Hilltop (HTH) 10-Q 27 Jul 17 2017 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2017	Jul. 27, 2017
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	Jun. 30, 2017
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2,017
Document Fiscal Period Focus	Q2
Amendment Flag	false
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		96,347,034

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
Assets
Cash and due from banks	$ 405,938	$ 669,357
Federal funds sold	388	21,407
Securities purchased under agreements to resell	125,188	89,430
Assets segregated for regulatory purposes	167,565	180,993
Securities:
Trading, at fair value	471,485	265,534
Available for sale, at fair value (amortized cost of $761,217 and $598,198, respectively)	763,206	598,007
Held to maturity, at amortized cost (fair value of $355,860 and $345,088, respectively)	359,847	351,831
Total securities	1,594,538	1,215,372
Loans held for sale	2,000,257	1,795,463
Non-covered loans, net of unearned income	6,118,211	5,843,499
Allowance for non-covered loan losses	(59,208)	(54,186)
Non-covered loans, net	6,059,003	5,789,313
Covered loans, net of allowance of $1,359 and $413, respectively	205,877	255,714
Broker-dealer and clearing organization receivables	1,552,525	1,497,741
Premises and equipment, net	183,994	190,361
FDIC indemnification asset	40,304	71,313
Covered other real estate owned	42,304	51,642
Other assets	618,368	613,453
Goodwill	251,808	251,808
Other intangible assets, net	40,516	44,695
Total assets	13,288,573	12,738,062
Deposits:
Noninterest-bearing	2,251,208	2,199,483
Interest-bearing	5,323,414	4,864,328
Total deposits	7,574,622	7,063,811
Broker-dealer and clearing organization payables	1,395,314	1,347,128
Short-term borrowings	1,515,069	1,417,289
Securities sold, not yet purchased, at fair value	149,869	153,889
Notes payable	300,283	317,912
Junior subordinated debentures	67,012	67,012
Other liabilities	393,351	496,501
Total liabilities	11,395,520	10,863,542
Commitments and contingencies (see Notes 12 and 13)
Hilltop stockholders' equity:
Common stock, $0.01 par value, 125,000,000 shares authorized; 96,333,042 and 98,543,774 shares issued and outstanding at June 30, 2017 and December 31, 2016, respectively	963	985
Additional paid-in capital	1,529,903	1,572,877
Accumulated other comprehensive income	2,112	485
Retained earnings	356,564	295,568
Deferred compensation employee stock trust, net	845	903
Employee stock trust (12,455 and 15,492 shares, at cost, respectively)	(248)	(309)
Total Hilltop stockholders' equity	1,890,139	1,870,509
Noncontrolling interests	2,914	4,011
Total stockholders' equity	1,893,053	1,874,520
Total liabilities and stockholders' equity	$ 13,288,573	$ 12,738,062

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
CONSOLIDATED BALANCE SHEETS
Available for sale, amortized cost	$ 761,217	$ 598,198
Held to maturity, fair value	355,860	345,088
Covered loans, allowance	$ 1,359	$ 413
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	96,333,042	98,543,774
Common stock, shares outstanding	96,333,042	98,543,774
Employee stock trust, shares	12,455	15,492

