily due to recognition of excess tax benefits on share-based payment awards as a result of the Company’s adoption of the provisions of Accounting Standards Update (“ASU”) 2016-09 as of January 1, 2016 as discussed in Note 23 to the consolidated financial statements. The lower effective tax rate during the three months ended March 31, 2015 was primarily due to no income taxes being recorded during 2015 in connection with the bargain purchase gain of $81.3 million associated with the SWS Merger because the acquisition was a tax-free reorganization under Section 368(a) of the Internal Revenue Code. In addition, the Company recorded an income tax benefit during 2015 of $2.1 million as a result of the SWS Merger to reverse the deferred tax liability for the difference between book and tax basis on Hilltop’s investment in SWS common stock.

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2016
Commitments and Contingencies
Commitments and Contingencies	12. Commitments and Contingencies Legal Matters The Company is subject to loss contingencies related to litigation, claims, investigations and legal and administrative cases and proceedings arising in the ordinary course of business. The Company evaluates these contingencies based on information currently available, including advice of counsel. The Company establishes accruals for those matters when a loss contingency is considered probable and the related amount is reasonably estimable. Any accruals are periodically reviewed and may be adjusted as circumstances change. A portion of the Company’s exposure with respect to loss contingencies may be offset by applicable insurance coverage. In determining the amounts of any accruals or estimates of possible loss contingencies, the Company does not take into account the availability of insurance coverage, other than that provided by reinsurers in the insurance segment. When it is practicable, the Company estimates loss contingencies for possible litigation and claims, whether or not there is an accrued probable loss. When the Company is able to estimate such possible losses, and when it estimates that it is reasonably possible it could incur losses, in excess of amounts accrued, the Company is required to make a disclosure of the aggregate estimation. As available information changes, however, the matters for which the Company is able to estimate, as well as the estimates themselves will be adjusted, accordingly. Assessments of litigation and claims exposures are difficult due to many factors that involve inherent unpredictability. Those factors include the following: the varying stages of the proceedings, particularly in the early stages; unspecified, unsupported, or uncertain damages; damages other than compensatory, such as punitive damages; a matter presenting meaningful legal uncertainties, including novel issues of law; multiple defendants and jurisdictions; whether discovery has begun or not or discovery is not complete; meaningful settlement discussions have not commenced; and whether the claim involves a class action and if so, how the class is defined. As a result of some of these factors, the Company may be unable to estimate reasonably possible losses with respect to some or all of the pending and threatened litigation and claims asserted against the Company. Following completion of Hilltop’s acquisition of SWS, several purported holders of shares of SWS common stock filed petitions in the Court of Chancery of the State of Delaware seeking appraisal for their shares pursuant to Section 262 of the Delaware General Corporation Law. These petitions were consolidated as In re SWS Group, Inc. , C.A. No. 10554-VCG. The consolidated matter represents a total of approximately 5.2 million shares of SWS common stock. The Company intends to vigorously defend this matter. On or about November 2, 2012, FSC, along with thirteen other defendants, was named in a lawsuit pending in the state of Rhode Island Superior Court styled Rhode Island Economic Development Corporation v. Wells Fargo Securities, LLC, et al . FSC is included in connection with its role as financial advisor to the State of Rhode Island, specifically in connection with the Rhode Island Economic Development Corporation’s issuance of $75 million in bonds to finance a loan to 38 Studios, LLC. 38 Studios, LLC ultimately failed to repay the loan and the Rhode Island Economic Development Corporation is seeking recovery to repay the bonds it issued to make such loan. FSC intends to defend itself vigorously in this action. The Company is involved in information-gathering requests and investigations (both formal and informal), as well as reviews, examinations and proceedings (collectively, “Inquiries”) by various governmental regulatory agencies, law enforcement authorities and self-regulatory bodies regarding certain of its businesses, business practices and policies, as well as the conduct of persons with whom it does business. Additional Inquiries will arise from time to time. In connection with those Inquiries, the Company receives document requests, subpoenas and other requests for information. The Inquiries, including the Inquiry described below, could develop into administrative, civil or criminal proceedings or enforcement actions that could result in consequences that have a material effect on the Company's consolidated financial position, results of operations or cash flows as a whole. Such consequences could include adverse judgments, findings, settlements, penalties, fines, orders, injunctions, restitution, or alterations in the Company’s business practices, and could result in additional expenses and collateral costs, including reputational damage. As a part of an industry-wide Inquiry, PrimeLending received a subpoena from the Office of Inspector General of the U.S. Department of Housing and Urban Development regarding mortgage-related practices, including those relating to origination practices for loans insured by the Federal Housing Administration (the “FHA”). On August 20, 2014, PrimeLending received a Civil Investigative Demand from the United States Department of Justice (the “DOJ”) related to this Inquiry. According to the Civil Investigative Demand, the DOJ is conducting an investigation to determine whether PrimeLending has violated the False Claims Act in connection with originating and underwriting single-family residential mortgage loans insured by the FHA. No claims or demands have been asserted against PrimeLending. PrimeLending cannot predict the ultimate outcome of this investigation, and cannot make a reasonable estimate of potential liability, if any, at this time. PrimeLending continues to cooperate with the investigation. While the final outcome of litigation and claims exposures or of any Inquiries is inherently unpredictable, management is currently of the opinion that the outcome of pending and threatened litigation and Inquiries will not have a material effect on the Company’s business, consolidated financial position, results of operations or cash flows as a whole. However, in the event of unexpected future developments, it is reasonably possible that an adverse outcome in any of the matters discussed above could be material to the Company’s business, consolidated financial position, results of operations or cash flows for any particular reporting period of occurrence. Other Contingencies The mortgage origination segment may be responsible for errors or omissions relating to its representations and warranties that each loan sold meets certain requirements, including representations as to underwriting standards and the validity of certain borrower representations in connection with the loan. If determined to be at fault, the mortgage origination segment either repurchases the affected loan from the investor or reimburses the investor’s losses. The mortgage origination segment has established an indemnification liability reserve for such probable losses. Generally, the mortgage origination segment first becomes aware that an investor believes a loss has been incurred on a sold loan when it receives a written request from the investor to repurchase the loan or reimburse the investor’s losses. Upon completing its review of the investor’s request, the mortgage origination segment establishes a specific claims reserve for the loan if it concludes its obligation to the investor is both probable and reasonably estimable. An additional reserve has been established for probable investor 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 investor requests, actual investor 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 investor claim requests. While the mortgage origination segment’s sales contracts typically include borrower early payment default repurchase provisions, these provisions have not been a primary driver of investor claims to date, and therefore, are not a primary factor considered in the calculation of this reserve. At March 31, 2016 and December 31, 2015 , the mortgage origination segment’s indemnification liability reserve totaled $17.1 million and $16.6 million, respectively. The provision for indemnification losses was $0.9 million and $0.8 million during the three months ended March 31, 2016 and 2015 , respectively. The following tables provide for a rollforward of claims activity for loans put-back to the mortgage origination segment based upon an alleged breach of a representation or warranty with respect to a loan sold and related indemnification liability reserve activity (in thousands). Representation and Warranty Specific Claims Activity - Origination Loan Balance Three Months Ended March 31, 2016 2015 Balance, beginning of period $ $ Claims made Claims resolved with no payment Repurchases Indemnification payments Balance, end of period $ $ Indemnification Liability Reserve Activity Three Months Ended March 31, 2016 2015 Balance, beginning of period $ $ Additions for new sales Repurchases Early payment defaults Indemnification payments Change in estimate — Balance, end of period $ $ March 31, December 31, 2016 2015 Reserve for Indemnification Liability: Specific claims $ $ Incurred but not reported claims Total $ $ 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. In connection with the FNB Transaction, the Bank entered into two loss-share agreements with the FDIC that collectively cover $1.2 billion of loans and OREO acquired in the FNB Transaction. Pursuant to the loss-share agreements, the FDIC has agreed to reimburse the Bank the following amounts with respect to the covered assets: (i) 80% of net losses on the first $240.4 million of net losses incurred; (ii) 0% of net losses in excess of $240.4 million up to and including $365.7 million of net losses incurred; and (iii) 80% of net losses in excess of $365.7 million of net losses incurred. Net losses are defined as book value losses plus certain defined expenses incurred in the resolution of assets, less subsequent recoveries. Under the loss-share agreement for commercial assets, the amount of subsequent recoveries that are reimbursable to the FDIC for a particular asset is limited to book value losses and expenses actually billed plus any book value charge-offs incurred prior to the Bank Closing Date. There is no limit on the amount of subsequent recoveries reimbursable to the FDIC under the loss-share agreement for single family residential assets. The loss-share agreements for commercial and single family residential assets are in effect for 5 years and 10 years, respectively, from the Bank Closing Date and the loss recovery provisions to the FDIC are in effect for 8 years and 10 years, respectively, from the Bank Closing Date. In accordance with the loss-share agreements, the Bank may be required to make a “true-up” payment to the FDIC approximately ten years following the Bank Closing Date if its actual net realized losses over the life of the loss-share agreements are less than the FDIC’s initial estimate of losses on covered assets. The “true-up” payment is calculated using a defined formula set forth in the P&A Agreement. As of March 31, 2016 , the Bank estimated that the sum of covered losses and reimbursable expenses subject to the loss-share agreements will exceed $240.4 million, but will not exceed $365.7 million. Unless actual plus projected covered losses and reimbursable expenses exceed $365.7 million, the Bank will not record additional amounts to the FDIC Indemnification Asset. As of March 31, 2016 , the Bank had billed $139.4 million of covered net losses to the FDIC, of which 80% , or $111.5 million, were reimbursable under the loss-share agreements. As of March 31, 2016 , the Bank had received aggregate reimbursements of $111.5 million from the FDIC, which represented reimbursable covered losses and expenses through December 31, 2015.

Financial Instruments with Off-

Financial Instruments with Off-Balance Sheet Risk	3 Months Ended
	Mar. 31, 2016
Financial Instruments with Off-Balance Sheet Risk
Financial Instruments with Off-Balance Sheet Risk	13. Financial Instruments with Off-Balance Sheet Risk The Bank is party to financial instruments with off-balance sheet risk in the normal course of business to meet the financing needs of its customers. These financial instruments include commitments to extend credit and standby letters of credit that involve varying degrees of credit and interest rate risk in excess of the amount recognized in the consolidated financial statements. Such financial instruments are recorded in the consolidated financial statements when they are funded or related fees are incurred or received. The contract amounts of those instruments reflect the extent of involvement (and therefore the exposure to credit loss) the Bank has in particular classes of financial instruments. Commitments to extend credit are agreements to lend to a customer provided that the terms established in the contract are met. Commitments generally have fixed expiration dates and may require payment of fees. Because some commitments are expected to expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements. Standby letters of credit are conditional commitments issued to guarantee the performance of a customer to a third party. These letters of credit are primarily issued to support public and private borrowing arrangements. The credit risk involved in issuing letters of credit is essentially the same as that involved in extending loan commitments to customers. In the aggregate, the Bank had outstanding unused commitments to extend credit of $1.6 billion at March 31, 2016 and outstanding financial and performance standby letters of credit of $38.4 million at March 31, 2016 . The Bank uses the same credit policies in making commitments and standby letters of credit as it does for on-balance sheet instruments. The amount of collateral obtained, if deemed necessary, in these transactions is based on management’s credit evaluation of the borrower. Collateral held varies but may include real estate, accounts receivable, marketable securities, interest-bearing deposit accounts, inventory, and property, plant and equipment. In the normal course of business, 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 accounts of the Hilltop Broker-Dealers, use of derivatives to support certain non-profit housing organization clients, 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.

Stock-Based Compensation

Stock-Based Compensation	3 Months Ended
	Mar. 31, 2016
Stock-Based Compensation
Stock-Based Compensation	14. Stock-Based Compensation Pursuant to the Hilltop Holdings Inc. 2012 Equity Incentive Plan (the “2012 Plan”), the Company may grant nonqualified stock options, stock appreciation rights, restricted stock, restricted stock units (“RSUs”), performance awards, dividend equivalent rights and other awards to employees of the Company, its subsidiaries and outside directors of the Company. Upon the approval by stockholders and effectiveness of the 2012 Plan in September 2012, no additional awards were permissible under the 2003 Equity Incentive Plan (the “2003 Plan”). In the aggregate, 4,000,000 shares of common stock may be delivered pursuant to awards granted under the 2012 Plan. At March 31, 2016 , 2,293,228 shares of common stock remained available for issuance pursuant to the 2012 Plan, including shares that may be delivered pursuant to outstanding awards. Compensation expense related to the 2012 Plan and the 2003 Plan was $2.3 million and $1.9 million during the three months ended March 31, 2016 and 2015 , respectively. During the three months ended March 31, 2016 and 2015 , Hilltop granted 5,516 and 2,545 shares of common stock, respectively, to certain non-employee members of the Company’s Board of Directors for services rendered to the Company pursuant to the 2012 Plan. Restricted Stock Awards and RSUs The following table summarizes information about nonvested Restricted Stock Award and RSU activity for the three months ended March 31, 2016 (shares in thousands). Restricted Stock Awards RSUs Weighted Weighted Average Average Grant Date Grant Date Outstanding Fair Value Outstanding Fair Value Balance, December 31, 2015 $ $ Granted - $ - $ Vested/Released $ $ Forfeited $ $ Balance, March 31, 2016 $ $ Vested/Released Restricted Stock Awards and RSUs include an aggregate of 2,128 shares withheld to satisfy employee statutory tax obligations during the three months ended March 31, 2016 . Pursuant to certain RSU award agreements, an aggregate of 8,247 vested RSUs at March 31, 2016 require deferral of the settlement in shares and statutory tax obligations to a future date. At March 31, 2016 , unrecognized compensation expense related to outstanding Restricted Stock Awards of $0.1 million is expected to be recognized over a weighted average period of 1.05 years. During the three months ended March 31, 2016 , the Compensation Committee of the Board of Directors of the Company awarded certain executives and key employees an aggregate of 276,551 RSUs pursuant to the 2012 Plan. These awards include 158,028 RSUs subject to time-based vesting conditions and generally cliff vest on the third anniversary of the grant date, and 118,523 RSUs that cliff vest based upon the achievement of certain performance goals over a three -year period. Total compensation expense related to these RSUs is expected to be $4.4 million, which will amortized through February 2019. At March 31, 2016 , 860,321 of the outstanding RSUs are subject to time-based vesting conditions and generally cliff vest on the third anniversary of the grant date, and 284,398 outstanding RSUs cliff vest based upon the achievement of certain performance goals over a three -year period. At March 31, 2016 , unrecognized compensation expense related to outstanding RSUs of $14.4 million is expected to be recognized over a weighted average period of 1.92 years. Stock Options Stock options granted on November 2, 2011 to two senior executives pursuant to the 2003 Plan to purchase an aggregate of 600,000 shares of the Company’s common stock (the “Stock Option Awards”) at an exercise price of $7.70 per share were fully vested and exercisable at November 2, 2015. As of March 31, 2016 , an aggregate of 100,000 Stock Option Awards remain outstanding and will expire on November 2, 2016 if unexercised.

Regulatory Matters

Regulatory Matters	3 Months Ended
	Mar. 31, 2016
Regulatory Matters
Regulatory Matters	15. Regulatory Matters Banking and Hilltop The Bank and Hilltop are subject to various regulatory capital requirements administered by the federal banking agencies. Failure to meet minimum capital requirements can initiate certain mandatory — and possibly additional discretionary — actions by regulators that, if undertaken, could have a direct, material effect on the consolidated financial statements. The regulations require the Bank and Hilltop to meet specific capital adequacy guidelines that involve quantitative measures of assets, liabilities and certain off-balance sheet items as calculated under regulatory accounting practices. The capital classifications are also subject to qualitative judgments by the regulators about components, risk weightings and other factors. Quantitative measures established by regulation to ensure capital adequacy require the companies to maintain minimum amounts and ratios (set forth in the following table) of Tier 1 capital (as defined in the regulations) to total average assets (as defined), and minimum ratios of common equity Tier 1, Tier 1 and total capital (as defined) to risk-weighted assets (as defined). The following table shows the Bank’s and Hilltop’s consolidated actual capital amounts and ratios compared to the regulatory minimum capital requirements and the Bank’s regulatory minimum capital requirements needed to qualify as a “well-capitalized” institution in accordance with Basel III as measured at March 31, 2016 and December 31, 2015 , respectively (dollars in thousands). To Be Well Capitalized Minimum Capital Minimum Capital Actual Requirements Requirements Amount Ratio Amount Ratio Amount Ratio March 31, 2016 Tier 1 capital (to average assets): Bank $ % $ % $ % Hilltop % % N/A N/A Common equity Tier 1 capital (to risk-weighted assets): Bank % % % Hilltop % % N/A N/A Tier 1 capital (to risk-weighted assets): Bank % % % Hilltop % % N/A N/A Total capital (to risk-weighted assets): Bank % % % Hilltop % % N/A N/A December 31, 2015 Tier 1 capital (to average assets): Bank $ % $ % $ % Hilltop % % N/A N/A Common equity Tier 1 capital (to risk-weighted assets): Bank % % % Hilltop % % N/A N/A Tier 1 capital (to risk-weighted assets): Bank % % % Hilltop % % N/A N/A Total capital (to risk-weighted assets): Bank % % % Hilltop % % N/A N/A To be considered “adequately capitalized” (as defined) under regulatory requirements, the Bank must maintain minimum Tier 1 capital to total average assets of 4% , common equity Tier 1 capital to risk-weighted assets of 4.5% , Tier 1 capital to risk-weighted assets ratios of 6% , and a total capital to risk-weighted assets ratio of 8% . Based on the actual capital amounts and ratios shown in the previous table, the Bank’s ratios place it in the “well capitalized” (as defined) capital category under regulatory requirements. In order to avoid limitations on capital distributions, including dividend payments, stock repurchases and certain discretionary bonus payments to executive officers, Basel III also implemented a capital conservation buffer, which requires a banking organization to hold a buffer above its minimum risk-based capital requirements. This buffer will help to ensure that banking organizations conserve capital when it is most needed, allowing them to better weather periods of economic stress. The buffer is measured relative to risk-weighted assets. The phase-in of the capital conservation buffer requirements began on January 1, 2016 for Hilltop and the Bank. Based on the actual ratios as shown in the table above, Hilltop and the Bank exceed each of the capital conservation buffer requirements in effect as of March 31, 2016 , as well as the fully phased-in requirements through 2019. Broker-Dealer Pursuant to the net capital requirements of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), Hilltop Securities has elected to determine its net capital requirements using the alternative method. Accordingly, Hilltop Securities is required to maintain minimum net capital, as defined in Rule 15c3-1 promulgated under the Exchange Act, equal to the greater of $250,000 and $1,000,000 , respectively, or 2% of aggregate debit balances, as defined in Rule 15c3-3 promulgated under the Exchange Act. Additionally, the net capital rule of the NYSE provides that equity capital may not be withdrawn or cash dividends paid if resulting net capital would be less than 5% of the aggregate debit items. HTS Independent Network follows the primary (aggregate indebtedness) method, as defined in Rule 15c3-1 promulgated under the Exchange Act, which requires the maintenance of the larger of minimum net capital of $250,000 or 1/15 of aggregate indebtedness. At March 31, 2016 , the net capital position of each of the Hilltop Broker-Dealers was as follows (in thousands). HTS Hilltop Independent Securities Network Net capital $ $ Less required net capital Excess net capital $ $ Net capital as a percentage of aggregate debit items % Net capital in excess of 5% aggregate debit items $ Under certain conditions, Hilltop Securities may be required to segregate cash and securities in a special reserve account for the benefit of customers under Rule 15c3-3 promulgated under the Exchange Act. Assets segregated under the provisions of the Exchange Act are not available for general corporate purposes. At March 31, 2016 , Hilltop Securities held cash of $120.7 million segregated in special reserve bank accounts for the benefit of customers. Hilltop Securities was not required to segregate cash and securities in special reserve accounts for the benefit of proprietary accounts of introducing broker-dealers at March 31, 2016 . The fair values of these segregated assets included in special reserve accounts were determined using Level 1 inputs. Mortgage Origination As a mortgage originator, PrimeLending is subject to minimum net worth requirements established by the U.S. Department of Housing and Urban Development (“HUD”) and the GNMA. On an annual basis, PrimeLending submits audited financial statements to HUD and GNMA documenting PrimeLending’s compliance with its minimum net worth requirements. In addition, PrimeLending monitors compliance on an ongoing basis and, as of March 31, 2016 , PrimeLending’s net worth exceeded the amounts required by both HUD and GNMA. Insurance The statutory financial statements of the Company's insurance subsidiaries, which are domiciled in the State of Texas, are presented on the basis of accounting practices prescribed or permitted by the Texas Department of Insurance. Texas has adopted the statutory accounting practices of the National Association of Insurance Commissioners (“NAIC”) as the basis of its statutory accounting practices with certain differences that are not significant to the insurance company subsidiaries’ statutory equity. A summary of statutory capital and surplus and statutory net income of each insurance subsidiary is as follows (in thousands). March 31, December 31, 2016 2015 Capital and surplus: National Lloyds Insurance Company $ $ American Summit Insurance Company Three Months Ended March 31, 2016 2015 Statutory net income: National Lloyds Insurance Company $ $ American Summit Insurance Company Regulations of the Texas Department of Insurance require insurance companies to maintain minimum levels of statutory surplus to ensure their ability to meet their obligations to policyholders. At March 31, 2016 , the Company's insurance subsidiaries had statutory surplus in excess of the minimum required. The NAIC has adopted a risk based capital (“RBC”) formula for insurance companies that establishes minimum capital requirements indicating various levels of available regulatory action on an annual basis relating to insurance risk, asset credit risk, interest rate risk and business risk. The RBC formula is used by the NAIC and certain state insurance regulators as an early warning tool to identify companies that require additional scrutiny or regulatory action. At March 31, 2016 , the Company's insurance subsidiaries' RBC ratio exceeded the level at which regulatory action would be required.

Derivative Financial Instrument

Derivative Financial Instruments	3 Months Ended
	Mar. 31, 2016
Derivative Financial Instruments
Derivative Financial Instruments	16. Derivative Financial Instruments The Company uses various derivative financial instruments to mitigate interest rate risk. The Bank’s interest rate risk management strategy involves effectively managing the re-pricing characteristics of certain assets and liabilities to mitigate potential adverse impacts from changes in interest rates on the net interest margin. PrimeLending has interest rate risk relative to interest rate lock commitments (“IRLCs”) and its inventory of mortgage loans held for sale. PrimeLending is exposed to such interest rate risk from the time an IRLC is made to an applicant to the time the related mortgage loan is sold. To mitigate interest rate risk, PrimeLending executes forward commitments to sell mortgage-backed securities (“MBSs”). Additionally, PrimeLending has interest rate risk relative to its MSR asset and uses derivative instruments, including interest rate swaps and swaptions, to hedge this risk. The Hilltop Broker-Dealers use forward commitments to both purchase and sell MBSs to facilitate customer transactions and as a means to hedge related exposure to interest rate risk in certain inventory positions. Non-Hedging Derivative Instruments and the Fair Value Option As discussed in Note 3 to the consolidated financial statements, the Company has elected to measure substantially all mortgage loans held for sale at fair value under the provisions of the Fair Value Option. The election provides the opportunity to mitigate volatility in reported earnings caused by measuring related assets and liabilities differently without applying complex hedge accounting provisions. The fair values of PrimeLending’s IRLCs, forward commitments, and interest rate swaps and swaptions are recorded in other assets or other liabilities, as appropriate, and changes in the fair values of these derivative instruments are recorded as a component of net gains from sale of loans and other mortgage production income. The fair value of PrimeLending’s derivative instruments increased $12.5 million during the three months ended March 31, 2016 , compared with an increase of $18.9 million during the same period in 2015 . Changes in fair value are attributable to changes in the volume of IRLCs, mortgage loans held for sale, commitments to purchase and sell MBSs and MSR assets, and changes in market interest rates. Changes in market interest rates also conversely affect the value of PrimeLending’s mortgage loans held for sale and its MSR asset, which are measured at fair value under the Fair Value Option. The effect of the change in market interest rates on PrimeLending’s loans held for sale and MSR asset is discussed in Note 3 to the consolidated financial statements. The fair values of the Hilltop Broker-Dealers’ derivative instruments are recorded in other assets or other liabilities, as appropriate, and the fair values of the Hilltop Broker-Dealers’ derivatives increased $6.9 million and $8.6 million during the three months ended March 31, 2016 and 2015 , respectively. The changes in fair value were recorded as a component of other noninterest income. Derivative positions are presented in the following table (in thousands). March 31, 2016 December 31, 2015 Notional Estimated Notional Estimated Amount Fair Value Amount Fair Value Derivative instruments: IRLCs $ $ $ $ Commitments to purchase MBSs Commitments to sell MBSs Interest rate swaps and swaptions PrimeLending had cash collateral advances totaling $7.3 million and $0.8 million to offset net liability derivative positions on its commitments to sell MBSs at March 31, 2016 and December 31, 2015 , respectively. In addition, PrimeLending advanced cash collateral totaling $8.7 million and $6.4 million in initial margin on its interest rate swaps and swaptions at March 31, 2016 and December 31, 2015 , respectively. These amounts are included in other assets within the consolidated balance sheets.

Balance Sheet Offsetting

Balance Sheet Offsetting	3 Months Ended
	Mar. 31, 2016
Balance Sheet Offsetting
Balance Sheet Offsetting	17. Balance Sheet Offsetting Certain financial instruments, including resale and repurchase agreements, securities lending arrangements and derivatives, may be eligible for offset in the consolidated balance sheets and/or subject to master netting arrangements or similar agreements. The following tables present the assets and liabilities subject to enforceable master netting arrangements, repurchase agreements, or similar agreements with offsetting rights (in thousands). Gross Amounts Not Offset in Net Amounts the Balance Sheet Gross Amounts Gross Amounts of Assets Cash of Recognized Offset in the Presented in the Financial Collateral Net Assets Balance Sheet Balance Sheet Instruments Pledged Amount March 31, 2016 Securities borrowed: Institutional counterparties $ $ — $ $ $ — $ — Interest rate swaps and swaptions: Institutional counterparties — — Reverse repurchase agreements: Institutional counterparties — — Forward MBS derivatives: Institutional counterparties — — — $ $ $ $ $ — $ December 31, 2015 Securities borrowed: Institutional counterparties $ $ — $ $ $ — $ — Interest rate swaps and swaptions: Institutional counterparties — — Reverse repurchase agreements: Institutional counterparties — — Forward MBS derivatives: Institutional counterparties — — — $ $ $ $ $ — $ Gross Amounts Not Offset in Net Amounts the Balance Sheet Gross Amounts Gross Amounts of Liabilities Cash of Recognized Offset in the Presented in the Financial Collateral Net Liabilities Balance Sheet Balance Sheet Instruments Pledged Amount March 31, 2016 Securities loaned: Institutional counterparties $ $ — $ $ $ — $ — Interest rate swaps and swaptions: Institutional counterparties — — Repurchase agreements: Institutional counterparties — — — Customer counterparties — — — Forward MBS derivatives: Institutional counterparties — $ $ $ $ $ — $ December 31, 2015 Securities loaned: Institutional counterparties $ — — — Interest rate swaps and swaptions: Institutional counterparties — — Repurchase agreements: Institutional counterparties — — — Customer counterparties — — — Forward MBS derivatives: Institutional counterparties — $ $ $ $ $ — $ Secured Borrowing Arrangements Secured Borrowings (Repurchase Agreements) — The Company participates in transactions involving securities sold under repurchase agreements, which are secured borrowings and generally mature within one to thirty days from the transaction date. Securities sold under repurchase agreements are reflected at the amount of cash received in connection with the transactions. The Company may be required to provide additional collateral based on the fair value of the underlying securities, which is monitored on a daily basis. Securities Lending Activities — The Company’s securities lending activities includes lending securities for other broker-dealers, lending institutions and its own clearing and retail operations. These activities involve lending securities to other broker-dealers to cover short sales, to complete transactions in which there has been a failure to deliver securities by the required settlement date and as a conduit for financing activities. When lending securities, the Company receives cash or similar collateral and generally pays interest (based on the amount of cash deposited) to the other party to the transaction. Securities lending transactions are executed pursuant to written agreements with counterparties that generally require securities loaned to be marked-to-market on a daily basis. The Company receives collateral in the form of cash in an amount generally in excess of the fair value of securities loaned. The Company monitors the fair value of securities loaned on a daily basis, with additional collateral obtained or refunded, as necessary. Collateral adjustments are made on a daily basis through the facilities of various clearinghouses. The Company is a principal in these securities lending transactions and is liable for losses in the event of a failure of any other party to honor its contractual obligation. Management sets credit limits with each counterparty and reviews these limits regularly to monitor the risk level with each counterparty. The Company is subject to credit risk through its securities lending activities if securities prices decline rapidly because the value of the Company’s collateral could fall below the amount of the indebtedness it secures. In rapidly appreciating markets, credit risk increases due to short positions. The Company’s securities lending business subjects the Company to credit risk if a counterparty fails to perform or if collateral securing its obligations is insufficient. In securities transactions, the Company is subject to credit risk during the period between the execution of a trade and the settlement by the customer. The following tables present the remaining contractual maturities of repurchase agreement and securities lending transactions accounted for as secured borrowings (in thousands). The Company had no repurchase-to-maturity transactions outstanding at both March 31, 2016 and December 31, 2015 . Remaining Contractual Maturities Overnight and Greater Than March 31, 2016 Continuous Up to 30 Days 30-90 Days 90 Days Total Repurchase agreement transactions: U.S. Treasury and agency securities $ $ $ — $ — $ Securities lending transactions: Corporate securities — — — Equity securities — — — Other — — — Total $ $ $ — $ — $ Gross amount of recognized liabilities for repurchase agreement and securities lending transactions in offsetting disclosure above $ Amount related to agreements not included in offsetting disclosure above $ — Remaining Contractual Maturities Overnight and Greater Than December 31, 2015 Continuous Up to 30 Days 30-90 Days 90 Days Total Repurchase agreement transactions: U.S. Treasury and agency securities $ $ $ — $ — $ Securities lending transactions: U.S. Treasury and agency securities — — — Corporate securities — — — Equity securities — — — Total $ $ $ — $ — $ Gross amount of recognized liabilities for repurchase agreement and securities lending transactions in offsetting disclosure above $ Amount related to agreements not included in offsetting disclosure above $ —

Broker-Dealer and Clearing Orga

Broker-Dealer and Clearing Organization Receivables and Payables	3 Months Ended
	Mar. 31, 2016
Broker-Dealer and Clearing Organization Receivables and Payables
Broker-Dealer and Clearing Organization Receivables and Payables	18. Broker-Dealer and Clearing Organization Receivables and Payables Broker-dealer and clearing organization receivables and payables consisted of the following (in thousands). March 31, December 31, 2016 2015 Receivables: Securities borrowed $ $ Securities failed to deliver Clearing organizations — Trades in process of settlement, net Other $ $ Payables: Securities loaned $ $ Correspondents Securities failed to receive Clearing organizations $ $

Reserves for Losses and Loss Ad

Reserves for Losses and Loss Adjustment Expenses	3 Months Ended
	Mar. 31, 2016
Reserves for Losses and Loss Adjustment Expenses
Reserve for Losses and Loss Adjustment Expenses	19. Reserve for Losses and Loss Adjustment Expenses A rollforward of NLC’s reserve for unpaid losses and LAE, as included in other liabilities within the consolidated balance sheets, is as follows (in thousands). Three Months Ended March 31, 2016 2015 Balance, beginning of period $ $ Less reinsurance recoverables Net balance, beginning of period Incurred related to: Current year Prior years Total incurred Payments related to: Current year Prior years Total payments Net balance, end of period Plus reinsurance recoverables Balance, end of period $ $ The increase in NLC’s reserves at March 31, 2016 as compared with March 31, 2015 of $5.5 million is primarily due to increased reserves attributable to an increase in frequency and severity of severe weather events in our geographic coverage area.

Reinsurance Activity

Reinsurance Activity	3 Months Ended
	Mar. 31, 2016
Reinsurance Activity.
Reinsurance Activity	20. Reinsurance Activity NLC limits the maximum net loss that can arise from large risks or risks in concentrated areas of exposure by reinsuring (ceding) certain levels of risk. Substantial amounts of business are ceded, and these reinsurance contracts do not relieve NLC from its obligations to policyholders. Such reinsurance includes quota share, excess of loss, catastrophe, and other forms of reinsurance on essentially all property and casualty lines of insurance. Net insurance premiums earned, losses and LAE and policy acquisition and other underwriting expenses are reported net of the amounts related to reinsurance ceded to other companies. Amounts recoverable from reinsurers related to the portions of the liability for losses and LAE and unearned insurance premiums ceded to them are reported as assets. Failure of reinsurers to honor their obligations could result in losses to NLC; consequently, allowances are established for amounts deemed uncollectible as NLC evaluates the financial condition of its reinsurers and monitors concentrations of credit risk arising from similar geographic regions, activities, or economic characteristics of the reinsurers to minimize its exposure to significant losses from reinsurer insolvencies. At March 31, 2016 , reinsurance receivables had a carrying value of $13.1 million, which is included in other assets within the consolidated balance sheet. There was no allowance for uncollectible accounts at March 31, 2016 , based on NLC’s quality requirements. The effects of reinsurance on premiums written and earned are summarized as follows (in thousands). Three Months Ended March 31, 2016 2015 Written Earned Written Earned Premiums from direct business $ $ $ $ Reinsurance assumed Reinsurance ceded Net premiums $ $ $ $ The effects of reinsurance on incurred losses are as follows (in thousands). Three Months Ended March 31, 2016 2015 Loss and LAE incurred $ $ Reinsurance recoverables Net loss and LAE incurred $ $ Catastrophic coverage At March 31, 2016 , NLC had catastrophic excess of loss reinsurance coverage of losses per event in excess of $8.0 million retention by NLIC and $1.5 million retention by ASIC. ASIC maintained an underlying layer of coverage, providing $6.5 million in excess of its $1.5 million retention to bridge to the primary program. The reinsurance in excess of $8.0 million is comprised of four layers of protection: $17 million in excess of $8 million retention; $25 million in excess of $25 million loss; $25 million in excess of $50 million loss and $50 million in excess of $75 million loss. NLIC and ASIC retain no participation in any of the layers, beyond the first $8 million and $1.5 million, respectively. At March 31, 2016 , total retention for any one catastrophe that affects both NLIC and ASIC was limited to $8 million in the aggregate. Effective January 1, 2016, NLC did not renew its multi-line excess of loss coverage that previously limited each risk with respect to property and liability. NLC renewed its underlying excess of loss contract that provides $10.0 million aggregate coverage in excess of NLC’s per event retention and aggregate retention for sub-catastrophic events. NLC retains no participation beyond the first $1 million, down from 9% participation in this coverage during 2015.

Segment and Related Information

Segment and Related Information	3 Months Ended
	Mar. 31, 2016
Segment and Related Information
Segment and Related Information	21. Segment and Related Information The Company currently has four reportable business segments that are organized primarily by the core products offered to the segments’ respective customers. These segments reflect the manner in which operations are managed and the criteria used by the Company’s chief operating decision maker function to evaluate segment performance, develop strategy and allocate resources. The chief operating decision maker function consists of the President and Chief Executive Officer of the Company and the Chief Executive Officer of PlainsCapital. For the third quarter of 2015, the Company began presenting the bargain purchase gain associated with the SWS Merger, previously allocated to the banking and broker-dealer reportable business segments, within corporate to better reflect segment performance. This change is reflected in the segment operating results within noninterest income for the three months ended March 31, 2015. Additionally, related amounts previously reported in our Quarterly Report on Form 10-Q for the quarter ended June 30, 2015 will be revised in future filings. This change had no impact on the Company’s consolidated results of operations. The banking segment includes the operations of the Bank. The broker-dealer segment includes the operations of the Hilltop Broker-Dealers, while the mortgage origination segment is composed of PrimeLending, and the insurance segment is composed of NLC. Corporate includes certain activities not allocated to specific business segments. These activities include holding company financing and investing activities, and management and administrative services to support the overall operations of the Company including, but not limited to, certain executive management, corporate relations, legal, finance and acquisition costs. Balance sheet amounts not discussed previously and the elimination of intercompany transactions are included in “All Other and Eliminations.” The following tables present certain information about reportable business segment revenues, operating results, goodwill and assets (in thousands). Mortgage All Other and Hilltop Three Months Ended March 31, 2016 Banking Broker-Dealer Origination Insurance Corporate Eliminations Consolidated Net interest income (expense) $ $ $ $ $ $ $ Provision for loan losses — — — — Noninterest income Noninterest expense Income (loss) before income taxes $ $ $ $ $ $ $ Mortgage All Other and Hilltop Three Months Ended March 31, 2015 Banking Broker-Dealer Origination Insurance Corporate Eliminations Consolidated Net interest income (expense) $ $ $ $ $ $ $ Provision for loan losses — — — — Noninterest income Noninterest expense Income (loss) before income taxes $ $ $ $ $ $ $ March 31, 2016 Goodwill $ $ $ $ $ — $ — $ Total assets $ $ $ $ $ $ $ December 31, 2015 Goodwill $ $ $ $ $ — $ — $ Total assets $ $ $ $ $ $ $

Earnings per Common Share

Earnings per Common Share	3 Months Ended
	Mar. 31, 2016
Earnings per Common Share
Earnings per Common Share	22. Earnings per Common Share Nonvested share-based payment awards that contain nonforfeitable rights to dividends or dividend equivalents are participating securities and are included in the computation of earnings per share pursuant to the two-class method prescribed by the Earnings Per Share Topic of the ASC. The two-class method is an earnings allocation formula that determines earnings per share for each class of common stock and participating security according to dividends declared (or accumulated) and participation rights in undistributed earnings. Restricted Stock Awards are the only instruments issued by Hilltop which qualify as participating securities. Net earnings, less any preferred dividends accumulated for the period (whether or not declared), is allocated between the common stock and participating securities pursuant to the two-class method. Basic earnings per common share is computed by dividing net earnings available to common stockholders by the weighted average number of common shares outstanding during the period, excluding participating nonvested restricted shares. Diluted earnings per common share is computed in a similar manner, except that first the denominator is increased to include the number of additional common shares that would have been outstanding if potentially dilutive common shares, excluding the participating securities, were issued using the treasury stock method. During the three months ended March 31, 2016 and 2015 , stock options and RSUs are the only potentially dilutive non-participating instruments issued by Hilltop. Next, the Company determines and includes in the diluted earnings per common share calculation the more dilutive effect of the participating securities using the treasury stock method or the two-class method. Undistributed losses are not allocated to the nonvested share-based payment awards (the participating securities) under the two-class method as the holders are not contractually obligated to share in the losses of the Company. The following table presents the computation of basic and diluted earnings per common share (in thousands, except per share data) . Three Months Ended March 31, 2016 2015 Basic earnings per share: Income applicable to Hilltop common stockholders $ $ Less: income applicable to participating shares Net earnings available to Hilltop common stockholders $ $ Weighted average shares outstanding - basic Basic earnings per common share $ $ Diluted earnings per share: Income applicable to Hilltop common stockholders $ $ Weighted average shares outstanding - basic Effect of potentially dilutive securities Weighted average shares outstanding - diluted Diluted earnings per common share $ $

Recently Issued Accounting Stan

Recently Issued Accounting Standards	3 Months Ended
	Mar. 31, 2016
Recently Issued Accounting Standards
Recently Issued Accounting Standards	23. Recently Issued Accounting Standards In March 2016, FASB issued ASU 2016-09 as part of its simplification initiative and affects all entities that issue share-based payment awards to their employees. The amendments in this update cover such areas as the recognition of excess tax benefits and deficiencies, the classification of those excess tax benefits on the statement of cash flows, an accounting policy election for forfeitures, the amount an employer can withhold to cover income taxes and still qualify for equity classification and the classification of those taxes paid on the statement of cash flows. The amendments are effective for annual periods, and interim reporting periods within those annual periods, beginning after December 15, 2016 using either prospective, retrospective or modified retrospective transition method, depending on the area covered in this update . As permitted within the amendment, the Company elected to early adopt and prospectively apply the provisions of this amendment as of January 1, 2016. In February 2016, FASB issued ASU 2016-02 related to leases. The new standard is intended to increase transparency and comparability among organizations and require lessees to record a right-to-use asset and liability representing the obligation to make lease payments for long-term leases. Accounting by lessors will remain largely unchanged. The amendments are effective for annual periods, and interim periods within those annual periods, beginning after December 15, 2018. Early adoption is permitted. Adoption will require a modified retrospective transition where the lessees and lessors are required to recognize and measure leases at the beginning of the earliest period presented. The Company is currently evaluating the provisions of the amendment and the impact on its future consolidated financial statements . In January 2016, FASB issued ASU 2016-01 related to financial instruments. This pronouncement requires that most equity investments be measured at fair value, with subsequent changes in fair value recognized in net income. The pronouncement also impacts financial liabilities under the Fair Value Option and the presentation and disclosure requirements for financial instruments. The amendment is effective for annual periods, and interim periods within those fiscal periods, beginning after December 15, 2017. The Company is currently evaluating the provisions of the amendment and the impact on its future consolidated financial statements . In May 2015, the FASB issued ASU 2015-09 requiring enhanced disclosures for insurers relating to short-duration insurance contract claims and the unpaid claims liability rollforward for long and short-duration contracts. The amendment is effective for annual periods beginning after December 15, 2015 and interim reporting periods thereafter. The Company adopted the amendment as of January 1, 2016 and will include the enhanced disclosures beginning with its Annual Report on Form 10-K for the year ended December 31, 2016.

Subsequent Event

Subsequent Event	3 Months Ended
	Mar. 31, 2016
Subsequent Event
Subsequent Event	24. Subsequent Event On April 1, 2016, the Company awarded certain key employees a total of 268,906 RSUs pursuant to the 2012 Plan at a grant date fair value of $18.68 per share. These RSUs generally cliff vest on the third anniversary of the grant date and are subject to service conditions set forth in the award agreements. Total compensation expense related to these RSUs is expected to be $5.0 million, which will be amortized through March 2019.

Summary of Significant Accoun33

Summary of Significant Accounting and Reporting Policies (Policies)	3 Months Ended
	Mar. 31, 2016
Summary of Significant Accounting and Reporting Policies
Nature of Operations	Nature of Operations Hilltop Holdings Inc. (“Hilltop” and, collectively with its subsidiaries, the “Company”) is a financial holding company registered under the Bank Holding Company Act of 1956. The Company’s primary line of business is to provide business and consumer banking services from offices located throughout Texas through PlainsCapital Bank (the “Bank”). In addition, the Company provides an array of financial products and services through its broker-dealer, mortgage origination and insurance subsidiaries. The Company provides its products and services through three primary operating subsidiaries, PlainsCapital Corporation (“PlainsCapital”), Hilltop Securities Holdings LLC (“Securities Holdings”) and National Lloyds Corporation (“NLC”). PlainsCapital is a financial holding company, headquartered in Dallas, Texas, that provides, through its subsidiaries, traditional banking, wealth and investment management and treasury management services primarily in Texas and residential mortgage lending throughout the United States. Securities Holdings is a holding company, headquartered in Dallas, Texas, 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, equity trading, clearing, securities lending, structured finance and retail brokerage services throughout the United States. NLC is a property and casualty insurance holding company, headquartered in Waco, Texas, that provides, through its subsidiaries, fire and homeowners insurance to low value dwellings and manufactured homes primarily in Texas and other areas of the southern United States. On January 1, 2015, Hilltop completed its acquisition of SWS Group, Inc. (“SWS”) in a stock and cash transaction (the “SWS Merger”), whereby SWS’s broker-dealer subsidiaries, Southwest Securities, Inc. and SWS Financial Services, Inc., became subsidiaries of Securities Holdings, and SWS’s banking subsidiary, Southwest Securities, FSB (“SWS FSB”), was merged into the Bank. On October 5, 2015, Southwest Securities, Inc. and SWS Financial Services, Inc. w ere renamed “Hilltop Securities Inc.” (“Hilltop Securities”) and “Hilltop Securities Independent Network Inc.” (“HTS Independent Network”), respectively. On October 22, 2015, the Financial Industry Regulatory Authority (“FINRA”) granted approval to combine First Southwest Company, LLC (“FSC”) and Hilltop Securities, subject to customary conditions. FSC, Hilltop Securities and HTS Independent Network operated as separate broker-dealers, under coordinated lea dership from the date of the SWS Merger until January 22, 2016, when FSC was merged into Hilltop Securities to form a combined firm operating under the “Hilltop Securities” name. We use the term “Hilltop Broker-Dealers” to refer to FSC, Hilltop Securities and HTS Independent Network prior to January 22, 2016 and Hilltop Securities and HTS Independent Network after such date.
Basis of Presentation	Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States (“GAAP”), and in conformity with the rules and regulations of the Securities and Exchange Commission (the “SEC”). In the opinion of management, these financial statements contain all adjustments necessary for a fair statement of the results of the interim periods presented. Accordingly, the financial statements do not include all of the information and footnotes required by GAAP for complete financial statements and should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015 (“ 2015 Form 10-K”). Results for interim periods are not necessarily indicative of results to be expected for a full year or any future period. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Estimates regarding the allowance for loan losses, the fair values of financial instruments, the amounts receivable from the Federal Deposit Insurance Corporation (the “FDIC”) under loss-share agreements (the “FDIC Indemnification Asset”), reserves for losses and loss adjustment expenses (“LAE”), the mortgage loan indemnification liability, and the potential impairment of assets are particularly subject to change. The Company has applied its critical accounting policies and estimation methods consistently in all periods presented in these consolidated financial statements. Hilltop owns 100% of the outstanding stock of PlainsCapital. PlainsCapital owns 100% of the outstanding stock of the Bank and 100% of the membership interest in PlainsCapital Equity, LLC. The Bank owns 100% of the outstanding stock of PrimeLending, a PlainsCapital Company (“PrimeLending”) and has a 100% membership interest in PlainsCapital Securities, LLC. PrimeLending owns a 100% membership interest in PrimeLending Ventures Management, LLC, the controlling and sole managing member of PrimeLending Ventures, LLC (“Ventures”). PlainsCapital also owns 100% of the outstanding common securities of PCC Statutory Trusts I, II, III and IV (the “Trusts”), which are not included in the consolidated financial statements under the requirements of the Variable Interest Entities Subsections of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) , because the primary beneficiaries of the Trusts are not within the consolidated group. Hilltop has a 100% membership interest in Securities Holdings, which operates through its wholly-owned subsidiaries, Hilltop Securities, HTS Independent Network and First Southwest Holdings, LLC (“First Southwest”). Hilltop Securities is a broker-dealer registered with the SEC and the Financial Industry Regulatory Authority (“FINRA”) and a member of the New York Stock Exchange (“NYSE”), HTS Independent Network is an introducing broker-dealer that is also registered with the SEC and FINRA, and First Southwest Asset Management, LLC, a wholly-owned subsidiary of First Southwest, is a registered investment advisor under the Investment Advisors Act of 1940. As discussed above, prior to January 22, 2016, Securities Holdings’ subsidiaries also included FSC, First Southwest’s principal subsidiary and formerly a broker-dealer registered with the SEC and FINRA and a member of the NYSE. Hilltop also owns 100% of NLC, which operates through its wholly owned subsidiaries, National Lloyds Insurance Company (“NLIC”) and American Summit Insurance Company (“ASIC”). The consolidated financial statements include the accounts of the above-named entities. Intercompany transactions and balances have been eliminated. Noncontrolling interests have been recorded for minority ownership in entities that are not wholly owned and are presented in compliance with the provisions of Noncontrolling Interest in Subsidiary Subsections of the ASC. The operations acquired in the SWS Merger were included in the Company’s operating results beginning January 1, 2015 and such operations included a preliminary bargain purchase gain of $82.8 million as disclosed in the Company’s Quarterly Report on Form 10-Q filed with the SEC on May 6, 2015. During 2015, certain adjustments were recorded that resulted in an aggregate decrease in the preliminary bargain purchase gain associated with the SWS Merger to $81.3 million, which also decreased net income for the three months ended March 31, 2015 by $1.5 million as compared with amounts previously reported in the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2015. Accordingly, our results for the quarter ended March 31, 2015 and related disclosures have been revised to reflect these adjustments. Certain reclassifications have been made to the prior period consolidated financial statements to conform with the current period presentation. Additionally, during the preparation of the condensed consolidated financial statements for the period ended September 30, 2015, the Company determined that its previously reported unaudited consolidated statements of cash flows contained in the previously filed Quarterly Reports on Form 10-Q filed with SEC on May 6, 2015 and July 29, 2015 contained a classification error related to how certain acquired balances related to its acquisition of SWS were reflected. Management has evaluated the quantitative and qualitative impact of the classification error to previously issued unaudited consolidated statements of cash flows and concluded that the previously issued condensed consolidated financial statements were not materially misstated. However, in order to correctly present the cash flow statements, management has elected to revise the unaudited consolidated statements of cash flows for each of the three months ended March 31, 2015 included herein and the six months ended June 30, 2015 in its future filings. The correction had no impact on the Company’s financial condition or results of operations for the periods presented. The following table summarizes the revisions made to the Company’s unaudited consolidated statements of cash flows for the noted periods (in thousands). Three Months Ended March 31, 2015 As Originally Reported As Revised Operating Activities Net change in broker-dealer and clearing organization receivables $ $ Net change in broker-dealer and clearing organization payables Net cash used in operating activities Investing Activities Net change in loans Net cash provided by investing activities Financing Activities Net change in deposits Net cash used in financing activities Net change in cash and cash equivalents

Summary of Significant Accoun34

Summary of Significant Accounting and Reporting (Tables)	3 Months Ended
	Mar. 31, 2016
Summary of Significant Accounting and Reporting Policies
Schedule of revisions made to the consolidated statements of cash flows	The following table summarizes the revisions made to the Company’s unaudited consolidated statements of cash flows for the noted periods (in thousands). Three Months Ended March 31, 2015 As Originally Reported As Revised Operating Activities Net change in broker-dealer and clearing organization receivables $ $ Net change in broker-dealer and clearing organization payables Net cash used in operating activities Investing Activities Net change in loans Net cash provided by investing activities Financing Activities Net change in deposits Net cash used in financing activities Net change in cash and cash equivalents

Acquisition (Tables)