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Interest income:
Loans, including fees	$ 113,793	$ 98,468	$ 203,784	$ 190,001
Securities borrowed	9,597	6,326	17,650	13,915
Securities:
Taxable	9,539	6,834	16,566	13,201
Tax-exempt	1,375	1,537	2,619	3,174
Other	2,002	1,037	3,928	2,065
Total interest income	136,306	114,202	244,547	222,356
Interest expense:
Deposits	5,464	4,037	10,154	7,876
Securities loaned	7,481	4,916	13,821	10,903
Short-term borrowings	3,648	1,392	5,066	2,477
Notes payable	2,826	2,618	5,640	5,200
Junior subordinated debentures	744	655	1,455	1,300
Other	167	187	335	363
Total interest expense	20,330	13,805	36,471	28,119
Net interest income	115,976	100,397	208,076	194,237
Provision for loan losses	5,853	28,876	7,558	32,283
Net interest income after provision for loan losses	110,123	71,521	200,518	161,954
Noninterest income:
Net realized gains (losses) on securities	14	(46)	14
Net gains from sale of loans and other mortgage production income	153,688	167,012	277,838	294,309
Mortgage loan origination fees	25,976	25,797	45,532	44,610
Securities commissions and fees	37,804	40,442	76,861	78,759
Investment and securities advisory fees and commissions	25,537	29,354	47,739	53,173
Net insurance premiums earned	36,020	38,721	72,160	78,454
Other	65,653	44,725	95,987	74,075
Total noninterest income	344,692	346,005	616,131	623,380
Noninterest expense:
Employees' compensation and benefits	214,413	217,398	400,972	400,159
Occupancy and equipment, net	27,919	26,971	55,212	54,804
Loss and loss adjustment expenses	33,184	37,211	54,884	59,170
Policy acquisition and other underwriting expenses	11,251	11,316	22,480	22,568
Other	79,484	74,469	153,195	155,853
Total noninterest expense	366,251	367,365	686,743	692,554
Income before income taxes	88,564	50,161	129,906	92,780
Income tax expense	25,754	18,439	40,789	32,862
Net income	62,810	31,722	89,117	59,918
Less: Net income attributable to noncontrolling interest	334	648	207	1,277
Income attributable to Hilltop	$ 62,476	$ 31,074	$ 88,910	$ 58,641
Earnings per common share:
Basic (in dollars per share)	$ 0.64	$ 0.32	$ 0.90	$ 0.60
Diluted (in dollars per share)	0.63	$ 0.32	0.90	$ 0.60
Cash dividends declared per common share	$ 0.06		$ 0.12
Weighted average share information:
Basic (in shares)	98,154	98,457	98,295	98,305
Diluted (in shares)	98,414	98,586	98,576	98,619

CONSOLIDATED STATEMENTS OF COMP

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
Net income	$ 62,810	$ 31,722	$ 89,117	$ 59,918
Other comprehensive income:
Net unrealized gains on securities available for sale, net of tax of $696, $1,034, $927 and $3,424, respectively	1,224	1,874	1,636	6,153
Reclassification adjustment for gains (losses) included in net income, net of tax of $(5), $16, $(5) and $0, respectively	(9)	30	(9)
Comprehensive income	64,025	33,626	90,744	66,071
Less: comprehensive income attributable to noncontrolling interest	334	648	207	1,277
Comprehensive income applicable to Hilltop	$ 63,691	$ 32,978	$ 90,537	$ 64,794

CONSOLIDATED STATEMENTS OF COM6

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
Net unrealized gains on securities available for sale and other, tax	$ 696	$ 1,034	$ 927	$ 3,424
Other comprehensive income reclassification adjustment, tax	$ (5)	$ 16	$ (5)	$ 0