Acquisition (Tables) - SWS	3 Months Ended
	Mar. 31, 2016
Acquisitions
Schedule of components of the consideration paid	The components of the consideration paid are shown in the following table (in thousands). Fair value of consideration paid: Common stock issued $ Cash Fair value of Hilltop’s existing investment in SWS Total consideration paid $
Summary of fair values of the identifiable assets acquired, and liabilities assumed	The resulting fair values of the identifiable assets acquired, and liabilities assumed, acquired in the SWS Merger at January 1, 2015 are summarized in the following table (in thousands). Cash and due from banks $ Federal funds sold and securities purchased under agreements to resell Assets segregated for regulatory purposes Securities Non-covered loans, net Broker-dealer and clearing organization receivables Other assets Total identifiable assets acquired Deposits Broker-dealer and clearing organization payables Short-term borrowings Securities sold, not yet purchased, at fair value Notes payable Other liabilities Total liabilities assumed Bargain purchase gain Less Hilltop existing investment in SWS Net identifiable assets acquired $
Schedule of allocation to intangible assets	The allocation to intangible assets is as follows (in thousands). Estimated Useful Gross Intangible Life (Years) Assets Customer relationships 14 $ Core deposits 4 $
Schedule of loans acquired in business combination	The following table presents details on acquired loans at the acquisition date (in thousands). Loans, excluding PCI Total PCI Loans Loans Loans Commercial and industrial $ $ $ Real estate Construction and land development Consumer — Broker-dealer (1) — Total $ $ $ (1) Represents acquire d margin loans to customers and correspondents associated with acquired broker-dealer segment operations.
PCI loans
Acquisitions
Schedule of PCI Loans at acquisition	The following table presents information about the PCI loans at acquisition (in thousands). Contractually required principal and interest payments $ Nonaccretable difference Cash flows expected to be collected Accretable difference Fair value of loans acquired with a deterioration of credit quality $
Loans excluding PCI Loans
Acquisitions
Schedule of acquired loans without credit impairment	The following table presents information about the acquired loans without credit impairment at acquisition (in thousands). Contractually required principal and interest payments $ Contractual cash flows not expected to be collected Fair value at acquisition

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	3 Months Ended
	Mar. 31, 2016
Fair Value Measurements
Schedule of information regarding financial assets and liabilities measured at fair value on a recurring basis	The following tables present information regarding financial assets and liabilities measured at fair value on a recurring basis (in thousands). Level 1 Level 2 Level 3 Total March 31, 2016 Inputs Inputs Inputs Fair Value Trading securities $ $ $ $ Available for sale securities — Loans held for sale — Derivative assets — — MSR asset — — Securities sold, not yet purchased — Derivative liabilities — — Level 1 Level 2 Level 3 Total December 31, 2015 Inputs Inputs Inputs Fair Value Trading securities $ $ $ $ Available for sale securities — Loans held for sale — Derivative assets — — MSR asset — — Securities sold, not yet purchased — Derivative liabilities — —
Roll forward for financial instruments measured at fair value using Level 3 inputs	The following tables include a rollforward for those financial instruments measured at fair value using Level 3 inputs (in thousands). Total Gains or Losses (Realized or Unrealized) Balance at Included in Other Beginning of Purchases/ Sales/ Included in Comprehensive Balance at Period Additions Reductions Net Income Income (Loss) End of Period Three months ended March 31, 2016 Trading securities $ $ — $ — $ — $ — $ Loans held for sale — MSR asset — — Total $ $ $ $ $ — $ Three months ended March 31, 2015 Available for sale securities $ — $ $ — $ $ — $ Loans held for sale — MSR asset — — Total $ $ $ $ $ — $
Schedule of significant unobservable inputs used in the fair value measurements	Range Financial instrument Valuation Technique Unobservable Input (Weighted-Average) Trading securities Discounted cash flow Discount rate 8 - 17 % ( 10 %) Loans held for sale Discounted cash flow / Market comparable Projected price 88 - 96 % ( 96 %) MSR asset Discounted cash flow Constant prepayment rate % Discount rate %
Schedule of changes in fair value for instruments reported at fair value under the Fair Value Option	The following table presents the changes in fair value for instruments that are reported at fair value under the Fair Value Option (in thousands). Three Months Ended March 31, 2016 Three Months Ended March 31, 2015 Other Total Other Total Net Noninterest Changes in Net Noninterest Changes in Gains (Losses) Income Fair Value Gains (Losses) Income Fair Value Loans held for sale $ $ — $ $ $ — $ MSR asset — —
Schedule of significant unobservable inputs weighted average rates on Impaired Loans	At March 31, 2016 , estimates for these significant unobservable inputs were as follows. PCI Loans PlainsCapital FNB SWS Merger Transaction Merger Weighted average default rate % % % Weighted average loss severity rate % % % Weighted average prepayment speed % % %
Schedule of information regarding certain assets and liabilities measured at fair value on a non-recurring basis for which a change in fair value has been recorded during reporting periods subsequent to initial recognition	The following table presents information regarding certain assets and liabilities measured at fair value on a non-recurring basis for which a change in fair value has been recorded during reporting periods subsequent to initial recognition (in thousands). Total Gains (Losses) for the Level 1 Level 2 Level 3 Total Three Months Ended March 31, March 31, 2016 Inputs Inputs Inputs Fair Value 2016 2015 Non-covered impaired loans $ — $ — $ $ $ $ Covered impaired loans — — Non-covered other real estate owned — — — — — Covered other real estate owned — —
Schedule of carrying values and estimated fair values of financial instruments	The following tables present the carrying values and estimated fair values of financial instruments not measured at fair value on either a recurring or non-recurring basis (in thousands). Estimated Fair Value Carrying Level 1 Level 2 Level 3 March 31, 2016 Amount Inputs Inputs Inputs Total Financial assets: Cash and cash equivalents $ $ $ — $ — $ Securities purchased under agreements to resell — — Assets segregated for regulatory purposes — — Held to maturity securities — — Loans held for sale — — Non-covered loans, net — Covered loans, net — — Broker-dealer and clearing organization receivables — — FDIC indemnification asset — — Other assets — Financial liabilities: Deposits — — Broker-dealer and clearing organization payables — — Short-term borrowings — — Debt — — Other liabilities — — Estimated Fair Value Carrying Level 1 Level 2 Level 3 December 31, 2015 Amount Inputs Inputs Inputs Total Financial assets: Cash and cash equivalents $ $ $ — $ — $ Securities purchased under agreements to resell — — Assets segregated for regulatory purposes — — Held to maturity securities — — Loans held for sale — — Non-covered loans, net — Covered loans, net — — Broker-dealer and clearing organization receivables — — FDIC indemnification asset — — Other assets — Financial liabilities: Deposits — — Broker-dealer and clearing organization payables — — Short-term borrowings — — Debt — — Other liabilities — —

Securities (Tables)

Securities (Tables)	3 Months Ended
	Mar. 31, 2016
Securities
Summary of trading securities	The fair value of trading securities are summarized as follows (in thousands). March 31, December 31, 2016 2015 U.S. Treasury securities $ $ U.S. government agencies: Bonds Residential mortgage-backed securities Commercial mortgage-backed securities Collateralized mortgage obligations Corporate debt securities States and political subdivisions Unit investment trusts Private-label securitized product Other Totals $ $
Summary of amortized cost and fair value of available for sale securities	The amortized cost and fair value of available for sale and held to maturity securities are summarized as follows (in thousands). Available for Sale Amortized Unrealized Unrealized March 31, 2016 Cost Gains Losses Fair Value U.S. Treasury securities $ $ $ $ U.S. government agencies: Bonds Residential mortgage-backed securities Commercial mortgage-backed securities Collateralized mortgage obligations Corporate debt securities States and political subdivisions Commercial mortgage-backed securities — Equity securities Totals $ $ $ $ Available for Sale Amortized Unrealized Unrealized December 31, 2015 Cost Gains Losses Fair Value U.S. Treasury securities $ $ $ $ U.S. government agencies: Bonds Residential mortgage-backed securities Commercial mortgage-backed securities Collateralized mortgage obligations Corporate debt securities States and political subdivisions Commercial mortgage-backed securities — Equity securities Totals $ $ $ $
Summary of amortized cost and fair value of held to maturity securities	Held to Maturity Amortized Unrealized Unrealized March 31, 2016 Cost Gains Losses Fair Value U.S. Treasury securities $ $ $ — $ U.S. government agencies: Bonds — Residential mortgage-backed securities — Commercial mortgage-backed securities Collateralized mortgage obligations States and political subdivisions Totals $ $ $ $ Held to Maturity Amortized Unrealized Unrealized December 31, 2015 Cost Gains Losses Fair Value U.S. Treasury securities $ $ — $ $ U.S. government agencies: Bonds Residential mortgage-backed securities — Commercial mortgage-backed securities Collateralized mortgage obligations States and political subdivisions Totals $ $ $ $
Schedule of information regarding available for sale securities that were in an unrealized loss position	Information regarding available for sale and held to maturity securities that were in an unrealized loss position is shown in the following tables (dollars in thousands). March 31, 2016 December 31, 2015 Number of Unrealized Number of Unrealized Securities Fair Value Losses Securities Fair Value Losses Available for sale U.S. treasury securities: Unrealized loss for less than twelve months $ $ $ $ Unrealized loss for twelve months or longer — — — U.S. government agencies: Bonds: Unrealized loss for less than twelve months Unrealized loss for twelve months or longer Residential mortgage-backed securities: Unrealized loss for less than twelve months Unrealized loss for twelve months or longer Commercial mortgage-backed securities: Unrealized loss for less than twelve months Unrealized loss for twelve months or longer — — — — — — Collateralized mortgage obligations: Unrealized loss for less than twelve months Unrealized loss for twelve months or longer Corporate debt securities: Unrealized loss for less than twelve months Unrealized loss for twelve months or longer — — — States and political subdivisions: Unrealized loss for less than twelve months Unrealized loss for twelve months or longer Equity securities: Unrealized loss for less than twelve months Unrealized loss for twelve months or longer Total available for sale: Unrealized loss for less than twelve months Unrealized loss for twelve months or longer $ $ $ $
Schedule of information regarding held to maturity securities that were in an unrealized loss position	March 31, 2016 December 31, 2015 Number of Unrealized Number of Unrealized Securities Fair Value Losses Securities Fair Value Losses Held to Maturity U.S. treasury securities: Unrealized loss for less than twelve months — $ — $ — $ $ Unrealized loss for twelve months or longer — — — — — — — — — U.S. government agencies: Bonds: Unrealized loss for less than twelve months — — — Unrealized loss for twelve months or longer — — — — — — — — — Commercial mortgage-backed securities: Unrealized loss for less than twelve months Unrealized loss for twelve months or longer — — — — — — Collateralized mortgage obligations: Unrealized loss for less than twelve months Unrealized loss for twelve months or longer — — — — — — States and political subdivisions: Unrealized loss for less than twelve months Unrealized loss for twelve months or longer — — — Total held to maturity: Unrealized loss for less than twelve months Unrealized loss for twelve months or longer — — — $ $ $ $
Schedule of amortized cost and fair value of securities, excluding trading and equity available for sale securities and the available for sale warrant by contractual maturity	The amortized cost and fair value of securities, excluding trading and available for sale equity securities, at March 31, 2016 are shown by contractual maturity below (in thousands). Available for Sale Held to Maturity Amortized Amortized Cost Fair Value Cost Fair Value Due in one year or less $ $ $ $ Due after one year through five years Due after five years through ten years Due after ten years Residential mortgage-backed securities Collateralized mortgage obligations Commercial mortgage-backed securities $ $ $ $

Non-Covered Loans and Allowan38

Non-Covered Loans and Allowance for Non-Covered Loan Losses (Tables) - Noncovered	3 Months Ended
	Mar. 31, 2016
Loans
Summary of non-covered loans by portfolio segment	Non-covered loans summarized by portfolio segment are as follows (in thousands). March 31, December 31, 2016 2015 Commercial and industrial $ $ Real estate Construction and land development Consumer Broker-dealer (1) Allowance for non-covered loan losses Total non-covered loans, net of allowance $ $ (1) Represents margin loans to customers and correspondents associated with our broker-dealer segment operations.
Schedule of carrying values and the outstanding balances of the PCI loans	The following table presents the carrying values and the outstanding balances of the non-covered PCI loans (in thousands) . March 31, December 31, 2016 2015 Carrying amount $ $ Outstanding balance
Schedule of changes in the accretable yield for the PCI loans	Changes in the accretable yield for the non-covered PCI loans were as follows (in thousands). Three Months Ended March 31, 2016 2015 Balance, beginning of period $ $ Additions — Reclassifications from (to) nonaccretable difference, net (1) Disposals of loans — Accretion Balance, end of period $ $ (1) Reclassifications from nonaccretable difference are primarily due to net increases in expected cash flows in the quarterly recasts. Reclassifications to nonaccretable difference occur when accruing loans are moved to nonaccrual and expected cash flows are no longer predictable and the accretable yield is eliminated.
Summary of impaired loans by class	Non-covered impaired loans, segregated between those considered to be PCI loans and those without credit impairment at acquisition, are summarized by class in the following tables (in thousands). Unpaid Recorded Recorded Total Contractual Investment with Investment with Recorded Related March 31, 2016 Principal Balance No Allowance Allowance Investment Allowance PCI Commercial and industrial: Secured $ $ $ $ $ Unsecured — — — — Real estate: Secured by commercial properties Secured by residential properties Construction and land development: Residential construction loans — — — — — Commercial construction loans and land development Consumer Broker-dealer — — — — — Non-PCI Commercial and industrial: Secured Unsecured — — Real estate: Secured by commercial properties — — Secured by residential properties — — Construction and land development: Residential construction loans — — — — — Commercial construction loans and land development — — Consumer — — Broker-dealer — — — — — $ $ $ $ $ Unpaid Recorded Recorded Total Contractual Investment with Investment with Recorded Related December 31, 2015 Principal Balance No Allowance Allowance Investment Allowance PCI Commercial and industrial: Secured $ $ $ $ $ Unsecured — — — — Real estate: Secured by commercial properties Secured by residential properties Construction and land development: Residential construction loans — Commercial construction loans and land development Consumer Broker-dealer — — — — — Non-PCI Commercial and industrial: Secured Unsecured — — Real estate: Secured by commercial properties — — Secured by residential properties — — Construction and land development: Residential construction loans — — — — — Commercial construction loans and land development — — Consumer — — — Broker-dealer — — — — — $ $ $ $ $
Summary of average investment in impaired loans by class	Average recorded investment in non-covered impaired loans is summarized by class in the following table (in thousands). Three Months Ended March 31, 2016 2015 Commercial and industrial: Secured $ $ Unsecured Real estate: Secured by commercial properties Secured by residential properties Construction and land development: Residential construction loans Commercial construction loans and land development Consumer Broker-dealer — — $ $
Summary of non-accrual loans by class	Non-covered non-accrual loans, excluding those classified as held for sale, are summarized by class in the following table (in thousands). March 31, December 31, 2016 2015 Commercial and industrial: Secured $ $ Unsecured Real estate: Secured by commercial properties Secured by residential properties Construction and land development: Residential construction loans — — Commercial construction loans and land development Consumer Broker-dealer — — $ $
Schedule of information regarding TDRs granted	The outstanding balance of TDRs granted in the three months ended March 31, 2016 and 2015 , respectively, is shown in the following tables (in thousands). The TDR granted during the three months ended March 31, 2015 was paid off as of June 30, 2015. At March 31, 2016 and December 31, 2015 , the Bank had nominal unadvanced commitments to borrowers whose loans have been restructured in TDRs. Recorded Investment in Loans Modified by Interest Rate Payment Term Total Three months ended March 31, 2016 A/B Note Adjustment Extension Modification Commercial and industrial: Secured $ — $ — $ $ Unsecured — — — — Real estate: Secured by commercial properties — — — — Secured by residential properties — — — — Construction and land development: Residential construction loans — — — — Commercial construction loans and land development — — — — Consumer — — — — Broker-dealer — — — — $ — $ — $ $ Recorded Investment in Loans Modified by Interest Rate Payment Term Total Three months ended March 31, 2015 A/B Note Adjustment Extension Modification Commercial and industrial: Secured $ — $ — $ — $ — Unsecured — — — — Real estate: Secured by commercial properties — — — — Secured by residential properties — — — — Construction and land development: Residential construction loans — — — — Commercial construction loans and land development — — Consumer — — — — Broker-dealer — — — — $ — $ — $ $
Schedule of analysis of the aging of the entity's loan portfolio	An analysis of the aging of the Bank’s non-covered loan portfolio is shown in the following tables (in thousands). Accruing Loans (Non-PCI) Loans Past Due Loans Past Due Loans Past Due Total Current PCI Total Past Due March 31, 2016 30-59 Days 60-89 Days 90 Days or More Past Due Loans Loans Loans Loans 90 Days or More Commercial and industrial: Secured $ $ $ $ $ $ $ $ Unsecured — — — Real estate: Secured by commercial properties — Secured by residential properties — — Construction and land development: Residential construction loans — — — — Commercial construction loans and land development — — — — — Consumer — Broker-dealer — — — — — — $ $ $ $ $ $ $ $ Accruing Loans (Non-PCI) Loans Past Due Loans Past Due Loans Past Due Total Current PCI Total Past Due December 31, 2015 30-59 Days 60-89 Days 90 Days or More Past Due Loans Loans Loans Loans 90 Days or More Commercial and industrial: Secured $ $ $ $ $ $ $ $ Unsecured — — — Real estate: Secured by commercial properties — Secured by residential properties — Construction and land development: Residential construction loans — — — Commercial construction loans and land development — Consumer — — Broker-dealer — — — — — — $ $ $ $ $ $ $ $
Schedule of internal risk grades of loans by class	The following tables present the internal risk grades of non-covered loans, as previously described, in the portfolio by class (in thousands). March 31, 2016 Pass Special Mention Substandard PCI Total Commercial and industrial: Secured $ $ $ $ $ Unsecured — — Real estate: Secured by commercial properties — Secured by residential properties — Construction and land development: Residential construction loans — — — Commercial construction loans and land development — Consumer — Broker-dealer — — — $ $ $ $ $ December 31, 2015 Pass Special Mention Substandard PCI Total Commercial and industrial: Secured $ $ — $ $ $ Unsecured — — Real estate: Secured by commercial properties Secured by residential properties — Construction and land development: Residential construction loans — — Commercial construction loans and land development — Consumer Broker-dealer — — — $ $ $ $ $
Schedule of changes in the allowance for loan losses by portfolio segment	Changes in the allowance for non-covered loan losses, distributed by portfolio segment, are shown below (in thousands). Commercial and Construction and Three Months Ended March 31, 2016 Industrial Real Estate Land Development Consumer Broker-Dealer Total Balance, beginning of period $ $ $ $ $ $ Provision charged to (recapture from) operations Loans charged off — — Recoveries on charged off loans — — Balance, end of period $ $ $ $ $ $ Commercial and Construction and Three Months Ended March 31, 2015 Industrial Real Estate Land Development Consumer Broker-Dealer Total Balance, beginning of period $ $ $ $ $ $ Provision charged to (recapture from) operations Loans charged off — — Recoveries on charged off loans — Balance, end of period $ $ $ $ $ $
Schedule of loan portfolio distributed by portfolio segment and impairment methodology	The non-covered loan portfolio was distributed by portfolio segment and impairment methodology as shown below (in thousands). Commercial and Construction and March 31, 2016 Industrial Real Estate Land Development Consumer Broker-Dealer Total Loans individually evaluated for impairment $ $ — $ — $ — $ — $ Loans collectively evaluated for impairment PCI Loans — $ $ $ $ $ $ Commercial and Construction and December 31, 2015 Industrial Real Estate Land Development Consumer Broker-Dealer Total Loans individually evaluated for impairment $ $ $ — $ — $ — $ Loans collectively evaluated for impairment PCI Loans — $ $ $ $ $ $
Schedule of allowance for loan losses distributed by portfolio segment and impairment methodology	The allowance for non-covered loan losses was distributed by portfolio segment and impairment methodology as shown below (in thousands). Commercial and Construction and March 31, 2016 Industrial Real Estate Land Development Consumer Broker-Dealer Total Loans individually evaluated for impairment $ $ — $ — $ — $ — $ Loans collectively evaluated for impairment PCI Loans — $ $ $ $ $ $ Commercial and Construction and December 31, 2015 Industrial Real Estate Land Development Consumer Broker-Dealer Total Loans individually evaluated for impairment $ $ — $ — $ — $ — $ Loans collectively evaluated for impairment PCI Loans — $ $ $ $ $ $

Covered Assets and Indemnific39

Covered Assets and Indemnification Asset (Tables) - Covered	3 Months Ended
	Mar. 31, 2016
Loans
Summary of carrying value of the loans	The following table presents the carrying value of the covered loans summarized by portfolio segment (in thousands). March 31, December 31, 2016 2015 Commercial and industrial $ $ Real estate Construction and land development Allowance for covered loans Total covered loans, net of allowance $ $
Schedule of carrying value and the outstanding balance of the PCI loans	The following table presents the carrying value and the outstanding contractual balance of the covered PCI loans (in thousands). March 31, December 31, 2016 2015 Carrying amount $ $ Outstanding balance
Schedule of changes in the accretable yield for the PCI loans	Changes in the accretable yield for the covered PCI loans were as follows (in thousands). Three Months Ended March 31, 2016 2015 Balance, beginning of period $ $ Reclassifications from (to) nonaccretable difference, net (1) Transfer of loans to covered OREO (2) Accretion Balance, end of period $ $ (1) Reclassifications from nonaccretable difference are primarily due to net increases in expected cash flows in the quarterly recasts, but may also include the reclassification and immediate income recognition of nonaccretable difference due to the favorable resolution of loans accounted for individually. Reclassifications to nonaccretable difference occur when accruing loans are moved to nonaccrual and expected cash flows are no longer predictable and the accretable yield is eliminated. (2) Transfer of loans to covered OREO is the difference between the value removed from the pool and the expected cash flows for the loan.
Summary of impaired loans by class	Covered impaired loans, segregated between those considered to be PCI loans and those without credit impairment at acquisition, are summarized by class in the following tables (in thousands). Unpaid Recorded Recorded Total Contractual Investment with Investment with Recorded Related March 31, 2016 Principal Balance No Allowance Allowance Investment Allowance PCI Commercial and industrial: Secured $ $ $ $ $ Unsecured Real estate: Secured by commercial properties Secured by residential properties Construction and land development: Residential construction loans — Commercial construction loans and land development — — Non-PCI Commercial and industrial: Secured — — Unsecured — — — — — Real estate: Secured by commercial properties — — Secured by residential properties — — Construction and land development: Residential construction loans — — Commercial construction loans and land development — — — — $ $ $ $ $ Unpaid Recorded Recorded Total Contractual Investment with Investment with Recorded Related December 31, 2015 Principal Balance No Allowance Allowance Investment Allowance PCI Commercial and industrial: Secured $ $ $ $ $ Unsecured Real estate: Secured by commercial properties Secured by residential properties Construction and land development: Residential construction loans — — Commercial construction loans and land development — — Non-PCI Commercial and industrial: Secured — — Unsecured — — — Real estate: Secured by commercial properties — — Secured by residential properties — — Construction and land development: Residential construction loans — — Commercial construction loans and land development — — — — $ $ $ $ $
Summary of average investment in impaired loans by class	Average recorded investment in covered impaired loans is summarized by class in the following table (in thousands). Three Months Ended March 31, 2016 2015 Commercial and industrial: Secured $ $ Unsecured Real estate: Secured by commercial properties Secured by residential properties Construction and land development: Residential construction loans Commercial construction loans and land development $ $
Summary of non-accrual loans by class	Covered non-accrual loans are summarized by class in the following table (in thousands). March 31, December 31, 2016 2015 Commercial and industrial: Secured $ $ Unsecured — — Real estate: Secured by commercial properties Secured by residential properties Construction and land development: Residential construction loans Commercial construction loans and land development $ $
Schedule of information regarding TDRs granted	The outstanding balance of TDRs granted during three months ended March 31, 2015 is shown in the following table (in thousands). Pooled Loans are not in the scope of the disclosure requirements for TDRs. At March 31, 2016 and December 31, 2015 , the Bank had nominal unadvanced commitments to borrowers whose loans have been restructured in TDRs. Recorded Investment in Loans Modified by Interest Rate Payment Term Total Three Months Ended March 31, 2015 A/B Note Adjustment Extension Modification Commercial and industrial: Secured $ — $ — $ — $ — Unsecured — — — — Real estate: Secured by commercial properties — — Secured by residential properties — — Construction and land development: Residential construction loans — — — — Commercial construction loans and land development — — — — $ — $ — $ $ The following table presents information regarding TDRs granted during the three months ended March 31, 2015 for which a payment was at least 30 days past due in the three months ended March 31, 2015 (dollars in thousands). Number of Recorded Loans Investment Commercial and industrial: Secured — $ — Unsecured — — Real estate: Secured by commercial properties — — Secured by residential properties Construction and land development: Residential construction loans — — Commercial construction loans and land development — — $
Schedule of analysis of the aging of the entity's loan portfolio	An analysis of the aging of the Bank’s covered loan portfolio is shown in the following tables (in thousands). Accruing Loans Loans Past Due Loans Past Due Loans Past Due Total Current PCI Total (Non ‑ PCI) Past Due March 31, 2016 30 ‑ 59 Days 60 ‑ 89 Days 90 Days or More Past Due Loans Loans Loans Loans 90 Days or More Commercial and industrial: Secured $ — $ — $ $ $ $ $ $ Unsecured — — — — — — Real estate: Secured by commercial properties — — — Secured by residential properties — Construction and land development: Residential construction loans — — — — Commercial construction loans and land development — — — $ $ $ $ $ $ $ $ Accruing Loans Loans Past Due Loans Past Due Loans Past Due Total Current PCI Total (Non ‑ PCI) Past Due December 31, 2015 30 ‑ 59 Days 60 ‑ 89 Days 90 Days or More Past Due Loans Loans Loans Loans 90 Days or More Commercial and industrial: Secured $ $ — $ $ $ $ $ $ — Unsecured — — — — — — Real estate: Secured by commercial properties — — — Secured by residential properties — Construction and land development: Residential construction loans — — — Commercial construction loans and land development — $ $ $ $ $ $ $ $ —
Schedule of internal risk grades of loans	The following tables present the internal risk grades of covered loans in the portfolio by class (in thousands). March 31, 2016 Pass Special Mention Substandard PCI Total Commercial and industrial: Secured $ $ — $ $ $ Unsecured — — — Real estate: Secured by commercial properties — Secured by residential properties Construction and land development: Residential construction loans — — Commercial construction loans and land development — $ $ $ $ $ December 31, 2015 Pass Special Mention Substandard PCI Total Commercial and industrial: Secured $ $ — $ $ $ Unsecured — — — Real estate: Secured by commercial properties — Secured by residential properties Construction and land development: Residential construction loans — Commercial construction loans and land development — $ $ $ $ $
Schedule of changes in the allowance for loan losses by portfolio segment	Changes in the allowance for covered loan losses, distributed by portfolio segment, are shown below (in thousands). Commercial and Construction and Three months ended March 31, 2016 Industrial Real Estate Land Development Total Balance, beginning of period $ $ $ — $ Provision charged to (recapture from) operations Loans charged off Recoveries on charged off loans — — Balance, end of period $ $ $ $ Commercial and Construction and Three months ended March 31, 2015 Industrial Real Estate Land Development Total Balance, beginning of period $ $ $ $ Provision charged to (recapture from) operations Loans charged off Recoveries on charged off loans — — — — Balance, end of period $ $ $ $
Schedule of loan portfolio distributed by portfolio segment and impairment methodology	The covered loan portfolio was distributed by portfolio segment and impairment methodology as shown below (in thousands). Commercial and Construction and March 31, 2016 Industrial Real Estate Land Development Total Loans individually evaluated for impairment $ — $ — $ $ Loans collectively evaluated for impairment PCI Loans $ $ $ $ Commercial and Construction and December 31, 2015 Industrial Real Estate Land Development Total Loans individually evaluated for impairment $ — $ — $ $ Loans collectively evaluated for impairment PCI Loans $ $ $ $
Schedule of allowance for loan losses distributed by portfolio segment and impairment methodology	The allowance for covered loan losses was distributed by portfolio segment and impairment methodology as shown below (in thousands). Commercial and Construction and March 31, 2016 Industrial Real Estate Land Development Total Loans individually evaluated for impairment $ — $ — $ — $ — Loans collectively evaluated for impairment PCI Loans $ $ $ $ Commercial and Construction and December 31, 2015 Industrial Real Estate Land Development Total Loans individually evaluated for impairment $ — $ — $ — $ — Loans collectively evaluated for impairment — PCI Loans — $ $ $ — $
Summary of the activity in covered OREO	A summary of the activity in covered OREO is as follows (in thousands). Three Months Ended March 31, 2016 2015 Balance, beginning of period $ $ Additions to covered OREO Dispositions of covered OREO Valuation adjustments in the period Balance, end of period $ $
Summary of the activity in the FDIC Indemnification Asset	A summary of the activity in the FDIC Indemnification Asset is as follows (in thousands). Three Months Ended March 31, 2016 2015 Balance, beginning of period $ $ FDIC Indemnification Asset accretion (amortization) Transfers to due from FDIC and other Balance, end of period $ $