CONSOLIDATED STATEMENTS OF STOC

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands	Hilltop.	Common Stock	Additional Paid-in Capital	Accumulated Other Comprehensive Income (Loss)	Retained Earnings (Accumulated Deficit).	Deferred Compensation Employee Stock Trust, Net	Employee Stock Trust	Noncontrolling Interest	Total
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		98,896,000					22,000
Increase (Decrease) in Stockholders' Equity
Net income	58,641				58,641			1,277	59,918
Other comprehensive income	6,153			6,153					6,153
Issuance of common stock	3,850	$ 5	3,845						3,850
Issuance of common stock (in shares)		500,000
Stock-based compensation expense	4,768		4,768						4,768
Common stock issued to board members	217		217						217
Common stock issued to board members (in shares)		12,000
Issuance of common stock related to share-based awards, net	(1,780)	$ (1)	(1,779)						(1,780)
Issuance of common stock related to share-based awards, net (in shares)		(94,000)
Repurchase of common stock	(16,276)	$ (8)	(16,268)						(16,276)
Repurchase of common stock (in shares)		(816,000)
Deferred compensation plan						(96)	$ 96
Deferred compensation plan (in shares)							(5,000)
Net cash distributed from noncontrolling interest								1,471	1,471
Balance at Jun. 30, 2016	1,792,527	$ 985	1,568,053	8,782	214,116	938	$ (347)	3,919	1,796,446
Balance (in shares) at Jun. 30, 2016		98,498,000					17,000
Balance at Dec. 31, 2016	1,870,509	$ 985	1,572,877	485	295,568	903	$ (309)	4,011	1,874,520
Balance (in shares) at Dec. 31, 2016		98,544,000					15,000
Increase (Decrease) in Stockholders' Equity
Net income	88,910				88,910			207	89,117
Other comprehensive income	1,627			1,627					1,627
Stock-based compensation expense	5,687		5,687						5,687
Common stock issued to board members	212		212						212
Common stock issued to board members (in shares)		7,000
Issuance of common stock related to share-based awards, net	(2,131)	$ 3	(2,134)						(2,131)
Issuance of common stock related to share-based awards, net (in shares)		244,000
Repurchase of common stock	(63,075)	$ (25)	(46,739)		(16,311)				$ (63,075)
Repurchase of common stock (in shares)		(2,462,000)							(605,431)
Dividends on common stock	(11,603)				(11,603)				$ (11,603)
Deferred compensation plan	3					(58)	$ 61		3
Deferred compensation plan (in shares)							(3,000)
Net cash distributed to noncontrolling interest								(1,304)	(1,304)
Balance at Jun. 30, 2017	$ 1,890,139	$ 963	$ 1,529,903	$ 2,112	$ 356,564	$ 845	$ (248)	$ 2,914	$ 1,893,053
Balance (in shares) at Jun. 30, 2017		96,333,000					12,000

CONSOLIDATED STATEMENTS OF STO8

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Parenthetical) - $ / shares	3 Months Ended	6 Months Ended
	Jun. 30, 2017	Jun. 30, 2017
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
Cash dividends declared per common share	$ 0.06	$ 0.12

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016
Operating Activities
Net income	$ 89,117	$ 59,918
Adjustments to reconcile net income to net cash used in operating activities:
Provision for loan losses	7,558	32,283
Depreciation, amortization and accretion, net	(14,436)	(26,686)
Net realized gains on securities	(14)
Deferred income taxes	2,615	2,421
Other, net	5,264	7,663
Net change in securities purchased under agreements to resell	(35,758)	(43,814)
Net change in assets segregated for regulatory purposes	13,428	38,399
Net change in trading securities	(205,951)	(91,273)
Net change in broker-dealer and clearing organization receivables	(45,566)	(796,440)
Net change in FDIC indemnification asset	22,824	17,344
Net change in other assets	(48,794)	(90,113)
Net change in broker-dealer and clearing organization payables	75,004	676,621
Net change in other liabilities	(132,731)	(45,653)
Net change in securities sold, not yet purchased	(4,020)	48,191
Proceeds from sale of mortgage servicing rights asset	17,499	7,586
Net gains from sales of loans	(277,838)	(294,309)
Loans originated for sale	(7,151,419)	(7,487,620)
Proceeds from loans sold	7,221,859	7,610,371
Net cash used in operating activities	(461,359)	(375,111)
Investing Activities
Proceeds from maturities and principal reductions of securities held to maturity	27,975	104,160
Proceeds from sales, maturities and principal reductions of securities available for sale	197,327	250,911
Purchases of securities held to maturity	(36,299)	(126,880)
Purchases of securities available for sale	(361,530)	(86,798)
Net change in loans	(195,832)	(281,489)
Purchases of premises and equipment and other assets	(13,771)	(19,097)
Proceeds from sales of premises and equipment and other real estate owned	18,071	51,192
Net cash received from Federal Home Loan Bank and Federal Reserve Bank stock	8,165	6,342
Net cash used in investing activities	(355,894)	(101,659)
Financing Activities
Net change in deposits	483,993	271,198
Net change in short-term borrowings	97,780	65,489
Proceeds from notes payable	173,052	132,460
Payments on notes payable	(190,631)	(51,458)
Proceeds from issuance of common stock		3,850
Payments to repurchase common stock	(16,009)
Dividends paid on common stock	(11,603)
Net cash distributed from (to) noncontrolling interest	(1,304)	1,471
Taxes paid on employee stock awards netting activity	(2,131)	(1,765)
Other, net	(332)	(259)
Net cash provided by financing activities	532,815	420,986
Net change in cash and cash equivalents	(284,438)	(55,784)
Cash and cash equivalents, beginning of period	690,764	669,445
Cash and cash equivalents, end of period	406,326	613,661
Supplemental Disclosures of Cash Flow Information
Cash paid for interest	36,299	28,206
Cash paid for income taxes, net of refunds	26,703	28,685
Supplemental Schedule of Non-Cash Activities
Conversion of loans to other real estate owned	5,644	11,615
Additions to mortgage servicing rights	$ 2,490	$ 9,893