Mortgage Servicing Rights (Tabl

Mortgage Servicing Rights (Tables)	3 Months Ended
	Mar. 31, 2016
Mortgage Servicing Rights
Schedule of change in fair value of the Company's MSR, as included in other assets within the consolidated balance sheets	The following tables present the changes in fair value of the Company’s MSR, as included in other assets within the consolidated balance sheets, and other information related to the serviced portfolio (dollars in thousands). Three Months Ended March 31, 2016 2015 Balance, beginning of period $ $ Additions Changes in fair value: Due to changes in model inputs or assumptions (1) Due to customer payoffs Balance, end of period $ $ March 31, December 31, 2016 2015 Mortgage loans serviced for others $ $ MSR asset as a percentage of serviced mortgage loans % % (1) Primarily represents normal customer payments, changes in discount rates and prepayment speed assumptions, which are primarily affected by changes in interest rates and the refinement of other MSR model assumptions .
Schedule of key assumptions used in measuring the fair value of the Company's MSR	March 31, December 31, 2016 2015 Weighted average constant prepayment rate % % Weighted average discount rate % % Weighted average life (in years)
Schedule of sensitivity analysis of fair value of the Company's MSR to certain key assumptions	A sensitivity analysis of the fair value of the Company’s MSR to certain key assumptions is presented in the following table (in thousands). March 31, December 31, 2016 2015 Constant prepayment rate: Impact of 10% adverse change $ $ Impact of 20% adverse change Discount rate: Impact of 10% adverse change Impact of 20% adverse change

Deposits (Tables)

Deposits (Tables)	3 Months Ended
	Mar. 31, 2016
Deposits
Summary of deposits	Deposits are summarized as follows (in thousands). March 31, December 31, 2016 2015 Noninterest-bearing demand $ $ Interest-bearing: NOW accounts Money market Brokered - money market Demand Savings Time Brokered - time — $ $

Short-term Borrowings (Tables)

Short-term Borrowings (Tables)	3 Months Ended
	Mar. 31, 2016
Short-term borrowings
Schedule of short-term borrowings	Short-term borrowings are summarized as follows (in thousands). March 31, December 31, 2016 2015 Federal funds purchased $ $ Securities sold under agreements to repurchase Federal Home Loan Bank Short-term bank loans $ $
Schedule of federal funds purchased and securities sold under agreements to repurchase
Short-term borrowings
Schedule of short-term borrowings	Information concerning federal funds purchased and securities sold under agreements to repurchase is shown in the following tables (dollars in thousands). Three Months Ended March 31, 2016 2015 Average balance during the period $ $ Average interest rate during the period % % March 31, December 31, 2016 2015 Average interest rate at end of period % % Securities underlying the agreements at end of period: Carrying value $ $ Estimated fair value $ $
Federal Home Loan Bank notes
Short-term borrowings
Schedule of short-term borrowings	Other information regarding FHLB short-term borrowings is shown in the following tables (dollars in thousands). Three Months Ended March 31, 2016 2015 Average balance during the period $ $ Average interest rate during the period % % March 31, December 31, 2016 2015 Average interest rate at end of period % %

Notes Payable (Tables)

Notes Payable (Tables)	3 Months Ended
	Mar. 31, 2016
Notes Payable
Schedule of notes payable	March 31, December 31, 2016 2015 NLIC note payable due May 2033 $ $ NLIC note payable due September 2033 ASIC note payable due April 2034 Insurance company note payable due March 2035 Federal Home Loan Bank notes, maturities ranging from May 2016 to June 2030 Insurance company line of credit due December 31, 2016 Ventures line of credit due August 2016 — Senior Notes due April 2025, net $ $

Commitments and Contingencies (

Commitments and Contingencies (Tables)	3 Months Ended
	Mar. 31, 2016
Commitments and Contingencies
Schedule of roll-forward of claims activity for loans put-back to the mortgage origination segment	The following tables provide for a rollforward of claims activity for loans put-back to the mortgage origination segment based upon an alleged breach of a representation or warranty with respect to a loan sold and related indemnification liability reserve activity (in thousands). Representation and Warranty Specific Claims Activity - Origination Loan Balance Three Months Ended March 31, 2016 2015 Balance, beginning of period $ $ Claims made Claims resolved with no payment Repurchases Indemnification payments Balance, end of period $ $ Indemnification Liability Reserve Activity Three Months Ended March 31, 2016 2015 Balance, beginning of period $ $ Additions for new sales Repurchases Early payment defaults Indemnification payments Change in estimate — Balance, end of period $ $ March 31, December 31, 2016 2015 Reserve for Indemnification Liability: Specific claims $ $ Incurred but not reported claims Total $ $

Stock-Based Compensation (Table

Stock-Based Compensation (Tables)	3 Months Ended
	Mar. 31, 2016
Stock-Based Compensation
Schedule of nonvested Restricted Stock Award and RSU activity	The following table summarizes information about nonvested Restricted Stock Award and RSU activity for the three months ended March 31, 2016 (shares in thousands). Restricted Stock Awards RSUs Weighted Weighted Average Average Grant Date Grant Date Outstanding Fair Value Outstanding Fair Value Balance, December 31, 2015 $ $ Granted - $ - $ Vested/Released $ $ Forfeited $ $ Balance, March 31, 2016 $ $

Regulatory Matters (Tables)

Regulatory Matters (Tables)	3 Months Ended
	Mar. 31, 2016
Regulatory Matters
Schedule of comparison of the Bank's and Hilltop's consolidated actual capital amounts and ratios to the regulatory minimum requirements and the Bank's regulatory minimum capital requirements and the Bank's regulatory minimum capital requirements needed to qualify as a well-capitalized institution without giving effect to the final Basel III capital rules adopted by the Federal Reserve Board	The following table shows the Bank’s and Hilltop’s consolidated actual capital amounts and ratios compared to the regulatory minimum capital requirements and the Bank’s regulatory minimum capital requirements needed to qualify as a “well-capitalized” institution in accordance with Basel III as measured at March 31, 2016 and December 31, 2015 , respectively (dollars in thousands). To Be Well Capitalized Minimum Capital Minimum Capital Actual Requirements Requirements Amount Ratio Amount Ratio Amount Ratio March 31, 2016 Tier 1 capital (to average assets): Bank $ % $ % $ % Hilltop % % N/A N/A Common equity Tier 1 capital (to risk-weighted assets): Bank % % % Hilltop % % N/A N/A Tier 1 capital (to risk-weighted assets): Bank % % % Hilltop % % N/A N/A Total capital (to risk-weighted assets): Bank % % % Hilltop % % N/A N/A December 31, 2015 Tier 1 capital (to average assets): Bank $ % $ % $ % Hilltop % % N/A N/A Common equity Tier 1 capital (to risk-weighted assets): Bank % % % Hilltop % % N/A N/A Tier 1 capital (to risk-weighted assets): Bank % % % Hilltop % % N/A N/A Total capital (to risk-weighted assets): Bank % % % Hilltop % % N/A N/A
Schedule of net capital position	At March 31, 2016 , the net capital position of each of the Hilltop Broker-Dealers was as follows (in thousands). HTS Hilltop Independent Securities Network Net capital $ $ Less required net capital Excess net capital $ $ Net capital as a percentage of aggregate debit items % Net capital in excess of 5% aggregate debit items $
Summary of statutory capital and surplus and statutory net income of each insurance subsidiary	A summary of statutory capital and surplus and statutory net income of each insurance subsidiary is as follows (in thousands). March 31, December 31, 2016 2015 Capital and surplus: National Lloyds Insurance Company $ $ American Summit Insurance Company Three Months Ended March 31, 2016 2015 Statutory net income: National Lloyds Insurance Company $ $ American Summit Insurance Company

Derivative Financial Instrume47

Derivative Financial Instruments (Tables)	3 Months Ended
	Mar. 31, 2016
Derivative Financial Instruments
Schedule of derivative positions	Derivative positions are presented in the following table (in thousands). March 31, 2016 December 31, 2015 Notional Estimated Notional Estimated Amount Fair Value Amount Fair Value Derivative instruments: IRLCs $ $ $ $ Commitments to purchase MBSs Commitments to sell MBSs Interest rate swaps and swaptions

Balance Sheet Offsetting (Table

Balance Sheet Offsetting (Tables)	3 Months Ended
	Mar. 31, 2016
Balance Sheet Offsetting
Schedule of the assets subject to an enforceable master netting arrangement or repurchase agreements	The following tables present the assets and liabilities subject to enforceable master netting arrangements, repurchase agreements, or similar agreements with offsetting rights (in thousands). Gross Amounts Not Offset in Net Amounts the Balance Sheet Gross Amounts Gross Amounts of Assets Cash of Recognized Offset in the Presented in the Financial Collateral Net Assets Balance Sheet Balance Sheet Instruments Pledged Amount March 31, 2016 Securities borrowed: Institutional counterparties $ $ — $ $ $ — $ — Interest rate swaps and swaptions: Institutional counterparties — — Reverse repurchase agreements: Institutional counterparties — — Forward MBS derivatives: Institutional counterparties — — — $ $ $ $ $ — $ December 31, 2015 Securities borrowed: Institutional counterparties $ $ — $ $ $ — $ — Interest rate swaps and swaptions: Institutional counterparties — — Reverse repurchase agreements: Institutional counterparties — — Forward MBS derivatives: Institutional counterparties — — — $ $ $ $ $ — $
Schedule of the liabilities subject to an enforceable master netting arrangement or repurchase agreements	Gross Amounts Not Offset in Net Amounts the Balance Sheet Gross Amounts Gross Amounts of Liabilities Cash of Recognized Offset in the Presented in the Financial Collateral Net Liabilities Balance Sheet Balance Sheet Instruments Pledged Amount March 31, 2016 Securities loaned: Institutional counterparties $ $ — $ $ $ — $ — Interest rate swaps and swaptions: Institutional counterparties — — Repurchase agreements: Institutional counterparties — — — Customer counterparties — — — Forward MBS derivatives: Institutional counterparties — $ $ $ $ $ — $ December 31, 2015 Securities loaned: Institutional counterparties $ — — — Interest rate swaps and swaptions: Institutional counterparties — — Repurchase agreements: Institutional counterparties — — — Customer counterparties — — — Forward MBS derivatives: Institutional counterparties — $ $ $ $ $ — $
Schedule of contractual maturities of repurchase agreements and secured borrowing transactions	The following tables present the remaining contractual maturities of repurchase agreement and securities lending transactions accounted for as secured borrowings (in thousands). The Company had no repurchase-to-maturity transactions outstanding at both March 31, 2016 and December 31, 2015 . Remaining Contractual Maturities Overnight and Greater Than March 31, 2016 Continuous Up to 30 Days 30-90 Days 90 Days Total Repurchase agreement transactions: U.S. Treasury and agency securities $ $ $ — $ — $ Securities lending transactions: Corporate securities — — — Equity securities — — — Other — — — Total $ $ $ — $ — $ Gross amount of recognized liabilities for repurchase agreement and securities lending transactions in offsetting disclosure above $ Amount related to agreements not included in offsetting disclosure above $ — Remaining Contractual Maturities Overnight and Greater Than December 31, 2015 Continuous Up to 30 Days 30-90 Days 90 Days Total Repurchase agreement transactions: U.S. Treasury and agency securities $ $ $ — $ — $ Securities lending transactions: U.S. Treasury and agency securities — — — Corporate securities — — — Equity securities — — — Total $ $ $ — $ — $ Gross amount of recognized liabilities for repurchase agreement and securities lending transactions in offsetting disclosure above $ Amount related to agreements not included in offsetting disclosure above $ —

Broker-Dealer and Clearing Or49

Broker-Dealer and Clearing Organization Receivables and Payables (Tables)	3 Months Ended
	Mar. 31, 2016
Broker-Dealer and Clearing Organization Receivables and Payables
Schedule of broker-dealer and clearing organization receivables and payables	Broker-dealer and clearing organization receivables and payables consisted of the following (in thousands). March 31, December 31, 2016 2015 Receivables: Securities borrowed $ $ Securities failed to deliver Clearing organizations — Trades in process of settlement, net Other $ $ Payables: Securities loaned $ $ Correspondents Securities failed to receive Clearing organizations $ $

Reserves for Losses and Loss 50

Reserves for Losses and Loss Adjustment Expenses (Tables)	3 Months Ended
	Mar. 31, 2016
Reserves for Losses and Loss Adjustment Expenses
Schedule of information regarding the reserve for unpaid losses and loss adjustment expenses ("LAE") as included in other liabilities within the consolidated balance sheets	A rollforward of NLC’s reserve for unpaid losses and LAE, as included in other liabilities within the consolidated balance sheets, is as follows (in thousands). Three Months Ended March 31, 2016 2015 Balance, beginning of period $ $ Less reinsurance recoverables Net balance, beginning of period Incurred related to: Current year Prior years Total incurred Payments related to: Current year Prior years Total payments Net balance, end of period Plus reinsurance recoverables Balance, end of period $ $

Reinsurance Activity (Tables)

Reinsurance Activity (Tables)	3 Months Ended
	Mar. 31, 2016
Reinsurance Activity.
Schedule of effects of reinsurance on premiums written and earned	The effects of reinsurance on premiums written and earned are summarized as follows (in thousands). Three Months Ended March 31, 2016 2015 Written Earned Written Earned Premiums from direct business $ $ $ $ Reinsurance assumed Reinsurance ceded Net premiums $ $ $ $
Schedule of effects of reinsurance on incurred losses	The effects of reinsurance on incurred losses are as follows (in thousands). Three Months Ended March 31, 2016 2015 Loss and LAE incurred $ $ Reinsurance recoverables Net loss and LAE incurred $ $

Segment and Related Informati52

Segment and Related Information (Tables)	3 Months Ended
	Mar. 31, 2016
Segment and Related Information
Schedule of information about the segment revenues, operating results, goodwill, and assets of entity's reportable segments	The following tables present certain information about reportable business segment revenues, operating results, goodwill and assets (in thousands). Mortgage All Other and Hilltop Three Months Ended March 31, 2016 Banking Broker-Dealer Origination Insurance Corporate Eliminations Consolidated Net interest income (expense) $ $ $ $ $ $ $ Provision for loan losses — — — — Noninterest income Noninterest expense Income (loss) before income taxes $ $ $ $ $ $ $ Mortgage All Other and Hilltop Three Months Ended March 31, 2015 Banking Broker-Dealer Origination Insurance Corporate Eliminations Consolidated Net interest income (expense) $ $ $ $ $ $ $ Provision for loan losses — — — — Noninterest income Noninterest expense Income (loss) before income taxes $ $ $ $ $ $ $ March 31, 2016 Goodwill $ $ $ $ $ — $ — $ Total assets $ $ $ $ $ $ $ December 31, 2015 Goodwill $ $ $ $ $ — $ — $ Total assets $ $ $ $ $ $ $

Earnings per Common Share (Tabl

Earnings per Common Share (Tables)	3 Months Ended
	Mar. 31, 2016
Earnings per Common Share
Schedule of the computation of basic and diluted earnings per common share	The following table presents the computation of basic and diluted earnings per common share (in thousands, except per share data) . Three Months Ended March 31, 2016 2015 Basic earnings per share: Income applicable to Hilltop common stockholders $ $ Less: income applicable to participating shares Net earnings available to Hilltop common stockholders $ $ Weighted average shares outstanding - basic Basic earnings per common share $ $ Diluted earnings per share: Income applicable to Hilltop common stockholders $ $ Weighted average shares outstanding - basic Effect of potentially dilutive securities Weighted average shares outstanding - diluted Diluted earnings per common share $ $

Summary of Significant Accoun54

Summary of Significant Accounting and Reporting Policies - Nature of Operations (Details)	Mar. 31, 2016item
Summary of Significant Accounting and Reporting Policies
Number of primary operating business units	3

Summary of Significant Accoun55

Summary of Significant Accounting and Reporting Policies - Basis of Presentation, Ownership (Details)	3 Months Ended
	Mar. 31, 2016
Plains Capital
Basis of Presentation
Ownership percentage of subsidiary owned by the reporting entity	100.00%
Bank
Basis of Presentation
Ownership percentage of subsidiary owned by subsidiary of the reporting entity	100.00%
Plains Capital Equity LLC
Basis of Presentation
Ownership percentage of subsidiary owned by subsidiary of the reporting entity	100.00%
Prime Lending
Basis of Presentation
Ownership percentage of subsidiary owned by subsidiary of the reporting entity	100.00%
Plains Capital Securities LLC
Basis of Presentation
Ownership percentage of subsidiary owned by subsidiary of the reporting entity	100.00%
Prime Lending Ventures Management LLC
Basis of Presentation
Ownership percentage of subsidiary owned by subsidiary of the reporting entity	100.00%
PCC Statutory Trusts
Basis of Presentation
Ownership percentage of subsidiary owned by subsidiary of the reporting entity	100.00%
Securities Holdings
Basis of Presentation
Ownership percentage of subsidiary owned by the reporting entity	100.00%
NLC
Basis of Presentation
Ownership percentage of subsidiary owned by the reporting entity	100.00%

Summary of Significant Accoun56

Summary of Significant Accounting and Reporting Policies - Basis of Presentation - Additional Info. (Details) - USD ($) $ in Thousands	Jan. 01, 2015	Mar. 31, 2016	Mar. 31, 2015
Error Corrections and Prior Period Adjustments Restatement
Bargain purchase gain			$ 81,289
Operating Activities
Net change in broker-dealer and clearing organization receivables		$ 130,858	(793,613)
Net change in broker-dealer and clearing organization payables		(162,722)	690,552
Net cash provided by (used in) operating activities		9,885	(118,644)
Investing Activities
Net change in loans		(233,309)	(2,080)
Net cash provided by investing activities		(174,093)	522,912
Financing Activities
Net change in deposits		139,925	(556,657)
Net cash provided by (used in) financing activities		22,272	(508,810)
Net change in cash and cash equivalents		$ (141,936)	(104,542)
Scenario, Previously Reported
Operating Activities
Net change in broker-dealer and clearing organization receivables			(1,062,969)
Net change in broker-dealer and clearing organization payables			1,039,786
Net cash provided by (used in) operating activities			(38,766)
Investing Activities
Net change in loans			267,275
Net cash provided by investing activities			792,267
Financing Activities
Net change in deposits			(905,890)
Net cash provided by (used in) financing activities			(858,043)
Net change in cash and cash equivalents			(104,542)
SWS
Error Corrections and Prior Period Adjustments Restatement
Bargain purchase gain	$ 81,289
SWS | Scenario, Previously Reported
Error Corrections and Prior Period Adjustments Restatement
Bargain purchase gain			82,800
SWS | Restatement Adjustment
Error Corrections and Prior Period Adjustments Restatement
Bargain purchase gain			$ (1,500)

Acquisition - Consideration Pai

Acquisition - Consideration Paid (Details) $ / shares in Units, $ in Thousands, shares in Millions	Jan. 01, 2015USD ($)$ / sharesshares	Mar. 31, 2015USD ($)
Acquisitions
Bargain purchase gain		$ 81,289
SWS
Acquisitions
Conversion of common stock	0.2496
Cash consideration paid per share | $ / shares	$ 1.94
Acquisition price (in dollars per share) | $ / shares	$ 6.92
Aggregate purchase price, stock issued | shares	10.1
Bargain purchase gain	$ 81,289
Fair value of consideration paid:
Common stock issued	200,626
Cash	78,217
Fair value of Hilltop existing investment in SWS	70,282
Total consideration paid	$ 349,125

Acquisition - Identifiable Asse

Acquisition - Identifiable Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands	Jan. 01, 2015	Mar. 31, 2015	Dec. 31, 2015
Fair values of the identifiable assets acquired, and liabilities assumed
Bargain purchase gain		$ (81,289)
SWS
Fair values of the identifiable assets acquired, and liabilities assumed
Cash and due from banks	$ 119,314
Federal funds sold and securities purchased under agreements to resell	44,741
Assets segregated for regulatory purposes	181,610
Securities	707,476
Non-covered loans, net	863,819
Broker-dealer and clearing organization receivables	1,221,793
Other assets	159,906
Total identifiable assets acquired	3,298,659
Deposits	(1,287,509)
Broker-dealer and clearing organization payables	(1,109,978)
Short-term borrowings	(164,240)
Securities sold, not yet purchased, at fair value	(140,409)
Notes payable	(76,643)
Other liabilities	(89,466)
Total liabilities assumed	(2,868,245)
Bargain purchase gain	(81,289)
Net identifiable assets acquired	349,125
Less Hilltop existing investment in SWS	(70,282)
Net identifiable assets acquired	278,843
Tax on bargain purchase gain	0		$ 0
Allocation to intangible assets
Gross Intangible Assets	$ 7,460
Customer Relationships | SWS
Allocation to intangible assets
Estimated Useful Life	14 years
Gross Intangible Assets	$ 7,300
Core deposits | SWS
Allocation to intangible assets
Estimated Useful Life	4 years
Gross Intangible Assets	$ 160

Acquisition - Acquired Loans at

Acquisition - Acquired Loans at Acquisition Date (Details) - SWS $ in Thousands	Jan. 01, 2015USD ($)
Information about the acquired loans at acquisition
Carryover of Allowance for Loan and Lease Losses, Loans Acquired	$ 0
Total loans	863,819
Commercial and industrial
Information about the acquired loans at acquisition
Total loans	188,453
Real estate
Information about the acquired loans at acquisition
Total loans	386,695
Construction and land development
Information about the acquired loans at acquisition
Total loans	16,099
Consumer
Information about the acquired loans at acquisition
Total loans	3,216
Broker-dealer
Information about the acquired loans at acquisition
Total loans	269,356
Loans excluding PCI Loans
Information about the acquired loans at acquisition
Total loans	790,360
Loans excluding PCI Loans | Commercial and industrial
Information about the acquired loans at acquisition
Total loans	178,603
Loans excluding PCI Loans | Real estate
Information about the acquired loans at acquisition
Total loans	324,477
Loans excluding PCI Loans | Construction and land development
Information about the acquired loans at acquisition
Total loans	14,708
Loans excluding PCI Loans | Consumer
Information about the acquired loans at acquisition
Total loans	3,216
Loans excluding PCI Loans | Broker-dealer
Information about the acquired loans at acquisition
Total loans	269,356
PCI loans
Information about the acquired loans at acquisition
Total loans	73,459
PCI loans | Commercial and industrial
Information about the acquired loans at acquisition
Total loans	9,850
PCI loans | Real estate
Information about the acquired loans at acquisition
Total loans	62,218
PCI loans | Construction and land development
Information about the acquired loans at acquisition
Total loans	$ 1,391

Acquisition - Loans at Acquisit

Acquisition - Loans at Acquisition, Additional Info. and Pro Forma Results (Details) - SWS $ in Thousands	Jan. 01, 2015USD ($)
Acquisitions
Total loans	$ 863,819
PCI loans
Acquisitions
Contractually required principal and interest payments	120,078
Nonaccretable difference	32,040
Cash flows expected to be collected	88,038
Accretable difference	14,579
Total loans	73,459
Loans excluding PCI Loans
Acquisitions
Contractually required principal and interest payments	901,672
Contractual cash flows not expected to be collected	39,721
Total loans	$ 790,360

Fair Value Measurements - FV Op

Fair Value Measurements - FV Option (Details) - USD ($) $ in Millions	Mar. 31, 2016	Dec. 31, 2015
Fair Value Measurements
Mortgage loans held for sale, fair value	$ 1,290	$ 1,460
Mortgage loans held for sale, unpaid principal balance	$ 1,230	$ 1,410

Fair Value Measurements - Recur

Fair Value Measurements - Recurring Basis (Details) - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015
Financial assets:
Trading securities	$ 368,425	$ 214,146
Available for sale securities	666,328	673,706
Recurring
Financial assets:
Trading securities	368,425	214,146
Available for sale securities	666,328	673,706
Loans held for sale	1,285,344	1,460,835
Derivative assets	90,981	35,676
Mortgage servicing asset	39,863	52,285
Financial liabilities:
Securities sold, not yet purchased	165,704	130,044
Derivative liabilities	43,945	5,426
Recurring | Level 1
Financial assets:
Trading securities	12,916	21,807
Available for sale securities	17,979	17,409
Financial liabilities:
Securities sold, not yet purchased	60,149	27,648
Recurring | Level 2
Financial assets:
Trading securities	355,508	192,338
Available for sale securities	648,349	656,297
Loans held for sale	1,244,799	1,434,955
Derivative assets	90,981	35,676
Financial liabilities:
Securities sold, not yet purchased	105,555	102,396
Derivative liabilities	43,945	5,426
Recurring | Level 3
Financial assets:
Trading securities	1	1
Loans held for sale	40,545	25,880
Mortgage servicing asset	$ 39,863	$ 52,285

Fair Value Measurements - Roll

Fair Value Measurements - Roll Forward, Level 3 (Details) - Level 3 - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Rollforward for financial instruments measured at fair value using Level 3 inputs
Asset balance, beginning of period	$ 78,166	$ 45,172
Purchases/Additions	24,875	21,127
Sales/Reductions	(4,237)	(271)
Total gains or losses (realized or unrealized):
Included in Net Income (Loss)	(18,395)	(8,953)
Asset balance, end of period	80,409	57,075
Trading securities.
Rollforward for financial instruments measured at fair value using Level 3 inputs
Asset balance, beginning of period	1
Total gains or losses (realized or unrealized):
Asset balance, end of period	1
Available for sale securities
Rollforward for financial instruments measured at fair value using Level 3 inputs
Purchases/Additions		7,301
Total gains or losses (realized or unrealized):
Included in Net Income (Loss)		(1,369)
Asset balance, end of period		5,932
Loans held for sale
Rollforward for financial instruments measured at fair value using Level 3 inputs
Asset balance, beginning of period	25,880	9,017
Purchases/Additions	23,236	11,136
Sales/Reductions	(4,237)	(271)
Total gains or losses (realized or unrealized):
Included in Net Income (Loss)	(4,334)	(387)
Asset balance, end of period	40,545	19,495
MSR
Rollforward for financial instruments measured at fair value using Level 3 inputs
Asset balance, beginning of period	52,285	36,155
Purchases/Additions	1,639	2,690
Total gains or losses (realized or unrealized):
Included in Net Income (Loss)	(14,061)	(7,197)
Asset balance, end of period	$ 39,863	$ 31,648

Fair Value Measurements - Level

Fair Value Measurements - Level 3, Inputs, Recurring (Details) - Level 3 - Recurring - Discounted cash flow	3 Months Ended
	Mar. 31, 2016
Trading securities. | Weighted average
Significant unobservable inputs used in the fair value measurements
Discount rates (as a percent)	10.00%
Trading securities. | Minimum
Significant unobservable inputs used in the fair value measurements
Discount rates (as a percent)	8.00%
Trading securities. | Maximum
Significant unobservable inputs used in the fair value measurements
Discount rates (as a percent)	17.00%
Loans held for sale | Weighted average
Significant unobservable inputs used in the fair value measurements
Projected price (as a percent)	96.00%
Loans held for sale | Minimum
Significant unobservable inputs used in the fair value measurements
Projected price (as a percent)	88.00%
Loans held for sale | Maximum
Significant unobservable inputs used in the fair value measurements
Projected price (as a percent)	96.00%
MSR | Weighted average
Significant unobservable inputs used in the fair value measurements
Constant prepayment rate (as a percent)	16.92%
Discount rates (as a percent)	10.79%

Fair Value Measurements - Chang

Fair Value Measurements - Change in FV (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Fair Value, Transfers Between Level 1 and Level 2
Transfers of assets from level 1 to level 2	$ 0	$ 0
Transfers of assets from level 2 to level 1	0	0
Transfers of liabilities from level 1 to level 2	0	0
Transfers of liabilities from level 2 to level 1	0	0
Fair Value Option
Net Gains (Losses)	127,297	120,545
Other Noninterest Income	29,226	24,613
Loans held for sale
Fair Value Option
Net Gains (Losses)	447	(6,695)
Total Changes in Fair Value	447	(6,695)
MSR
Fair Value Option
Net Gains (Losses)	(14,061)	(7,197)
Total Changes in Fair Value	$ (14,061)	$ (7,197)

Fair Value Measurements - Impai

Fair Value Measurements - Impaired Loans (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Jan. 01, 2015	Sep. 13, 2013	Nov. 30, 2012
SWS
Fair value measurements
Fair value of loans acquired		$ 863,819
SWS | PCI loans
Fair value measurements
Fair value of loans acquired		73,459
Level 3 | Plains Capital | PCI loans
Fair value measurements
Fair value of loans acquired				$ 172,900
Level 3 | Plains Capital | PCI loans | Weighted average
Fair Value Inputs [Abstract]
Weighted average default rate	60.00%
Weighted average loss severity rate	51.00%
Weighted average prepayment speed	0.00%
Weighted average expected loss	31.00%
Level 3 | FNB | PCI loans
Fair value measurements
Fair value of loans acquired			$ 822,800
Level 3 | FNB | PCI loans | Weighted average
Fair Value Inputs [Abstract]
Weighted average default rate	55.00%
Weighted average loss severity rate	34.00%
Weighted average prepayment speed	6.00%
Weighted average expected loss	19.00%
Level 3 | SWS | PCI loans
Fair value measurements
Fair value of loans acquired		$ 73,500
Level 3 | SWS | PCI loans | Weighted average
Fair Value Inputs [Abstract]
Weighted average default rate	51.00%
Weighted average loss severity rate	30.00%
Weighted average prepayment speed	0.00%
Weighted average expected loss	15.00%

Fair Value Measurements - OREO

Fair Value Measurements - OREO (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015	Dec. 31, 2015	Dec. 31, 2014	Sep. 13, 2013
Fair Value
Non-covered impaired loans	$ 5,317,615		$ 5,174,625
Covered impaired loans	346,169		378,762
Covered other real estate owned	78,890	$ 137,703	99,090	$ 136,945
Total Gains (Losses) of impaired loans	(3,407)	(2,687)
Covered
Fair Value
Covered impaired loans	346,169		378,762
Total Gains (Losses) of impaired loans	278	107
Noncovered
Fair Value
Non-covered impaired loans	5,317,615		5,174,625
Total Gains (Losses) of impaired loans	(3,685)	(2,794)
Estimate of Fair Value Measurement
Fair Value
Non-covered impaired loans	5,355,827		5,203,374
Covered impaired loans	484,424		527,201
Level 2 | Estimate of Fair Value Measurement
Fair Value
Non-covered impaired loans	463,987		602,968
Level 3 | Estimate of Fair Value Measurement
Fair Value
Non-covered impaired loans	4,891,840		4,600,406
Covered impaired loans	484,424		527,201
Non-recurring | Covered
Fair Value
Covered impaired loans	45,025
Covered other real estate owned	11,322
Total Gains (Losses) of impaired loans	332	3,218
Total Gains (Losses) of other real estate owned	(9,765)	(950)
Non-recurring | Noncovered
Fair Value
Non-covered impaired loans	39,722
Total Gains (Losses) of impaired loans	(33)	349
Total Gains (Losses) of other real estate owned		$ (28)
Non-recurring | Level 2 | Covered
Fair Value
Covered other real estate owned	11,322
Non-recurring | Level 2 | Estimate of Fair Value Measurement | Noncovered
Fair Value
Non-covered other real estate owned	500		400
Non-recurring | Level 3 | Covered
Fair Value
Covered impaired loans	45,025
Non-recurring | Level 3 | Noncovered
Fair Value
Non-covered impaired loans	39,722
Non-recurring | Level 3 | FNB | Covered | Bank
Fair value measurements
Acquired OREO					$ 135,200
Non-recurring | Level 3 | Estimate of Fair Value Measurement | Covered
Fair Value
Covered other real estate owned	$ 78,900		$ 99,100

Fair Value Measurements - Estim

Fair Value Measurements - Estimated Fair Value (Details) - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015	Mar. 31, 2015	Dec. 31, 2014
Financial assets:
Held to maturity securities	$ 313,553	$ 331,468
Non-covered loans, net	5,317,615	5,174,625
Covered loans, net	346,169	378,762
Broker-dealer and clearing organization receivables	1,370,622	1,362,499
FDIC indemnification asset	80,522	91,648	$ 107,567	$ 130,437
Financial liabilities:
Broker-dealer and clearing organization payables	1,284,016	1,338,305
Carrying Amount
Financial assets:
Cash and cash equivalents	527,509	669,445
Securities purchased under agreements to resell	96,646	105,660
Assets segregated for regulatory purposes	120,714	158,613
Held to maturity securities	310,478	332,022
Loans held for sale	58,989	72,843
Non-covered loans, net	5,317,615	5,174,625
Covered loans, net	346,169	378,762
Broker-dealer and clearing organization receivables	1,370,622	1,362,499
FDIC indemnification asset	80,522	91,648
Other assets	60,468	68,786
Financial liabilities:
Deposits	6,984,175	6,952,683
Broker-dealer and clearing organization payables	1,284,016	1,338,305
Short-term borrowings	832,921	947,373
Debt	299,202	305,728
Other liabilities	5,389	3,699
Estimate of Fair Value Measurement
Financial assets:
Cash and cash equivalents	527,509	669,445
Securities purchased under agreements to resell	96,646	105,660
Assets segregated for regulatory purposes	120,714	158,613
Held to maturity securities	313,553	331,468
Loans held for sale	58,989	72,843
Non-covered loans, net	5,355,827	5,203,374
Covered loans, net	484,424	527,201
Broker-dealer and clearing organization receivables	1,370,622	1,362,499
FDIC indemnification asset	77,817	91,648
Other assets	60,468	68,786
Financial liabilities:
Deposits	6,987,315	6,955,919
Broker-dealer and clearing organization payables	1,284,016	1,338,305
Short-term borrowings	832,921	947,373
Debt	292,817	299,257
Other liabilities	5,389	3,699
Estimate of Fair Value Measurement | Level 1
Financial assets:
Cash and cash equivalents	527,509	669,445
Assets segregated for regulatory purposes	120,714	158,613
Estimate of Fair Value Measurement | Level 2
Financial assets:
Securities purchased under agreements to resell	96,646	105,660
Held to maturity securities	313,553	331,468
Loans held for sale	58,989	72,843
Non-covered loans, net	463,987	602,968
Broker-dealer and clearing organization receivables	1,370,622	1,362,499
Other assets	54,412	53,214
Financial liabilities:
Deposits	6,987,315	6,955,919
Broker-dealer and clearing organization payables	1,284,016	1,338,305
Short-term borrowings	832,921	947,373
Debt	292,817	299,257
Other liabilities	5,389	3,699
Estimate of Fair Value Measurement | Level 3
Financial assets:
Non-covered loans, net	4,891,840	4,600,406
Covered loans, net	484,424	527,201
FDIC indemnification asset	77,817	91,648
Other assets	$ 6,056	$ 15,572

Securities - Trading Securities

Securities - Trading Securities (Details) - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015
Schedule of fair value of trading securities
Trading Securities	$ 368,425	$ 214,146
Investment-related Liabilities
Securities sold, not yet purchased, at fair value	165,704	130,044
U.S. Treasury securities
Schedule of fair value of trading securities
Trading Securities	11,436	20,481
Bonds
Schedule of fair value of trading securities
Trading Securities	75,015	36,244
Residential mortgage-backed securities
Schedule of fair value of trading securities
Trading Securities	55,526	12,505
Commercial mortgage-backed securities
Schedule of fair value of trading securities
Trading Securities	21,717	19,280
Collateralized mortgage obligations
Schedule of fair value of trading securities
Trading Securities	3,150	264
Corporate securities
Schedule of fair value of trading securities
Trading Securities	53,277	34,735
States and political subdivisions
Schedule of fair value of trading securities
Trading Securities	101,655	58,588
Unit investment trusts
Schedule of fair value of trading securities
Trading Securities	37,897	18,400
Private-label securitized product
Schedule of fair value of trading securities
Trading Securities	7,443	12,324
Other
Schedule of fair value of trading securities
Trading Securities	$ 1,309	$ 1,325

Securities - AFS and HTM, Amort

Securities - AFS and HTM, Amortized Cost and FV (Details) - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015
Available for sale
Amortized Cost	$ 655,989	$ 670,003
Gross Unrealized Gains	12,373	9,019
Gross Unrealized Losses	(2,034)	(5,316)
Fair Value	666,328	673,706
Held to maturity
Amortized cost	310,478	332,022
Unrealized Gains	3,095	953
Unrealized Losses	(20)	(1,507)
Held to maturity, fair value	313,553	331,468
U.S. Treasury securities
Available for sale
Amortized Cost	44,409	44,430
Gross Unrealized Gains	483	206
Gross Unrealized Losses	(8)	(33)
Fair Value	44,884	44,603
Held to maturity
Amortized cost	25,073	25,146
Unrealized Gains	1
Unrealized Losses		(30)
Held to maturity, fair value	25,074	25,116
Bonds
Available for sale
Amortized Cost	301,690	297,448
Gross Unrealized Gains	1,703	1,135
Gross Unrealized Losses	(280)	(1,947)
Fair Value	303,113	296,636
Held to maturity
Amortized cost	60,428	69,379
Unrealized Gains	191	145
Unrealized Losses		(372)
Held to maturity, fair value	60,619	69,152
Residential mortgage-backed securities
Available for sale
Amortized Cost	32,253	34,864
Gross Unrealized Gains	1,103	1,008
Gross Unrealized Losses	(14)	(19)
Fair Value	33,342	35,853
Held to maturity
Amortized cost	23,099	23,735
Unrealized Gains	634	311
Held to maturity, fair value	23,733	24,046
Commercial mortgage-backed securities
Available for sale
Amortized Cost	9,090	9,174
Gross Unrealized Gains	283	35
Gross Unrealized Losses	(2)	(2)
Fair Value	9,371	9,207
Held to maturity
Amortized cost	18,577	18,658
Unrealized Gains	543	27
Unrealized Losses	(10)	(92)
Held to maturity, fair value	19,110	18,593
Collateralized mortgage obligations
Available for sale
Amortized Cost	49,082	54,297
Gross Unrealized Gains	81	48
Gross Unrealized Losses	(641)	(1,644)
Fair Value	48,522	52,701
Held to maturity
Amortized cost	157,455	167,541
Unrealized Gains	1,491	302
Unrealized Losses	(2)	(970)
Held to maturity, fair value	158,944	166,873
Corporate securities
Available for sale
Amortized Cost	90,080	94,877
Gross Unrealized Gains	5,160	3,399
Gross Unrealized Losses	(17)	(326)
Fair Value	95,223	97,950
States and political subdivisions
Available for sale
Amortized Cost	110,515	116,246
Gross Unrealized Gains	2,863	2,581
Gross Unrealized Losses	(14)	(102)
Fair Value	113,364	118,725
Held to maturity
Amortized cost	25,846	27,563
Unrealized Gains	235	168
Unrealized Losses	(8)	(43)
Held to maturity, fair value	26,073	27,688
Commercial mortgage-backed securities
Available for sale
Amortized Cost	499	498
Gross Unrealized Gains	31	33
Fair Value	530	531
Equity securities
Available for sale
Amortized Cost	18,371	18,169
Gross Unrealized Gains	666	574
Gross Unrealized Losses	(1,058)	(1,243)
Fair Value	$ 17,979	$ 17,500

Securities - AFS in an Unrealiz

Securities - AFS in an Unrealized Loss Position (Details) $ in Thousands	Mar. 31, 2016USD ($)item	Dec. 31, 2015USD ($)item
Number of Securities
Unrealized loss for less than twelve months | item	14	41
Unrealized loss for twelve months or longer | item	22	49
Total | item	36	90
Fair Value
Unrealized loss for less than twelve months	$ 75,018	$ 217,328
Unrealized loss for twelve months or longer	86,048	116,001
Estimated Fair Value, Total	161,066	333,329
Unrealized Loss
Unrealized loss for less than twelve months	892	2,135
Unrealized loss for twelve months or longer	1,142	3,181
Total	$ 2,034	$ 5,316
U.S. Treasury securities
Number of Securities
Unrealized loss for less than twelve months | item	3	8
Unrealized loss for twelve months or longer | item	2
Total | item	5	8
Fair Value
Unrealized loss for less than twelve months	$ 4,304	$ 33,791
Unrealized loss for twelve months or longer	2,457
Estimated Fair Value, Total	6,761	33,791
Unrealized Loss
Unrealized loss for less than twelve months	5	33
Unrealized loss for twelve months or longer	3
Total	$ 8	$ 33
Bonds
Number of Securities
Unrealized loss for less than twelve months | item	1	7
Unrealized loss for twelve months or longer | item	1	3
Total | item	2	10
Fair Value
Unrealized loss for less than twelve months	$ 54,820	$ 148,327
Unrealized loss for twelve months or longer	34,865	44,321
Estimated Fair Value, Total	89,685	192,648
Unrealized Loss
Unrealized loss for less than twelve months	152	896
Unrealized loss for twelve months or longer	128	1,051
Total	$ 280	$ 1,947
Residential mortgage-backed securities
Number of Securities
Unrealized loss for less than twelve months | item	1	3
Unrealized loss for twelve months or longer | item	1	1
Total | item	2	4
Fair Value
Unrealized loss for less than twelve months	$ 1,311	$ 3,407
Unrealized loss for twelve months or longer	976	982
Estimated Fair Value, Total	2,287	4,389
Unrealized Loss
Unrealized loss for less than twelve months	1	5
Unrealized loss for twelve months or longer	13	14
Total	$ 14	$ 19
Commercial mortgage-backed securities
Number of Securities
Unrealized loss for less than twelve months | item	1	1
Total | item	1	1
Fair Value
Unrealized loss for less than twelve months	$ 1,605	$ 1,611
Estimated Fair Value, Total	1,605	1,611
Unrealized Loss
Unrealized loss for less than twelve months	2	2
Total	$ 2	$ 2
Collateralized mortgage obligations
Number of Securities
Unrealized loss for less than twelve months | item	2	2
Unrealized loss for twelve months or longer | item	8	8
Total | item	10	10
Fair Value
Unrealized loss for less than twelve months	$ 933	$ 1,590
Unrealized loss for twelve months or longer	40,304	42,399
Estimated Fair Value, Total	41,237	43,989
Unrealized Loss
Unrealized loss for less than twelve months	4	4
Unrealized loss for twelve months or longer	637	1,640
Total	$ 641	$ 1,644
Corporate securities
Number of Securities
Unrealized loss for less than twelve months | item	2	16
Unrealized loss for twelve months or longer | item		1
Total | item	2	17
Fair Value
Unrealized loss for less than twelve months	$ 2,820	$ 16,635
Unrealized loss for twelve months or longer		1,949
Estimated Fair Value, Total	2,820	18,584
Unrealized Loss
Unrealized loss for less than twelve months	17	277
Unrealized loss for twelve months or longer		49
Total	$ 17	$ 326
States and political subdivisions
Number of Securities
Unrealized loss for less than twelve months | item	3	2
Unrealized loss for twelve months or longer | item	8	35
Total | item	11	37
Fair Value
Unrealized loss for less than twelve months	$ 702	$ 3,018
Unrealized loss for twelve months or longer	5,125	24,423
Estimated Fair Value, Total	5,827	27,441
Unrealized Loss
Unrealized loss for less than twelve months	2	9
Unrealized loss for twelve months or longer	12	93
Total	$ 14	$ 102
Equity securities
Number of Securities
Unrealized loss for less than twelve months | item	1	2
Unrealized loss for twelve months or longer | item	2	1
Total | item	3	3
Fair Value
Unrealized loss for less than twelve months	$ 8,523	$ 8,949
Unrealized loss for twelve months or longer	2,321	1,927
Estimated Fair Value, Total	10,844	10,876
Unrealized Loss
Unrealized loss for less than twelve months	709	909
Unrealized loss for twelve months or longer	349	334
Total	$ 1,058	$ 1,243

Securities - HTM in an Unrealiz

Securities - HTM in an Unrealized Loss Position (Details) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2016USD ($)item	Dec. 31, 2015USD ($)item
Number of Securities
Unrealized loss for less than twelve months | item	9	42
Unrealized loss for twelve months or longer | item		1
Total | item	9	43
Fair Value
Unrealized loss for less than twelve months	$ 10,820	$ 223,113
Unrealized loss for twelve months or longer		2,664
Total	10,820	225,777
Unrealized Losses
Unrealized loss for less than twelve months	20	1,499
Unrealized loss for twelve months or longer		8
Total	$ 20	$ 1,507
U.S. Treasury securities
Number of Securities
Unrealized loss for less than twelve months | item		1
Total | item		1
Fair Value
Unrealized loss for less than twelve months		$ 25,115
Total		25,115
Unrealized Losses
Unrealized loss for less than twelve months		30
Total		$ 30
Bonds
Number of Securities
Unrealized loss for less than twelve months | item		6
Total | item		6
Fair Value
Unrealized loss for less than twelve months		$ 46,607
Total		46,607
Unrealized Losses
Unrealized loss for less than twelve months		372
Total		$ 372
Commercial mortgage-backed securities
Number of Securities
Unrealized loss for less than twelve months | item	1	7
Total | item	1	7
Fair Value
Unrealized loss for less than twelve months	$ 1,416	$ 16,098
Total	1,416	16,098
Unrealized Losses
Unrealized loss for less than twelve months	10	92
Total	$ 10	$ 92
Collateralized mortgage obligations
Number of Securities
Unrealized loss for less than twelve months | item	1	10
Total | item	1	10
Fair Value
Unrealized loss for less than twelve months	$ 6,648	$ 127,393
Total	6,648	127,393
Unrealized Losses
Unrealized loss for less than twelve months	2	970
Total	$ 2	$ 970
States and political subdivisions
Number of Securities
Unrealized loss for less than twelve months | item	7	18
Unrealized loss for twelve months or longer | item		1
Total | item	7	19
Fair Value
Unrealized loss for less than twelve months	$ 2,756	$ 7,900
Unrealized loss for twelve months or longer		2,664
Total	2,756	10,564
Unrealized Losses
Unrealized loss for less than twelve months	8	35
Unrealized loss for twelve months or longer		8
Total	$ 8	$ 43

Securities - AFS Contractual Ma

Securities - AFS Contractual Maturities (Details) $ in Thousands	Mar. 31, 2016USD ($)
AFS, Amortized Cost, Rolling Maturity
Due in one year or less	$ 105,633
Due after one year through five years	73,027
Due after five years through ten years	66,653
Due after ten years	301,381
Total	546,694
Total amortized cost	637,618
AFS, Fair Value, Rolling Maturity
Due in one year or less	105,938
Due after one year through five years	76,352
Due after five years through ten years	70,937
Due after ten years	303,357
Total	556,584
Fair Value	648,349
Residential mortgage-backed securities
AFS, Amortized Cost, Rolling Maturity
Mortgage-backed securities, collateralized mortgage obligations and commercial mortgage-backed securities	32,253
AFS, Fair Value, Rolling Maturity
Mortgage-backed securities, collateralized mortgage obligations and commercial mortgage-backed securities	33,342
Collateralized mortgage obligations
AFS, Amortized Cost, Rolling Maturity
Mortgage-backed securities, collateralized mortgage obligations and commercial mortgage-backed securities	49,082
AFS, Fair Value, Rolling Maturity
Mortgage-backed securities, collateralized mortgage obligations and commercial mortgage-backed securities	48,522
Commercial mortgage backed securities
AFS, Amortized Cost, Rolling Maturity
Mortgage-backed securities, collateralized mortgage obligations and commercial mortgage-backed securities	9,589
AFS, Fair Value, Rolling Maturity
Mortgage-backed securities, collateralized mortgage obligations and commercial mortgage-backed securities	$ 9,901

Securities - HTM Contractual Ma

Securities - HTM Contractual Maturities (Details) - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015
HTM, Amortized Cost, Rolling Maturities
Due in one year or less	$ 26,360
Due after one year through five years	18,060
Due after five years through ten years	3,185
Due after ten years	63,742
Total	111,347
Amortized cost	310,478	$ 332,022
HTM, Fair Value, Rolling Maturities
Due in one year or less	26,364
Due after one year through five years	18,228
Due after five years through ten years	3,223
Due after ten years	63,951
Total	111,766
Fair Value	313,553	331,468
Residential mortgage-backed securities
HTM, Amortized Cost, Rolling Maturities
Mortgage-backed securities, collateralized mortgage obligations and commercial mortgage-backed securities	23,099
Amortized cost	23,099	23,735
HTM, Fair Value, Rolling Maturities
Mortgage-backed securities, collateralized mortgage obligations and commercial mortgage-backed securities	23,733
Fair Value	23,733	24,046
Collateralized mortgage obligations
HTM, Amortized Cost, Rolling Maturities
Mortgage-backed securities, collateralized mortgage obligations and commercial mortgage-backed securities	157,455
Amortized cost	157,455	167,541
HTM, Fair Value, Rolling Maturities
Mortgage-backed securities, collateralized mortgage obligations and commercial mortgage-backed securities	158,944
Fair Value	158,944	$ 166,873
Commercial mortgage backed securities
HTM, Amortized Cost, Rolling Maturities
Mortgage-backed securities, collateralized mortgage obligations and commercial mortgage-backed securities	18,577
HTM, Fair Value, Rolling Maturities
Mortgage-backed securities, collateralized mortgage obligations and commercial mortgage-backed securities	$ 19,110

Securities - Additional Informa

Securities - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015	Dec. 31, 2015
Realized net gain (loss) from trading securities portfolio	$ 11.3	$ 3.4
Carrying amount of securities pledged	753.5		$ 789.9
Fair value of securities pledged	761.3		790.2
NLC
Deposit with various state insurance departments	$ 9.7		$ 9.2

Non-Covered Loans and Allowan76

Non-Covered Loans and Allowance for Non-Covered Loan Losses - Summary (Details) - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015	Mar. 31, 2015	Dec. 31, 2014
Loans
Total loans	$ 5,366,065	$ 5,220,040
Allowance for loan losses	(48,450)	(45,415)
Non-covered loans, net	5,317,615	5,174,625
Noncovered
Loans
Total loans	5,366,065	5,220,040
Allowance for loan losses	(48,450)	(45,415)	$ (39,365)	$ (37,041)
Non-covered loans, net	5,317,615	5,174,625
Noncovered | Commercial and industrial
Loans
Total loans	1,619,567	1,552,805
Allowance for loan losses	(20,169)	(19,845)	(20,153)	(18,833)
Noncovered | Real estate
Loans
Total loans	2,536,302	2,313,239
Allowance for loan losses	(22,272)	(18,983)	(12,704)	(11,131)
Noncovered | Construction and land development
Loans
Total loans	701,358	705,356
Allowance for loan losses	(5,561)	(6,064)	(5,842)	(6,450)
Noncovered | Consumer
Loans
Total loans	44,851	45,672
Allowance for loan losses	(334)	(314)	(176)	(461)
Noncovered | Broker-dealer
Loans
Total loans	463,987	602,968
Allowance for loan losses	$ (114)	$ (209)	$ (490)	$ (166)

Non-Covered Loans and Allowan77

Non-Covered Loans and Allowance for Non-Covered Loan Losses - PCI Loans (Details) - Noncovered - PCI loans - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015	Dec. 31, 2015
Carrying values and the outstanding contractual balances of the PCI loans
Carrying amount	$ 68,053		$ 72,054
Outstanding balance	87,345		92,682
Changes in the accretable yield for the acquired impaired loans
Balance, beginning of period	17,744	$ 12,814
Additions		14,579
Reclassifications from (to) nonaccretable difference, net	2,343	281
Disposals of loans		(448)
Accretion	(3,919)	(2,749)
Balance, end of period	16,168	$ 24,477
Nonaccretable difference	$ 28,000		$ 28,500

Non-Covered Loans and Allowan78

Non-Covered Loans and Allowance for Non-Covered Loan Losses - Impaired Loans (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015	Dec. 31, 2015
Impaired loans
Days outstanding loans and leases receivable are generally considered past due	90 days
Noncovered
Non-covered impaired loans
Unpaid Contractual Principal balance	$ 128,751		$ 143,782
Recorded Investment with No Allowance	38,408		42,614
Recorded Investment with Allowance	44,268		43,663
Total Recorded Investment	82,676		86,277
Related Allowance	5,899		5,866
Average investment in non-covered impaired loans
Average investment in non-covered impaired loans	84,479	$ 100,011
Non-accrual loans
Non-accrual loans	24,965		23,481
Interest income recorded on accruing impaired loans	100	600
Noncovered | Secured
Average investment in non-covered impaired loans
Average investment in non-covered impaired loans	26,155	32,684
Non-accrual loans
Non-accrual loans	19,144		17,717
Noncovered | Unsecured
Average investment in non-covered impaired loans
Average investment in non-covered impaired loans	41	80
Non-accrual loans
Non-accrual loans	35		47
Noncovered | Secured by commercial properties
Average investment in non-covered impaired loans
Average investment in non-covered impaired loans	40,371	43,013
Non-accrual loans
Non-accrual loans	4,813		4,597
Noncovered | Secured by residential properties
Average investment in non-covered impaired loans
Average investment in non-covered impaired loans	12,524	12,205
Non-accrual loans
Non-accrual loans	870		999
Non-accrual loans held for sale	2,100		1,600
Noncovered | Residential construction loans
Average investment in non-covered impaired loans
Average investment in non-covered impaired loans	111	117
Noncovered | Commercial construction loans and land development
Average investment in non-covered impaired loans
Average investment in non-covered impaired loans	4,622	10,068
Non-accrual loans
Non-accrual loans	102		114
Noncovered | Consumer
Average investment in non-covered impaired loans
Average investment in non-covered impaired loans	655	$ 1,844
Non-accrual loans
Non-accrual loans	1		7
Noncovered | PCI loans
Non-covered impaired loans
Unpaid Contractual Principal balance	104,912		120,540
Recorded Investment with No Allowance	30,737		34,408
Recorded Investment with Allowance	37,316		37,646
Total Recorded Investment	68,053		72,054
Related Allowance	4,555		4,486
Non-accrual loans
Non-accrual loans	10,300		9,300
Noncovered | PCI loans | Secured
Non-covered impaired loans
Unpaid Contractual Principal balance	28,379		32,597
Recorded Investment with No Allowance	4,085		5,520
Recorded Investment with Allowance	9,032		7,830
Total Recorded Investment	13,117		13,350
Related Allowance	1,027		1,341
Noncovered | PCI loans | Unsecured
Non-covered impaired loans
Unpaid Contractual Principal balance	2,559		2,572
Noncovered | PCI loans | Secured by commercial properties
Non-covered impaired loans
Unpaid Contractual Principal balance	47,718		57,607
Recorded Investment with No Allowance	14,159		15,914
Recorded Investment with Allowance	24,457		25,214
Total Recorded Investment	38,616		41,128
Related Allowance	3,187		2,756
Noncovered | PCI loans | Secured by residential properties
Non-covered impaired loans
Unpaid Contractual Principal balance	15,516		15,278
Recorded Investment with No Allowance	8,888		8,957
Recorded Investment with Allowance	2,806		2,690
Total Recorded Investment	11,694		11,647
Related Allowance	175		175
Noncovered | PCI loans | Residential construction loans
Non-covered impaired loans
Unpaid Contractual Principal balance			395
Recorded Investment with Allowance			221
Total Recorded Investment			221
Related Allowance			8
Noncovered | PCI loans | Commercial construction loans and land development
Non-covered impaired loans
Unpaid Contractual Principal balance	6,914		7,929
Recorded Investment with No Allowance	3,115		3,283
Recorded Investment with Allowance	983		1,646
Total Recorded Investment	4,098		4,929
Related Allowance	138		174
Noncovered | PCI loans | Consumer
Non-covered impaired loans
Unpaid Contractual Principal balance	3,826		4,162
Recorded Investment with No Allowance	490		734
Recorded Investment with Allowance	38		45
Total Recorded Investment	528		779
Related Allowance	28		32
Noncovered | Loans excluding PCI Loans
Non-covered impaired loans
Unpaid Contractual Principal balance	23,839		23,242
Recorded Investment with No Allowance	7,671		8,206
Recorded Investment with Allowance	6,952		6,017
Total Recorded Investment	14,623		14,223
Related Allowance	1,344		1,380
Noncovered | Loans excluding PCI Loans | Secured
Non-covered impaired loans
Unpaid Contractual Principal balance	21,778		21,222
Recorded Investment with No Allowance	6,137		6,736
Recorded Investment with Allowance	6,952		6,017
Total Recorded Investment	13,089		12,753
Related Allowance	1,344		1,380
Noncovered | Loans excluding PCI Loans | Unsecured
Non-covered impaired loans
Unpaid Contractual Principal balance	181		224
Recorded Investment with No Allowance	35		47
Total Recorded Investment	35		47
Noncovered | Loans excluding PCI Loans | Secured by commercial properties
Non-covered impaired loans
Unpaid Contractual Principal balance	668		436
Recorded Investment with No Allowance	607		390
Total Recorded Investment	607		390
Noncovered | Loans excluding PCI Loans | Secured by residential properties
Non-covered impaired loans
Unpaid Contractual Principal balance	1,088		1,229
Recorded Investment with No Allowance	789		918
Total Recorded Investment	789		918
Noncovered | Loans excluding PCI Loans | Commercial construction loans and land development
Non-covered impaired loans
Unpaid Contractual Principal balance	122		131
Recorded Investment with No Allowance	102		114
Total Recorded Investment	102		114
Noncovered | Loans excluding PCI Loans | Consumer
Non-covered impaired loans
Unpaid Contractual Principal balance	2
Recorded Investment with No Allowance	1		1
Total Recorded Investment	$ 1		$ 1

Non-Covered Loans and Allowan79

Non-Covered Loans and Allowance for Non-Covered Loan Losses - TDRs (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2016USD ($)item	Mar. 31, 2015USD ($)item
AB Note | Minimum | Bank
TDRs, Non-covered loans
Number of loans into which a single loan is reconfigured | item	2
Noncovered
TDRs, Non-covered loans
Total Modifications	$ 1,196	$ 75
Recorded Investment in loans
Number of TDRs granted in preceding twelve months for which payment was at least 30 days past due | item	0	0
Noncovered | Payment Term Extension
TDRs, Non-covered loans
Total Modifications	$ 1,196	$ 75
Noncovered | Secured
TDRs, Non-covered loans
Total Modifications	1,196
Noncovered | Secured | Payment Term Extension
TDRs, Non-covered loans
Total Modifications	$ 1,196
Noncovered | Commercial construction loans and land development
TDRs, Non-covered loans
Total Modifications		75
Noncovered | Commercial construction loans and land development | Payment Term Extension
TDRs, Non-covered loans
Total Modifications		$ 75

Non-Covered Loans and Allowan80

Non-Covered Loans and Allowance for Non-Covered Loan Losses - Aging (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2016	Dec. 31, 2015
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Total loans	$ 5,366,065	$ 5,220,040
Noncovered
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Loans past Due 30-59 Days	9,091	18,056
Loans past Due 60-89 Days	1,015	6,822
Loans past Due 90 Days or More	9,339	9,157
Total Past Due Loans	19,445	34,035
Current Loans	5,278,567	5,113,951
Total loans	5,366,065	5,220,040
Accruing Loans Past Due 90 Days or More	1,229	12
Noncovered | PCI loans
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Total loans	68,053	72,054
Noncovered | Secured
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Loans past Due 30-59 Days	2,347	14,869
Loans past Due 60-89 Days	915	3,960
Loans past Due 90 Days or More	7,819	8,414
Total Past Due Loans	11,081	27,243
Current Loans	1,496,644	1,406,537
Total loans	1,520,842	1,447,130
Accruing Loans Past Due 90 Days or More	46	12
Noncovered | Secured | PCI loans
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Total loans	13,117	13,350
Noncovered | Unsecured
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Loans past Due 30-59 Days	637	18
Loans past Due 60-89 Days	51	1
Total Past Due Loans	688	19
Current Loans	98,037	105,656
Total loans	98,725	105,675
Noncovered | Secured by commercial properties
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Loans past Due 30-59 Days	1,153	1,008
Loans past Due 60-89 Days		964
Loans past Due 90 Days or More	1,519	293
Total Past Due Loans	2,672	2,265
Current Loans	1,684,700	1,528,084
Total loans	1,725,988	1,571,477
Accruing Loans Past Due 90 Days or More	1,183
Noncovered | Secured by commercial properties | PCI loans
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Total loans	38,616	41,128
Noncovered | Secured by residential properties
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Loans past Due 30-59 Days	4,483	726
Loans past Due 60-89 Days	22	35
Loans past Due 90 Days or More		336
Total Past Due Loans	4,505	1,097
Current Loans	794,115	729,018
Total loans	810,314	741,762
Noncovered | Secured by residential properties | PCI loans
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Total loans	11,694	11,647
Noncovered | Residential construction loans
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Loans past Due 30-59 Days	28	343
Total Past Due Loans	28	343
Current Loans	97,276	103,819
Total loans	97,304	104,383
Noncovered | Residential construction loans | PCI loans
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Total loans		221
Noncovered | Commercial construction loans and land development
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Loans past Due 30-59 Days		733
Loans past Due 60-89 Days		1,845
Loans past Due 90 Days or More		114
Total Past Due Loans		2,692
Current Loans	599,956	593,352
Total loans	604,054	600,973
Noncovered | Commercial construction loans and land development | PCI loans
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Total loans	4,098	4,929
Noncovered | Consumer
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Loans past Due 30-59 Days	443	359
Loans past Due 60-89 Days	27	17
Loans past Due 90 Days or More	1
Total Past Due Loans	471	376
Current Loans	43,852	44,517
Total loans	44,851	45,672
Noncovered | Consumer | PCI loans
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Total loans	528	779
Noncovered | Broker-dealer
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Current Loans	463,987	602,968
Total loans	463,987	602,968
Noncovered | Prime Lending
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Accruing Loans Past Due 90 Days or More	50,700
Noncovered | Prime Lending | U.S. Government Agencies
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Accruing Loans Past Due 90 Days or More		50,800
Unpaid principal balance loans past due 90 days or more	$ 51,200	$ 51,100

Non-Covered Loans and Allowan81

Non-Covered Loans and Allowance for Non-Covered Loan Losses - Internal Risk Grades (Details) - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015
Internal risk grades of non-covered loans
Total	$ 5,366,065	$ 5,220,040
Noncovered
Internal risk grades of non-covered loans
Total	5,366,065	5,220,040
Noncovered | Pass
Internal risk grades of non-covered loans
Total	5,206,480	5,066,470
Noncovered | Special Mention
Internal risk grades of non-covered loans
Total	2,568	1,571
Noncovered | Substandard
Internal risk grades of non-covered loans
Total	88,964	79,945
Noncovered | Secured
Internal risk grades of non-covered loans
Total	1,520,842	1,447,130
Noncovered | Secured | Pass
Internal risk grades of non-covered loans
Total	1,434,976	1,372,671
Noncovered | Secured | Special Mention
Internal risk grades of non-covered loans
Total	2,568
Noncovered | Secured | Substandard
Internal risk grades of non-covered loans
Total	70,181	61,109
Noncovered | Unsecured
Internal risk grades of non-covered loans
Total	98,725	105,675
Noncovered | Unsecured | Pass
Internal risk grades of non-covered loans
Total	98,560	105,569
Noncovered | Unsecured | Substandard
Internal risk grades of non-covered loans
Total	165	106
Noncovered | Secured by commercial properties
Internal risk grades of non-covered loans
Total	1,725,988	1,571,477
Noncovered | Secured by commercial properties | Pass
Internal risk grades of non-covered loans
Total	1,674,739	1,517,049
Noncovered | Secured by commercial properties | Special Mention
Internal risk grades of non-covered loans
Total		1,536
Noncovered | Secured by commercial properties | Substandard
Internal risk grades of non-covered loans
Total	12,633	11,764
Noncovered | Secured by residential properties
Internal risk grades of non-covered loans
Total	810,314	741,762
Noncovered | Secured by residential properties | Pass
Internal risk grades of non-covered loans
Total	793,399	724,701
Noncovered | Secured by residential properties | Substandard
Internal risk grades of non-covered loans
Total	5,221	5,414
Noncovered | Residential construction loans
Internal risk grades of non-covered loans
Total	97,304	104,383
Noncovered | Residential construction loans | Pass
Internal risk grades of non-covered loans
Total	97,304	104,162
Noncovered | Commercial construction loans and land development
Internal risk grades of non-covered loans
Total	604,054	600,973
Noncovered | Commercial construction loans and land development | Pass
Internal risk grades of non-covered loans
Total	599,273	594,614
Noncovered | Commercial construction loans and land development | Substandard
Internal risk grades of non-covered loans
Total	683	1,430
Noncovered | Consumer
Internal risk grades of non-covered loans
Total	44,851	45,672
Noncovered | Consumer | Pass
Internal risk grades of non-covered loans
Total	44,242	44,736
Noncovered | Consumer | Special Mention
Internal risk grades of non-covered loans
Total		35
Noncovered | Consumer | Substandard
Internal risk grades of non-covered loans
Total	81	122
Noncovered | Broker-dealer
Internal risk grades of non-covered loans
Total	463,987	602,968
Noncovered | Broker-dealer | Pass
Internal risk grades of non-covered loans
Total	463,987	602,968
Noncovered | PCI loans
Internal risk grades of non-covered loans
Total	68,053	72,054
Noncovered | PCI loans | Secured
Internal risk grades of non-covered loans
Total	13,117	13,350
Noncovered | PCI loans | Secured by commercial properties
Internal risk grades of non-covered loans
Total	38,616	41,128
Noncovered | PCI loans | Secured by residential properties
Internal risk grades of non-covered loans
Total	11,694	11,647
Noncovered | PCI loans | Residential construction loans
Internal risk grades of non-covered loans
Total		221
Noncovered | PCI loans | Commercial construction loans and land development
Internal risk grades of non-covered loans
Total	4,098	4,929
Noncovered | PCI loans | Consumer
Internal risk grades of non-covered loans
Total	$ 528	$ 779

Non-Covered Loans and Allowan82

Non-Covered Loans and Allowance for Non-Covered Loan Losses - Allowance (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015	Mar. 31, 2016	Dec. 31, 2015
Changes in the allowance for loan losses
Balance, beginning of period	$ 45,415
Provision charged to (recapture from) operations operations	3,407	$ 2,687
Balance, end of period	48,450
Loan portfolio distributed by portfolio segment and impairment methodology
Total loans			$ 5,366,065	$ 5,220,040
Allowance for loan losses distributed by portfolio segment and impairment methodology
Total loans, allowance	45,415		48,450	45,415
Noncovered
Changes in the allowance for loan losses
Balance, beginning of period	45,415	37,041
Provision charged to (recapture from) operations operations	3,685	2,794
Loans charged off	(1,404)	(1,254)
Recoveries on charged off loans	754	784
Balance, end of period	48,450	39,365
Loan portfolio distributed by portfolio segment and impairment methodology
Loans individually evaluated for impairment			11,572	11,451
Loans collectively evaluated for impairment			5,286,440	5,136,535
Total loans			5,366,065	5,220,040
Allowance for loan losses distributed by portfolio segment and impairment methodology
Loans individually evaluated for impairment, allowance			1,344	1,380
Loans collectively evaluated for impairment, allowance			42,551	39,549
Total loans, allowance	45,415	37,041	48,450	45,415
Noncovered | Commercial and industrial
Changes in the allowance for loan losses
Balance, beginning of period	19,845	18,833
Provision charged to (recapture from) operations operations	1,016	1,670
Loans charged off	(1,350)	(942)
Recoveries on charged off loans	658	592
Balance, end of period	20,169	20,153
Loan portfolio distributed by portfolio segment and impairment methodology
Loans individually evaluated for impairment			11,572	11,354
Loans collectively evaluated for impairment			1,594,878	1,528,101
Total loans			1,619,567	1,552,805
Allowance for loan losses distributed by portfolio segment and impairment methodology
Loans individually evaluated for impairment, allowance			1,344	1,380
Loans collectively evaluated for impairment, allowance			17,798	17,124
Total loans, allowance	19,845	18,833	20,169	19,845
Noncovered | Real estate
Changes in the allowance for loan losses
Balance, beginning of period	18,983	11,131
Provision charged to (recapture from) operations operations	3,233	1,807
Loans charged off		(278)
Recoveries on charged off loans	56	44
Balance, end of period	22,272	12,704
Loan portfolio distributed by portfolio segment and impairment methodology
Loans individually evaluated for impairment				97
Loans collectively evaluated for impairment			2,485,992	2,260,367
Total loans			2,536,302	2,313,239
Allowance for loan losses distributed by portfolio segment and impairment methodology
Loans collectively evaluated for impairment, allowance			18,910	16,052
Total loans, allowance	18,983	11,131	22,272	18,983
Noncovered | Construction and land development
Changes in the allowance for loan losses
Balance, beginning of period	6,064	6,450
Provision charged to (recapture from) operations operations	(503)	(608)
Balance, end of period	5,561	5,842
Loan portfolio distributed by portfolio segment and impairment methodology
Loans collectively evaluated for impairment			697,260	700,206
Total loans			701,358	705,356
Allowance for loan losses distributed by portfolio segment and impairment methodology
Loans collectively evaluated for impairment, allowance			5,423	5,882
Total loans, allowance	6,064	6,450	5,561	6,064
Noncovered | Consumer
Changes in the allowance for loan losses
Balance, beginning of period	314	461
Provision charged to (recapture from) operations operations	32	(276)
Loans charged off	(52)	(34)
Recoveries on charged off loans	40	25
Balance, end of period	334	176
Loan portfolio distributed by portfolio segment and impairment methodology
Loans collectively evaluated for impairment			44,323	44,893
Total loans			44,851	45,672
Allowance for loan losses distributed by portfolio segment and impairment methodology
Loans collectively evaluated for impairment, allowance			306	282
Total loans, allowance	314	461	334	314
Noncovered | Broker-dealer
Changes in the allowance for loan losses
Balance, beginning of period	209	166
Provision charged to (recapture from) operations operations	(93)	201
Loans charged off	(2)
Recoveries on charged off loans		123
Balance, end of period	114	490
Loan portfolio distributed by portfolio segment and impairment methodology
Loans collectively evaluated for impairment			463,987	602,968
Total loans			463,987	602,968
Allowance for loan losses distributed by portfolio segment and impairment methodology
Loans collectively evaluated for impairment, allowance			114	209
Total loans, allowance	209	$ 166	114	209
Noncovered | PCI loans
Changes in the allowance for loan losses
Balance, beginning of period	4,486
Balance, end of period	4,555
Loan portfolio distributed by portfolio segment and impairment methodology
Total loans			68,053	72,054
Allowance for loan losses distributed by portfolio segment and impairment methodology
Total loans, allowance	4,486		4,555	4,486
Noncovered | PCI loans | Commercial and industrial
Changes in the allowance for loan losses
Balance, beginning of period	1,341
Balance, end of period	1,027
Loan portfolio distributed by portfolio segment and impairment methodology
Total loans			13,117	13,350
Allowance for loan losses distributed by portfolio segment and impairment methodology
Total loans, allowance	1,341		1,027	1,341
Noncovered | PCI loans | Real estate
Changes in the allowance for loan losses
Balance, beginning of period	2,931
Balance, end of period	3,362
Loan portfolio distributed by portfolio segment and impairment methodology
Total loans			50,310	52,775
Allowance for loan losses distributed by portfolio segment and impairment methodology
Total loans, allowance	2,931		3,362	2,931
Noncovered | PCI loans | Construction and land development
Changes in the allowance for loan losses
Balance, beginning of period	182
Balance, end of period	138
Loan portfolio distributed by portfolio segment and impairment methodology
Total loans			4,098	5,150
Allowance for loan losses distributed by portfolio segment and impairment methodology
Total loans, allowance	182		138	182
Noncovered | PCI loans | Consumer
Changes in the allowance for loan losses
Balance, beginning of period	32
Balance, end of period	28
Loan portfolio distributed by portfolio segment and impairment methodology
Total loans			528	779
Allowance for loan losses distributed by portfolio segment and impairment methodology
Total loans, allowance	$ 32		$ 28	$ 32

Covered Assets and Indemnific83

Covered Assets and Indemnification Asset - Indemnification Asset (Details) - Bank - FNB - USD ($) $ in Millions	Sep. 13, 2013	Mar. 31, 2016
Loans
Percentage of net losses to be absorbed by FDIC on the first $240.4 million of net losses incurred as per the loss sharing agreement	80.00%
Threshold amount of net losses incurred for 80% of net losses to be absorbed by FDIC as per the loss sharing agreement, first layer	$ 240.4
Percentage of net losses to be absorbed by FDIC in excess of $240.4 million up to and including $365.7 million of net losses incurred as per the loss sharing agreement	0.00%
Threshold amount of net losses incurred for 0% of net losses to be absorbed by FDIC as per the loss sharing agreement, second layer	$ 365.7
Percentage of net losses to be absorbed by FDIC in excess of $365.7 million of net losses incurred as per the loss sharing agreement	80.00%
Threshold limit of subsequent recoveries reimbursable to the FDIC under the loss share agreement	$ 0
Period for which payment is required to be made to the FDIC of true-up amount	10 years
Payment accrual based on the current aggregate estimate of realized losses		$ 7.5
Covered | Commercial loan
Loans
Period of loss-sharing agreements in effect	5 years
Period of loss recovery provisions in effect	8 years
Covered | Single family residential loans
Loans
Period of loss-sharing agreements in effect	10 years
Period of loss recovery provisions in effect	10 years

Covered Assets and Indemnific84

Covered Assets and Indemnification Asset - Covered Loans Summary (Details) - USD ($) $ in Thousands	Sep. 13, 2013	Mar. 31, 2016	Dec. 31, 2015
Covered Loans
Allowance for covered loans		$ (1,217)	$ (1,532)
Total covered loans, net of allowance		346,169	378,762
Covered
Covered Loans
Total covered loans		347,386	380,294
Allowance for covered loans		(1,217)	(1,532)
Total covered loans, net of allowance		346,169	378,762
Covered | Commercial and industrial
Covered Loans
Total covered loans		9,070	8,801
Covered | Real estate
Covered Loans
Total covered loans		318,921	341,048
Covered | Construction and land development
Covered Loans
Total covered loans		$ 19,395	$ 30,445
Bank | Covered | Acquired loans
Loans
Fair value of loans acquired	$ 1,100,000
Carryover of the allowance for loan losses recorded	$ 0

Covered Assets and Indemnific85

Covered Assets and Indemnification Asset - Covered PCI Loans (Details) - Covered - PCI loans - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015	Dec. 31, 2015
Carrying value and the outstanding contractual balance of the covered PCI loans
Carrying amount	$ 197,865		$ 221,974
Outstanding balance	371,802		408,221
Changes in the accretable yield for the acquired impaired loans
Balance, beginning of period	176,719	$ 193,493
Reclassifications from (to) nonaccretable difference, net	9,633	16,263
Transfer of loans to covered OREO	(109)	1,172
Accretion	(17,110)	(16,931)
Balance, end of period	169,133	$ 193,997
Nonaccretable difference	$ 150,600		$ 172,200

Covered Assets and Indemnific86

Covered Assets and Indemnification Asset - Impaired Loans (Details) - Covered - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015	Dec. 31, 2015
Impaired Financing Receivable, Recorded Investment [Abstract]
Unpaid Contractual Principal Balance	$ 444,199		$ 481,103
Recorded Investment with No Allowance	184,587		190,022
Recorded Investment with Allowance	17,366		36,145
Total Recorded Investment	201,953		226,167
Related Allowance	1,168		1,500
Average investment in covered impaired loans
Average investment	214,062	$ 401,391
Covered, Nonaccrual Loans
Non-accrual loans	3,576		8,978
Secured
Average investment in covered impaired loans
Average investment	5,509	13,170
Covered, Nonaccrual Loans
Non-accrual loans	60		68
Unsecured
Average investment in covered impaired loans
Average investment	1,786	5,851
Secured by commercial properties
Average investment in covered impaired loans
Average investment	92,941	203,506
Covered, Nonaccrual Loans
Non-accrual loans	433		442
Secured by residential properties
Average investment in covered impaired loans
Average investment	95,788	135,164
Covered, Nonaccrual Loans
Non-accrual loans	2,550		2,516
Residential construction loans
Average investment in covered impaired loans
Average investment	673	1,336
Covered, Nonaccrual Loans
Non-accrual loans	520		541
Commercial construction loans and land development
Average investment in covered impaired loans
Average investment	17,365	$ 42,364
Covered, Nonaccrual Loans
Non-accrual loans	13		5,411
PCI loans
Impaired Financing Receivable, Recorded Investment [Abstract]
Unpaid Contractual Principal Balance	438,957		475,846
Recorded Investment with No Allowance	180,499		185,829
Recorded Investment with Allowance	17,366		36,145
Total Recorded Investment	197,865		221,974
Related Allowance	1,168		1,500
Covered, Nonaccrual Loans
Non-accrual loans	0		5,300
PCI loans | Secured
Impaired Financing Receivable, Recorded Investment [Abstract]
Unpaid Contractual Principal Balance	13,790		15,454
Recorded Investment with No Allowance	1,680		3,312
Recorded Investment with Allowance	3,483		2,415
Total Recorded Investment	5,163		5,727
Related Allowance	361		495
PCI loans | Unsecured
Impaired Financing Receivable, Recorded Investment [Abstract]
Unpaid Contractual Principal Balance	8,757		9,377
Recorded Investment with No Allowance	1,145		618
Recorded Investment with Allowance	645		1,162
Total Recorded Investment	1,790		1,780
Related Allowance	61		246
PCI loans | Secured by commercial properties
Impaired Financing Receivable, Recorded Investment [Abstract]
Unpaid Contractual Principal Balance	197,972		211,145
Recorded Investment with No Allowance	77,867		67,540
Recorded Investment with Allowance	10,210		29,388
Total Recorded Investment	88,077		96,928
Related Allowance	189		245
PCI loans | Secured by residential properties
Impaired Financing Receivable, Recorded Investment [Abstract]
Unpaid Contractual Principal Balance	172,472		182,698
Recorded Investment with No Allowance	86,001		93,438
Recorded Investment with Allowance	2,863		3,180
Total Recorded Investment	88,864		96,618
Related Allowance	522		514
PCI loans | Residential construction loans
Impaired Financing Receivable, Recorded Investment [Abstract]
Unpaid Contractual Principal Balance	1,223		1,225
Recorded Investment with No Allowance			121
Recorded Investment with Allowance	165
Total Recorded Investment	165		121
Related Allowance	35
PCI loans | Commercial construction loans and land development
Impaired Financing Receivable, Recorded Investment [Abstract]
Unpaid Contractual Principal Balance	44,743		55,947
Recorded Investment with No Allowance	13,806		20,800
Total Recorded Investment	13,806		20,800
Loans excluding PCI Loans
Impaired Financing Receivable, Recorded Investment [Abstract]
Unpaid Contractual Principal Balance	5,242		5,257
Recorded Investment with No Allowance	4,088		4,193
Total Recorded Investment	4,088		4,193
Loans excluding PCI Loans | Secured
Impaired Financing Receivable, Recorded Investment [Abstract]
Unpaid Contractual Principal Balance	72		78
Recorded Investment with No Allowance	60		68
Total Recorded Investment	60		68
Loans excluding PCI Loans | Unsecured
Impaired Financing Receivable, Recorded Investment [Abstract]
Recorded Investment with No Allowance			1
Total Recorded Investment			1
Loans excluding PCI Loans | Secured by commercial properties
Impaired Financing Receivable, Recorded Investment [Abstract]
Unpaid Contractual Principal Balance	508		512
Recorded Investment with No Allowance	433		443
Total Recorded Investment	433		443
Loans excluding PCI Loans | Secured by residential properties
Impaired Financing Receivable, Recorded Investment [Abstract]
Unpaid Contractual Principal Balance	3,827		3,745
Recorded Investment with No Allowance	3,062		3,031
Total Recorded Investment	3,062		3,031
Loans excluding PCI Loans | Residential construction loans
Impaired Financing Receivable, Recorded Investment [Abstract]
Unpaid Contractual Principal Balance	787		799
Recorded Investment with No Allowance	520		540
Total Recorded Investment	520		540
Loans excluding PCI Loans | Commercial construction loans and land development
Impaired Financing Receivable, Recorded Investment [Abstract]
Unpaid Contractual Principal Balance	48		123
Recorded Investment with No Allowance	13		110
Total Recorded Investment	$ 13		$ 110

Covered Assets and Indemnific87

Covered Assets and Indemnification Asset - TDRs (Details) - Covered $ in Thousands	3 Months Ended
	Mar. 31, 2016item	Mar. 31, 2015USD ($)item
Covered Loans
Total Modifications		$ 853
Number of TDRs granted | item	0
Recorded Investment in loans
Number of Loans | item		1
Recorded Investment		$ 280
Payment Term Extension
Covered Loans
Total Modifications		853
Secured by commercial properties
Covered Loans
Total Modifications		573
Secured by commercial properties | Payment Term Extension
Covered Loans
Total Modifications		573
Secured by residential properties
Covered Loans
Total Modifications		$ 280
Recorded Investment in loans
Number of Loans | item		1
Recorded Investment		$ 280
Secured by residential properties | Payment Term Extension
Covered Loans
Total Modifications		$ 280

Covered Assets and Indemnific88

Covered Assets and Indemnification Asset - Aging (Details) - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015
Covered Assets and Indemnification Asset
Total loans	$ 5,366,065	$ 5,220,040
Covered
Covered Assets and Indemnification Asset
Loans past Due 30-59 Days	3,466	3,497
Loans past Due 60-89 Days	121	419
Loans past Due 90 Days or More	1,855	1,907
Total Past Due Loans	5,442	5,823
Current Loans	144,079	152,497
Total loans	347,386	380,294
Accruing Loans Past Due 90 Days or More	102
Covered | PCI loans
Covered Assets and Indemnification Asset
Total loans	197,865	221,974
Covered | Secured
Covered Assets and Indemnification Asset
Loans past Due 30-59 Days		51
Loans past Due 90 Days or More	162	68
Total Past Due Loans	162	119
Current Loans	1,955	1,175
Total loans	7,280	7,021
Accruing Loans Past Due 90 Days or More	102
Covered | Secured | PCI loans
Covered Assets and Indemnification Asset
Total loans	5,163	5,727
Covered | Unsecured
Covered Assets and Indemnification Asset
Total loans	1,790	1,780
Covered | Unsecured | PCI loans
Covered Assets and Indemnification Asset
Total loans	1,790	1,780
Covered | Secured by commercial properties
Covered Assets and Indemnification Asset
Loans past Due 90 Days or More	98	100
Total Past Due Loans	98	100
Current Loans	26,999	28,957
Total loans	115,174	125,985
Covered | Secured by commercial properties | PCI loans
Covered Assets and Indemnification Asset
Total loans	88,077	96,928
Covered | Secured by residential properties
Covered Assets and Indemnification Asset
Loans past Due 30-59 Days	3,379	3,399
Loans past Due 60-89 Days	121	418
Loans past Due 90 Days or More	1,075	1,104
Total Past Due Loans	4,575	4,921
Current Loans	110,308	113,524
Total loans	203,747	215,063
Covered | Secured by residential properties | PCI loans
Covered Assets and Indemnification Asset
Total loans	88,864	96,618
Covered | Residential construction loans
Covered Assets and Indemnification Asset
Loans past Due 90 Days or More	520	540
Total Past Due Loans	520	540
Current Loans		264
Total loans	685	925
Covered | Residential construction loans | PCI loans
Covered Assets and Indemnification Asset
Total loans	165	121
Covered | Commercial construction loans and land development
Covered Assets and Indemnification Asset
Loans past Due 30-59 Days	87	47
Loans past Due 60-89 Days		1
Loans past Due 90 Days or More		95
Total Past Due Loans	87	143
Current Loans	4,817	8,577
Total loans	18,710	29,520
Covered | Commercial construction loans and land development | PCI loans
Covered Assets and Indemnification Asset
Total loans	$ 13,806	$ 20,800

Covered Assets and Indemnific89

Covered Assets and Indemnification Asset - Internal Risk Grades (Details) - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015
Internal risk grades of covered loans in the portfolio
Total	$ 5,366,065	$ 5,220,040
Covered
Internal risk grades of covered loans in the portfolio
Total	347,386	380,294
Covered | PCI loans
Internal risk grades of covered loans in the portfolio
Total	197,865	221,974
Covered | Pass
Internal risk grades of covered loans in the portfolio
Total	134,606	143,067
Covered | Special Mention
Internal risk grades of covered loans in the portfolio
Total	484	491
Covered | Substandard
Internal risk grades of covered loans in the portfolio
Total	14,431	14,762
Covered | Secured
Internal risk grades of covered loans in the portfolio
Total	7,280	7,021
Covered | Secured | PCI loans
Internal risk grades of covered loans in the portfolio
Total	5,163	5,727
Covered | Secured | Pass
Internal risk grades of covered loans in the portfolio
Total	1,118	758
Covered | Secured | Substandard
Internal risk grades of covered loans in the portfolio
Total	999	536
Covered | Unsecured
Internal risk grades of covered loans in the portfolio
Total	1,790	1,780
Covered | Unsecured | PCI loans
Internal risk grades of covered loans in the portfolio
Total	1,790	1,780
Covered | Secured by commercial properties
Internal risk grades of covered loans in the portfolio
Total	115,174	125,985
Covered | Secured by commercial properties | PCI loans
Internal risk grades of covered loans in the portfolio
Total	88,077	96,928
Covered | Secured by commercial properties | Pass
Internal risk grades of covered loans in the portfolio
Total	22,565	24,070
Covered | Secured by commercial properties | Substandard
Internal risk grades of covered loans in the portfolio
Total	4,532	4,987
Covered | Secured by residential properties
Internal risk grades of covered loans in the portfolio
Total	203,747	215,063
Covered | Secured by residential properties | PCI loans
Internal risk grades of covered loans in the portfolio
Total	88,864	96,618
Covered | Secured by residential properties | Pass
Internal risk grades of covered loans in the portfolio
Total	107,719	111,128
Covered | Secured by residential properties | Special Mention
Internal risk grades of covered loans in the portfolio
Total	484	491
Covered | Secured by residential properties | Substandard
Internal risk grades of covered loans in the portfolio
Total	6,680	6,826
Covered | Residential construction loans
Internal risk grades of covered loans in the portfolio
Total	685	925
Covered | Residential construction loans | PCI loans
Internal risk grades of covered loans in the portfolio
Total	165	121
Covered | Residential construction loans | Pass
Internal risk grades of covered loans in the portfolio
Total		264
Covered | Residential construction loans | Substandard
Internal risk grades of covered loans in the portfolio
Total	520	540
Covered | Commercial construction loans and land development
Internal risk grades of covered loans in the portfolio
Total	18,710	29,520
Covered | Commercial construction loans and land development | PCI loans
Internal risk grades of covered loans in the portfolio
Total	13,806	20,800
Covered | Commercial construction loans and land development | Pass
Internal risk grades of covered loans in the portfolio
Total	3,204	6,847
Covered | Commercial construction loans and land development | Substandard
Internal risk grades of covered loans in the portfolio
Total	$ 1,700	$ 1,873

Covered Assets and Indemnific90

Covered Assets and Indemnification Asset - Allowance (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015	Mar. 31, 2016	Dec. 31, 2015
Changes in the allowance for loan losses
Balance, beginning of period	$ 45,415
Provision charged to (recapture from) operations operations	3,407	$ 2,687
Balance, end of period	48,450
Loan portfolio distributed by portfolio segment and impairment methodology
Total loans			$ 5,366,065	$ 5,220,040
Allowance for loan losses distributed by portfolio segment and impairment methodology
Total loans, allowance	45,415		48,450	45,415
Covered
Changes in the allowance for loan losses
Balance, beginning of period	1,532	4,611
Provision charged to (recapture from) operations operations	(278)	(107)
Loans charged off	(44)	(3,116)
Recoveries on charged off loans	7
Balance, end of period	1,217	1,388
Loan portfolio distributed by portfolio segment and impairment methodology
Loans individually evaluated for impairment			520	540
Loans collectively evaluated for impairment			149,001	157,780
Total loans			347,386	380,294
Allowance for loan losses distributed by portfolio segment and impairment methodology
Loans collectively evaluated for impairment, allowance			49	32
Total loans, allowance	1,532	4,611	1,217	1,532
Covered | Commercial and industrial
Changes in the allowance for loan losses
Balance, beginning of period	758	1,193
Provision charged to (recapture from) operations operations	(314)	71
Loans charged off	(6)	(900)
Balance, end of period	438	364
Loan portfolio distributed by portfolio segment and impairment methodology
Loans collectively evaluated for impairment			2,117	1,294
Total loans			9,070	8,801
Allowance for loan losses distributed by portfolio segment and impairment methodology
Loans collectively evaluated for impairment, allowance			16	17
Total loans, allowance	758	1,193	438	758
Covered | Real estate
Changes in the allowance for loan losses
Balance, beginning of period	774	3,334
Provision charged to (recapture from) operations operations	(23)	(192)
Loans charged off	(16)	(2,215)
Recoveries on charged off loans	7
Balance, end of period	742	927
Loan portfolio distributed by portfolio segment and impairment methodology
Loans collectively evaluated for impairment			141,980	147,502
Total loans			318,921	341,048
Allowance for loan losses distributed by portfolio segment and impairment methodology
Loans collectively evaluated for impairment, allowance			31	15
Total loans, allowance	774	3,334	742	774
Covered | Construction and land development
Changes in the allowance for loan losses
Balance, beginning of period		84
Provision charged to (recapture from) operations operations	59	14
Loans charged off	(22)	(1)
Balance, end of period	37	97
Loan portfolio distributed by portfolio segment and impairment methodology
Loans individually evaluated for impairment			520	540
Loans collectively evaluated for impairment			4,904	8,984
Total loans			19,395	30,445
Allowance for loan losses distributed by portfolio segment and impairment methodology
Loans collectively evaluated for impairment, allowance			2
Total loans, allowance	37	$ 84	37
Covered | PCI loans
Changes in the allowance for loan losses
Balance, beginning of period	1,500
Balance, end of period	1,168
Loan portfolio distributed by portfolio segment and impairment methodology
Total loans			197,865	221,974
Allowance for loan losses distributed by portfolio segment and impairment methodology
Total loans, allowance	1,500		1,168	1,500
Covered | PCI loans | Commercial and industrial
Changes in the allowance for loan losses
Balance, beginning of period	741
Balance, end of period	422
Loan portfolio distributed by portfolio segment and impairment methodology
Total loans			6,953	7,507
Allowance for loan losses distributed by portfolio segment and impairment methodology
Total loans, allowance	741		422	741
Covered | PCI loans | Real estate
Changes in the allowance for loan losses
Balance, beginning of period	759
Balance, end of period	711
Loan portfolio distributed by portfolio segment and impairment methodology
Total loans			176,941	193,546
Allowance for loan losses distributed by portfolio segment and impairment methodology
Total loans, allowance	759		711	759
Covered | PCI loans | Construction and land development
Changes in the allowance for loan losses
Balance, end of period	35
Loan portfolio distributed by portfolio segment and impairment methodology
Total loans			13,971	$ 20,921
Allowance for loan losses distributed by portfolio segment and impairment methodology
Total loans, allowance	$ 35		$ 35

Covered Assets and Indemnific91

Covered Assets and Indemnification Asset - Covered OREO (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Activity in covered OREO
Balance, beginning of period	$ 99,090	$ 136,945
Additions to covered OREO	4,542	24,042
Dispositions of covered OREO	(14,977)	(22,334)
Valuation adjustments in the period	(9,765)	(950)
Balance, end of period	$ 78,890	$ 137,703

Covered Assets and Indemnific92

Covered Assets and Indemnification Asset - FDIC Indemnification Asset (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Activity in the FDIC Indemnification Asset
Balance, beginning of period	$ 91,648	$ 130,437
FDIC Indemnification Asset accretion (amortization)	87	506
Transfers to due from FDIC and other	(11,213)	(23,376)
Balance, end of period	80,522	$ 107,567
FDIC, collections received	$ 111,500

Mortgage Servicing Rights (Deta

Mortgage Servicing Rights (Details) - MSR - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	Mar. 31, 2016	Mar. 31, 2015	Dec. 31, 2015
Change in fair value of mortgage servicing rights
Balance, beginning of period	$ 52,285	$ 36,155	$ 36,155
Additions	1,639	2,690
Changes in fair value: Due to changes in model inputs or assumptions	(12,842)	(5,044)
Changes in fair value: Due to customer payoffs	(1,219)	(2,153)
Balance, end of period	39,863	31,648	$ 52,285
Mortgage loans serviced for others	$ 5,004,100	$ 5,051,884
MSR asset as a percentage of serviced mortgage loans	0.80%	1.03%
Key Assumptions
Weighted average constant prepayment rate (as a percent)	16.92%		11.51%
Weighted average discount rate (as a percent)	10.79%		10.92%
Weighted average life	4 years 9 months 18 days		6 years 6 months

Mortgage Servicing Rights - Sen

Mortgage Servicing Rights - Sensitivity Analysis (Details) - MSR - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015	Dec. 31, 2015
Sensitivity analysis
Constant prepayment rate: Impact of 10% adverse change	$ (1,831)		$ (2,177)
Constant prepayment rate: Impact of 20% adverse change	(3,494)		(4,195)
Discount rate: Impact of 10% adverse change	(1,073)		(2,073)
Discount rate: Impact of 20% adverse change	(2,076)		$ (3,989)
Contractually specified servicing fees, late fees and ancillary fees	$ 5,900	$ 4,200

Deposits (Details)

Deposits (Details) - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015
Deposits
Noninterest-bearing demand	$ 2,233,608	$ 2,235,436
Interest-bearing:
NOW accounts	1,171,481	1,077,576
Money market	1,447,155	1,500,780
Brokered - money market	97,472	133,380
Demand	343,083	380,214
Savings	330,307	273,390
Time	1,361,069	1,325,342
Brokered - time		26,565
Total deposits	$ 6,984,175	$ 6,952,683

Short-term Borrowings (Details)

Short-term Borrowings (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015	Dec. 31, 2015
Short-term borrowings
Short-term borrowings	$ 832,921		$ 947,373
Hilltop Broker-Dealers
Short-term borrowings
Weighted average interest rate (as a percent)	1.26%		1.26%
Federal funds purchased.
Short-term borrowings
Short-term borrowings	$ 62,900		$ 58,925
Securities sold under agreement to repurchase.
Short-term borrowings
Short-term borrowings	320,021		217,748
Federal Home Loan Bank notes
Short-term borrowings
Short-term borrowings	300,000		$ 600,000
Average balance during the period	$ 234,341	$ 235,111
Average interest rate during the period (as a percent)	0.44%	0.22%
Average interest rate at end of period (as a percent)	0.47%		0.35%
Federal Home Loan Bank notes | Maximum
Short-term borrowings
Maturity term of debt	365 days
Short-term bank loans.
Short-term borrowings
Short-term borrowings	$ 150,000		$ 70,700
Schedule of federal funds purchased and securities sold under agreements to repurchase
Short-term borrowings
Average balance during the period	$ 329,392	$ 361,600
Average interest rate during the period (as a percent)	0.49%	0.25%
Average interest rate at end of period (as a percent)	0.41%		0.26%
Carrying value.	$ 333,973		$ 250,981
Estimated fair value	$ 337,695		$ 250,045

Notes Payable (Details)

Notes Payable (Details) - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015
Debt Instrument
Notes payable	$ 232,190	$ 238,716
NLIC note payable due May 2033
Debt Instrument
Notes payable	10,000	10,000
NLIC note payable due September 2033
Debt Instrument
Notes payable	10,000	10,000
ASIC note payable due April 2034
Debt Instrument
Notes payable	7,500	7,500
Insurance company note payable due March 2035
Debt Instrument
Notes payable	20,000	20,000
Federal Home Loan Bank notes
Debt Instrument
Notes payable	32,524	36,042
Insurance company line of credit due December 31, 2016
Debt Instrument
Notes payable	1,500	7,000
Ventures line of credit due August 2016
Debt Instrument
Notes payable	2,459
Senior Notes due April 2025, net
Debt Instrument
Notes payable	$ 148,207	$ 148,174

Income Taxes (Details)

Income Taxes (Details) - USD ($) $ in Thousands	Jan. 01, 2015	Mar. 31, 2016	Mar. 31, 2015	Dec. 31, 2015
Income Taxes
Effective income tax rate (as a percent)		33.80%	11.90%
Bargain purchase gain			$ 81,289
Income tax benefit		$ (14,423)	$ (15,420)
SWS
Income Taxes
Tax on bargain purchase gain	$ 0			$ 0
Bargain purchase gain	$ 81,289
Income tax benefit		$ 2,100

Commitments and Contingencies99

Commitments and Contingencies (Details) $ in Thousands, shares in Millions	Sep. 13, 2013USD ($)item	Nov. 02, 2012USD ($)item	Mar. 31, 2016USD ($)shares	Mar. 31, 2015USD ($)	Mar. 31, 2016USD ($)	Dec. 31, 2015USD ($)
Reserve for Indemnification Liability:
FDIC, collections received			$ 111,500
Representation and Warranty Claims
Roll-forward of claims activity for loans put-back to the mortgage origination segment
Balance, beginning of period			57,298	$ 53,906
Claims made			4,548	37,323
Claims resolved with no payment			(6,115)	(11,687)
Repurchases			(1,157)	(5,239)
Indemnification payments			(372)	(203)
Balance, end of period			54,202	74,100
Reserve for Indemnification Liability:
Total			57,298	53,906	$ 54,202	$ 57,298
Reserve for Indemnification liability established by mortgage origination segment
Commitments and Contingencies
Provision for indemnification losses			900	800
Roll-forward of claims activity for loans put-back to the mortgage origination segment
Balance, beginning of period			16,640	17,619
Additions for new sales			878	844
Repurchases			(112)	(498)
Early payment defaults			(90)	(10)
Indemnification payments			(169)	(162)
Change in estimate				(451)
Balance, end of period			17,147	17,342
Reserve for Indemnification Liability:
Specific claims					4,754	5,210
Incurred but not reported claims					12,393	11,430
Total			$ 16,640	$ 17,619	$ 17,147	$ 16,640
Shareholder Class Action Lawsuits
Commitments and Contingencies
Number of shares of SWS common stock held by purported shareholders | shares			5.2
Bank | FNB
Reserve for Indemnification Liability:
Number of loss-sharing agreements | item	2
Loans and OREO acquired	$ 1,200,000
Percentage of net losses to be absorbed by FDIC on the first $240.4 million of net losses incurred as per the loss sharing agreement	80.00%
Threshold amount of net losses incurred for 80% of net losses to be absorbed by FDIC as per the loss sharing agreement, first layer	$ 240,400
Percentage of net losses to be absorbed by FDIC in excess of $240.4 million up to and including $365.7 million of net losses incurred as per the loss sharing agreement	0.00%
Threshold amount of net losses incurred for 0% of net losses to be absorbed by FDIC as per the loss sharing agreement, second layer	$ 365,700
Percentage of net losses to be absorbed by FDIC in excess of $365.7 million of net losses incurred as per the loss sharing agreement	80.00%
Threshold limit of subsequent recoveries reimbursable to the FDIC under the loss share agreement	$ 0
Covered net losses billed to the FDIC			$ 139,400
Percentage of covered net losses reimbursable under the loss-share agreements			80.00%
Amount of covered net losses reimbursable under the loss-share agreements			$ 111,500
FDIC, collections received			111,500
Bank | FNB | Covered
Reserve for Indemnification Liability:
Period for which payment is required to be made to the FDIC of true-up amount	10 years
Bank | FNB | Covered | Commercial loan
Reserve for Indemnification Liability:
Period of loss-sharing agreements in effect	5 years
Period of loss recovery provisions in effect	8 years
Bank | FNB | Covered | Single family residential loans
Reserve for Indemnification Liability:
Period of loss-sharing agreements in effect	10 years
Period of loss recovery provisions in effect	10 years
Bank | FNB | Minimum
Reserve for Indemnification Liability:
Covered losses and reimbursable expenses			240,400
Bank | FNB | Maximum
Reserve for Indemnification Liability:
Covered losses and reimbursable expenses			$ 365,700
First Southwest Company
Commitments and Contingencies
Number of defendants other than reporting entity | item		13
Amount of bonds to finance a loan to 38 Studios		$ 75,000

Financial Instruments with O100

Financial Instruments with Off-Balance Sheet Risk (Details) $ in Millions	Mar. 31, 2016USD ($)
Unused commitments to extend credit
Financial Instruments with Off-Balance Sheet Risk
Outstanding commitments	$ 1,600
Standby letters of credit
Financial Instruments with Off-Balance Sheet Risk
Outstanding commitments	$ 38.4

Stock-Based Compensation (Detai

Stock-Based Compensation (Details) $ / shares in Units, $ in Millions	Nov. 02, 2011item$ / sharesshares	Sep. 30, 2012shares	Mar. 31, 2016USD ($)$ / sharesshares	Mar. 31, 2015USD ($)shares
Stock based compensation
Compensation expense | $			$ 2.3	$ 1.9
2003 Plan
Stock based compensation
Number of additional awards permissible under the plan		0
2003 Plan | Stock Options Awards
Stock based compensation
Number of senior executive officers to whom awards granted | item	2
Awards granted (in shares)	600,000
Exercise price (in dollars per share) | $ / shares	$ 7.70
Options outstanding and scheduled to expire November 2, 2016 (in shares)			100,000
2012 Plan
Stock based compensation
Number of awards approved for grant (in shares)			4,000,000
Common stock remaining available for issuance (in shares)			2,293,228
2012 Plan | RSUs
Stock based compensation
Number of shares awarded (in shares)			277,000
Number of awards subject to time-based vesting (in shares)			860,321
Number of awards vesting upon achievement of performance goals (in shares)			284,398
Vesting period			3 years
Performance period			3 years
Unrecognized compensation expense | $			$ 14.4
Weighted average period for unrecognized compensation expense (in years)			1 year 11 months 1 day
Vested RSUs which require deferral of share settlement and statutory tax obligations			8,247
Number of shares outstanding
Balance at the beginning of the period ( in shares)			875,000
Granted (in shares)			277,000
Vested/Released (in shares)			(5,000)
Forfeited (in shares)			(2,000)
Balance at the end of the period ( in shares)			1,145,000
Weighted Average Grant Date Fair Value
Balance at the beginning of the period (in dollars per share) | $ / shares			$ 21.22
Grant date fair value (in dollars per share) | $ / shares			16.04
Vested/Released (in dollars per share) | $ / shares			22.24
Forfeited (in dollars per share) | $ / shares			21.41
Balance at the end of the period (in dollars per share) | $ / shares			$ 20
2012 Plan | RSUs | 2016 Grant Date
Stock based compensation
Number of shares awarded (in shares)			276,551
Number of awards subject to time-based vesting (in shares)			158,028
Number of awards vesting upon achievement of performance goals (in shares)			118,523
Vesting period			3 years
Performance period			3 years
Unrecognized compensation expense | $			$ 4.4
Number of shares outstanding
Granted (in shares)			276,551
2012 Plan | Restricted Stock Awards
Stock based compensation
Unrecognized compensation expense | $			$ 0.1
Weighted average period for unrecognized compensation expense (in years)			1 year 18 days
Number of shares outstanding
Balance at the beginning of the period ( in shares)			453,000
Vested/Released (in shares)			(3,000)
Forfeited (in shares)			(2,000)
Balance at the end of the period ( in shares)			448,000
Weighted Average Grant Date Fair Value
Balance at the beginning of the period (in dollars per share) | $ / shares			$ 13.50
Vested/Released (in dollars per share) | $ / shares			13.25
Forfeited (in dollars per share) | $ / shares			19.72
Balance at the end of the period (in dollars per share) | $ / shares			$ 13.47
2012 Plan | RSUs and RSAs
Stock based compensation
Vested/Released number of shares withheld to satisfy employee statutory tax obligations (in shares)			2,128
2012 Plan | Board of Directors
Stock based compensation
Common shares granted to members of board of directors as compensation for director services			5,516	2,545

Regulatory Matters - Minimum Ca

Regulatory Matters - Minimum Capital Requirements (Details) - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015
Bank
Tier 1 capital (to average assets)
Actual Amount	$ 1,035,022	$ 1,064,212
Actual Ratio (as a percent)	12.70%	13.22%
Minimum Capital Requirements, Amount	$ 326,044	$ 322,104
Minimum Capital Requirements, Ratio (as a percent)	4.00%	4.00%
To Be Well Capitalized Minimum Capital Requirements, Amount	$ 407,555	$ 402,630
To Be Well Capitalized Minimum Capital Requirements, Ratio (as a percent)	5.00%	5.00%
Common equity Tier 1 capital (to risk weighted assets)
Actual Amount	$ 1,033,659	$ 1,063,041
Actual Ratio (as a percent)	15.10%	16.23%
Minimum Capital Requirements, Amount	$ 308,020	$ 294,716
Minimum Capital Requirements, Ratio (as a percent)	4.50%	4.50%
To Be Well Capitalized Minimum Capital Requirements, Amount	$ 444,918	$ 425,701
To Be Well Capitalized Minimum Capital Requirements, Ratio (as a percent)	6.50%	6.50%
Tier 1 capital (to risk-weighted assets)
Actual Amount	$ 1,035,022	$ 1,064,212
Actual Ratio (as a percent)	15.12%	16.25%
Minimum Capital Requirements, Amount	$ 410,693	$ 392,954
Minimum Capital Requirements, Ratio (as a percent)	6.00%	6.00%
To Be Well Capitalized Minimum Capital Requirements, Amount	$ 547,591	$ 523,939
To Be Well Capitalized Minimum Capital Requirements, Ratio (as a percent)	8.00%	8.00%
Total capital (to risk-weighted assets)
Actual Amount	$ 1,086,214	$ 1,112,654
Actual Ratio (as a percent)	15.87%	16.99%
Minimum Capital Requirements, Amount	$ 547,591	$ 523,939
Minimum Capital Requirements, Ratio (as a percent)	8.00%	8.00%
To Be Well Capitalized Minimum Capital Requirements, Amount	$ 684,489	$ 654,924
To Be Well Capitalized Minimum Capital Requirements, Ratio (as a percent)	10.00%	10.00%
Hilltop Holdings Inc.
Tier 1 capital (to average assets)
Actual Amount	$ 1,532,458	$ 1,520,514
Actual Ratio (as a percent)	13.35%	12.65%
Minimum Capital Requirements, Amount	$ 459,069	$ 480,928
Minimum Capital Requirements, Ratio (as a percent)	4.00%	4.00%
Common equity Tier 1 capital (to risk weighted assets)
Actual Amount	$ 1,481,394	$ 1,469,642
Actual Ratio (as a percent)	17.56%	17.87%
Minimum Capital Requirements, Amount	$ 379,562	$ 370,156
Minimum Capital Requirements, Ratio (as a percent)	4.50%	4.50%
Tier 1 capital (to risk-weighted assets)
Actual Amount	$ 1,532,458	$ 1,520,514
Actual Ratio (as a percent)	18.17%	18.48%
Minimum Capital Requirements, Amount	$ 506,082	$ 493,541
Minimum Capital Requirements, Ratio (as a percent)	6.00%	6.00%
Total capital (to risk-weighted assets)
Actual Amount	$ 1,568,465	$ 1,553,867
Actual Ratio (as a percent)	18.60%	18.89%
Minimum Capital Requirements, Amount	$ 674,776	$ 658,055
Minimum Capital Requirements, Ratio (as a percent)	8.00%	8.00%

Regulatory Matters - Net Capita

Regulatory Matters - Net Capital Position, Broker-Dealers (Details) - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015
Net Capital
Amount required to be segregated in cash and securities for the benefit of customers	$ 120,714	$ 158,613
Hilltop Securities
Net Capital
Net capital	132,718
Less required net capital	9,484
Excess net capital	$ 123,234
Net capital as a percentage of aggregate debit items	28.00%
Net capital in excess of 5% aggregate debt items	$ 109,007
Amount required to be segregated in cash and securities for the benefit of customers	120,700
HTS Independent Network
Net Capital
Net capital	1,195
Less required net capital	250
Excess net capital	$ 945

Regulatory Matters - Insurance

Regulatory Matters - Insurance Subsidiaries (Details) - Texas Department of Insurance - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015	Dec. 31, 2015
NLIC
Insurance
Capital and surplus	$ 119,836		$ 121,750
Statutory net income	3,557	$ 4,759
ASIC
Insurance
Capital and surplus	28,980		$ 30,592
Statutory net income	$ 852	$ 909

Derivative Financial Instrum105

Derivative Financial Instruments (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015	Dec. 31, 2015
Not Designated as Hedging Instrument | Prime Lending
Derivative financial instruments
Net gain (loss) due to changes in the fair value of the derivative instruments	$ 12,500	$ 18,900
Not Designated as Hedging Instrument | Hilltop Broker-Dealers
Derivative financial instruments
Net gain (loss) due to changes in the fair value of the derivative instruments	6,900	$ 8,600
Interest Rate Lock Commitments
Derivative financial instruments
Notional Amount	1,505,457		$ 944,942
Estimated Fair Value	44,915		23,762
Commitments to Purchase MBSs
Derivative financial instruments
Notional Amount	3,761,758		3,151,862
Estimated Fair Value	23,811		8,350
Commitments to Sell MBSs
Derivative financial instruments
Notional Amount	6,194,817		5,038,565
Estimated Fair Value	(23,294)		(2,352)
Commitments to Sell MBSs | Prime Lending
Derivative financial instruments
Cash collateral advanced to offset net derivative liability	7,300		800
Interest Rate Swap and Swaptions
Derivative financial instruments
Notional Amount	587,418		409,982
Estimated Fair Value	1,604		490
Interest Rate Swap and Swaptions | Prime Lending
Derivative financial instruments
Cash collateral advanced to offset net derivative liability	$ 8,700		$ 6,400

Balance Sheet Offsetting - Asse

Balance Sheet Offsetting - Assets (Details) - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015
Reverse Repurchase Agreements
Net Amounts of Assets Presented in the Balance Sheet	$ 96,646	$ 105,660
Total
Gross Amounts of Recognized Assets	1,439,511	1,416,304
Gross Amounts Offset in the Balance Sheet	(404)	(393)
Net Amounts of Assets Presented in the Balance Sheet	1,439,107	1,415,911
Gross Amounts Not Offset in the Balance Sheets
Financial Instruments	(1,436,213)	(1,414,530)
Net Amount	2,894	1,381
Institutional counterparties
Securities Borrowed:
Gross Amounts of Recognized Assets	1,315,940	1,307,741
Net Amounts of Assets Presented in the Balance Sheets	1,315,940	1,307,741
Gross Amounts Not Offset in the Balance Sheets
Financial Instruments	(1,315,940)	(1,307,741)
Interest Rate Swap and Swaptions | Institutional counterparties
Derivatives
Gross Amounts of Recognized Assets	3,114	1,526
Gross Amounts Offset in the Balance Sheets	(404)	(393)
Net Amounts of Assets Presented in the Balance Sheets	2,710	1,133
Gross Amounts Not Offset in the Balance Sheets
Net Amount	2,710	1,133
Reverse repurchase agreements | Institutional counterparties
Reverse Repurchase Agreements
Gross Amounts of Recognized Assets	96,646	105,660
Net Amounts of Assets Presented in the Balance Sheet	96,646	105,660
Gross Amounts Not Offset in the Balance Sheets
Financial Instruments	(96,462)	(105,412)
Net Amount	184	248
Forward MBS Derivatives | Institutional counterparties
Derivatives
Gross Amounts of Recognized Assets	23,811	1,377
Net Amounts of Assets Presented in the Balance Sheets	23,811	1,377
Gross Amounts Not Offset in the Balance Sheets
Financial Instruments	$ (23,811)	$ (1,377)

Balance Sheet Offsetting - Liab

Balance Sheet Offsetting - Liabilities (Details) - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015
Total
Gross Amounts of Recognized Liabilities	$ 1,567,231	$ 1,458,242
Gross Amounts Offset in the Balance Sheets	(288)	(1,769)
Net Amounts of Liabilities Presented in the Balance Sheets	1,566,943	1,456,473
Gross Amounts Not Offset in the Balance Sheets
Financial Instruments	(1,556,943)	(1,457,153)
Net Amount	10,000	(680)
Institutional counterparties
Securities Loaned:
Gross Amounts of Recognized Liabilities	1,222,522	1,235,466
Net Amounts of Liabilities Presented in the Balance Sheets	1,222,522	1,235,466
Gross Amounts Not Offset in the Balance Sheets
Financial Instruments	(1,222,522)	(1,235,466)
Institutional counterparties | Interest Rate Swap and Swaptions
Derivatives:
Gross Amounts of Recognized Liabilities	1,106	643
Net Amounts of Liabilities Presented in the Balance Sheets	1,106	643
Gross Amounts Not Offset in the Balance Sheets
Financial Instruments	(2,518)	(2,519)
Net Amount	(1,412)	(1,876)
Institutional counterparties | Repurchase agreements
Repurchase Agreement:
Gross Amounts of Recognized Liabilities	164,647	69,748
Net Amounts of Liabilities Presented in the Balance Sheets	164,647	69,748
Gross Amounts Not Offset in the Balance Sheets
Financial Instruments	(164,647)	(69,748)
Institutional counterparties | Forward MBS Derivatives
Derivatives:
Gross Amounts of Recognized Liabilities	23,582	4,385
Gross Amounts Offset in the Balance Sheets	(288)	(1,769)
Net Amounts of Liabilities Presented in the Balance Sheets	23,294	2,616
Gross Amounts Not Offset in the Balance Sheets
Financial Instruments	(11,882)	(1,420)
Net Amount	11,412	1,196
Customer counterparties | Repurchase agreements
Repurchase Agreement:
Gross Amounts of Recognized Liabilities	155,374	148,000
Net Amounts of Liabilities Presented in the Balance Sheets	155,374	148,000
Gross Amounts Not Offset in the Balance Sheets
Financial Instruments	$ (155,374)	$ (148,000)

Balance Sheet Offsetting - Secu

Balance Sheet Offsetting - Secured Borrowings (Details) - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015
Transfers of Certain Financial Assets Accounted for as Secured Borrowings
Total borrowings	$ 1,542,543	$ 1,453,214
Gross amount of recognized liabilities for repurchase agreements and securities lending in offsetting disclosure above	1,542,543	1,453,214
Overnight and Continuous
Transfers of Certain Financial Assets Accounted for as Secured Borrowings
Total borrowings	1,455,496	1,436,556
Maturity up to 30 days
Transfers of Certain Financial Assets Accounted for as Secured Borrowings
Total borrowings	87,047	16,658
US Treasury and agency securities
Transfers of Certain Financial Assets Accounted for as Secured Borrowings
Repurchase agreements transactions	320,021	217,748
Securities lending transactions		12,646
US Treasury and agency securities | Overnight and Continuous
Transfers of Certain Financial Assets Accounted for as Secured Borrowings
Repurchase agreements transactions	232,974	201,090
Securities lending transactions		12,646
US Treasury and agency securities | Maturity up to 30 days
Transfers of Certain Financial Assets Accounted for as Secured Borrowings
Repurchase agreements transactions	87,047	16,658
Corporate securities
Transfers of Certain Financial Assets Accounted for as Secured Borrowings
Securities lending transactions	11,582	5,993
Corporate securities | Overnight and Continuous
Transfers of Certain Financial Assets Accounted for as Secured Borrowings
Securities lending transactions	11,582	5,993
Equity securities
Transfers of Certain Financial Assets Accounted for as Secured Borrowings
Securities lending transactions	1,210,928	1,216,827
Equity securities | Overnight and Continuous
Transfers of Certain Financial Assets Accounted for as Secured Borrowings
Securities lending transactions	1,210,928	$ 1,216,827
Other
Transfers of Certain Financial Assets Accounted for as Secured Borrowings
Securities lending transactions	12
Other | Overnight and Continuous
Transfers of Certain Financial Assets Accounted for as Secured Borrowings
Securities lending transactions	$ 12

Broker-Dealer and Clearing O109

Broker-Dealer and Clearing Organization Receivables and Payables (Details) - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015
Receivables:
Securities borrowed	$ 1,315,940	$ 1,307,741
Securities failed to deliver	29,910	25,087
Clearing organizations		16,701
Trades in process of settlements, net	16,023	5,707
Other	8,749	7,263
Total receivables	1,370,622	1,362,499
Payables:
Securities loaned	1,222,522	1,235,466
Correspondents	27,888	69,046
Securities failed to receive	30,780	28,352
Clearing organizations	2,826	5,441
Total Payables	$ 1,284,016	$ 1,338,305

Reserves for Losses and Loss110

Reserves for Losses and Loss Adjustment Expenses (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Information regarding of the reserve for unpaid losses and loss adjustment expenses
Balance, beginning of year	$ 44,357	$ 29,716
Less reinsurance recoverables	(13,502)	(4,315)
Net balance, beginning of year	30,855	25,401
Incurred related to:
Current year	21,604	14,290
Prior periods	355	4,570
Total incurred	21,959	18,860
Payments related to:
Current year	(9,538)	(7,174)
Prior periods	(9,129)	(8,094)
Total payments	(18,667)	(15,268)
Net balance, end of year	34,147	28,993
Plus reinsurance recoverables	8,831	8,451
Balance, end of year	42,978	$ 37,444
Increase (decrease) in reserves	$ 5,500

Reinsurance Activity - Credit R

Reinsurance Activity - Credit Risk (Details) $ in Thousands	Mar. 31, 2016USD ($)
Reinsurance Activity.
Balances due from Companies	$ 13,100
Allowance for uncollectible accounts	$ 0

Reinsurance Activity - Effects

Reinsurance Activity - Effects of Reinsurance (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Earned
Net premiums, Earned	$ 39,733	$ 39,567
Effect of reinsurance on incurred losses
Loss and LAE incurred	23,489	23,331
Reinsurance recoverables	(1,530)	(4,471)
Net loss and LAE incurred	21,959	18,860
Property and casualty
Written
Premiums from direct business	39,079	42,749
Reinsurance assumed	2,679	2,516
Reinsurance ceded	(3,498)	(4,705)
Net premiums, Written	38,260	40,560
Earned
Premiums from direct business	40,886	42,089
Reinsurance assumed	2,669	2,443
Reinsurance ceded	(3,822)	(4,965)
Net premiums, Earned	$ 39,733	$ 39,567

Reinsurance Activity - Coverage

Reinsurance Activity - Coverage (Details) - Catastrophic coverage $ in Millions	Jan. 01, 2016USD ($)	Mar. 31, 2016USD ($)item	Dec. 31, 2015
First layer of protection
Reinsurance activity
Loss amount covered under reinsurance contract		$ 17
Reinsurance retention amount		8
Second layer of protection
Reinsurance activity
Loss amount covered under reinsurance contract		25
Reinsurance coverage in losses per event		25
Third layer of protection
Reinsurance activity
Loss amount covered under reinsurance contract		25
Reinsurance coverage in losses per event		50
Fourth layer of protection
Reinsurance activity
Loss amount covered under reinsurance contract		50
Reinsurance coverage in losses per event		75
ASIC
Reinsurance activity
Loss amount covered under reinsurance contract		6.5
Reinsurance retention amount		1.5
NLIC
Reinsurance activity
Reinsurance retention amount		$ 8
NLC
Reinsurance activity
Loss amount covered under reinsurance contract	$ 1
Aggregate coverage in excess of retention for sub-catastrophic events	$ 10
Number of layers of protection under reinsurance | item		4
Participation retained (as a percent)			9.00%
NLIC and ASIC | Maximum
Reinsurance activity
Reinsurance retention amount		$ 8

Segment and Related Informat114

Segment and Related Information (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2016USD ($)segment	Mar. 31, 2015USD ($)	Dec. 31, 2015USD ($)
Information about the revenues, operating results, goodwill and assets
Number of reportable segments | segment	4
Net interest income (expense)	$ 93,541	$ 93,392
Provision for loan losses	3,407	2,687
Noninterest income	277,686	352,846
Noninterest expense	325,201	314,476
Income before income taxes	42,619	129,075
Goodwill	251,808		$ 251,808
Total assets	11,731,928		11,867,001
Operating segment | Banking
Information about the revenues, operating results, goodwill and assets
Net interest income (expense)	86,105	83,442
Provision for loan losses	3,500	2,486
Noninterest income	12,956	19,309
Noninterest expense	64,357	58,532
Income before income taxes	31,204	41,733
Goodwill	207,741		207,741
Total assets	8,591,995		8,707,433
Operating segment | Broker-Dealer
Information about the revenues, operating results, goodwill and assets
Net interest income (expense)	7,051	7,996
Provision for loan losses	(93)	201
Noninterest income	80,883	79,528
Noninterest expense	84,261	90,795
Income before income taxes	3,766	(3,472)
Goodwill	7,008		7,008
Total assets	2,692,691		2,673,455
Operating segment | Mortgage origination
Information about the revenues, operating results, goodwill and assets
Net interest income (expense)	(2,569)	(3,014)
Noninterest income	146,338	135,292
Noninterest expense	134,671	122,302
Income before income taxes	9,098	9,976
Goodwill	13,071		13,071
Total assets	1,570,635		1,737,843
Operating segment | Insurance
Information about the revenues, operating results, goodwill and assets
Net interest income (expense)	740	757
Noninterest income	41,804	41,845
Noninterest expense	36,375	33,466
Income before income taxes	6,169	9,136
Goodwill	23,988		23,988
Total assets	347,328		349,259
Corporate
Information about the revenues, operating results, goodwill and assets
Net interest income (expense)	(1,714)	109
Noninterest income	1	81,289
Noninterest expense	5,849	9,626
Income before income taxes	(7,562)	71,772
Total assets	1,926,204		1,905,547
All Other and Eliminations.
Information about the revenues, operating results, goodwill and assets
Net interest income (expense)	3,928	4,102
Noninterest income	(4,296)	(4,417)
Noninterest expense	(312)	(245)
Income before income taxes	(56)	$ (70)
Total assets	$ (3,396,925)		$ (3,506,536)

Earnings per Common Share (Deta

Earnings per Common Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Basic earnings per share:
Income (loss) applicable to Hilltop common stockholders	$ 27,442	$ 111,302
Weighted average shares outstanding - basic	98,153	99,741
Basic earnings (loss) per common share (in dollars per share)	$ 0.28	$ 1.12
Diluted earnings per share:
Weighted average shares outstanding - diluted	98,669	100,627
Effect of potentially dilutive securities (in shares)	516	886
Diluted earnings (loss) per common share (in dollars per share)	$ 0.28	$ 1.11
Restricted Stock Awards
Basic earnings per share:
Less: income applicable to participating shares	$ (125)	$ (574)
Common Stock | Equity and Award Type Excluding Restricted Stock Awards
Basic earnings per share:
Income (loss) applicable to Hilltop common stockholders	27,567	111,876
Diluted earnings per share:
Income (loss) applicable to Hilltop common stockholders	$ 27,567	$ 111,876

Subsequent Event (Details)

Subsequent Event (Details) - RSUs - 2012 Plan - USD ($) $ / shares in Units, $ in Millions	Apr. 01, 2016	Mar. 31, 2016
Subsequent events
Number of shares awarded (in shares)		277,000
Grant date fair value (in dollars per share)		$ 16.04
Vesting period		3 years
Unrecognized compensation expense		$ 14.4
Subsequent Event
Subsequent events
Number of shares awarded (in shares)	268,906
Grant date fair value (in dollars per share)	$ 18.68
Vesting period	3 years
Unrecognized compensation expense	$ 5