Summary of Significant Accounti

Summary of Significant Accounting and Reporting Policies	6 Months Ended
	Jun. 30, 2017
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, headquartered in Dallas, Texas, provides its products and services through three primary business units, PlainsCapital Corporation (“PCC”), Hilltop Securities Holdings LLC (“Securities Holdings”) and National Lloyds Corporation (“NLC”). PCC is a financial holding company 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 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 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. 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, 2016 (“2016 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 PCC. PCC 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”). PrimeLending owns a 100% membership interest in PrimeLending Ventures Management, LLC (“Ventures Management”). Ventures Management is the managing member and owns 51% of the membership interest in both PrimeLending Ventures, LLC (“Ventures”) and Mutual of Omaha Mortgage, LLC. PCC 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 Inc. (“Hilltop Securities”), Hilltop Securities Independent Network Inc. (“HTS Independent Network”) (collectively, the “Hilltop Broker-Dealers”) and First Southwest Asset Management, LLC. Hilltop Securities is a broker-dealer registered with the Securities and Exchange Commission (the “SEC”) and 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 is a registered investment adviser under the Investment Advisers Act of 1940. 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. Certain reclassifications have been made to the prior period consolidated financial statements to conform with the current period presentation. In preparing these consolidated financial statements, subsequent events were evaluated through the time the financial statements were issued. Financial statements are considered issued when they are widely distributed to all stockholders and other financial statement users, or filed with the SEC.

Recently Issued Accounting Stan

Recently Issued Accounting Standards	6 Months Ended
	Jun. 30, 2017
Recently Issued Accounting Standards
Recently Issued Accounting Standards	2. Recently Issued Accounting Standards In May 2017, FASB issued ASU 2017-09 which provides clarity and reduces both diversity in practice and cost and complexity associated with changes to the terms or conditions of a share-based payment award and, specifically, which changes require an entity to apply modification accounting. The amendments in this update are effective for annual periods, and interim periods within those annual periods, beginning after December 15, 2017. Adoption of the amendment is not expected to have a significant effect on the Company’s consolidated financial statements. In April 2017, FASB issued ASU 2017-08 which shortens the amortization period for the premium on certain purchased callable debt securities to the earliest call date. The amendment is effective for annual periods, and interim reporting periods within those annual periods, beginning after December 15, 2018, using the using the modified retrospective transition method. As permitted within the amendment, the Company elected to early adopt and apply the provisions of this amendment as of January 1, 2017. This adoption had no effect on the Company’s consolidated financial statements. In January 2017, FASB issued ASU 2017-01 which provides guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The amendment is effective for annual periods, and interim reporting periods within those annual periods, beginning after December 15, 2017, using the prospective method. Early adoption is permitted. Adoption of the amendment is not expected to have a significant effect on the Company’s consolidated financial statements. In October 2016, FASB issued ASU No. 2016-16 which addresses improvement in accounting for income tax consequences of intra-equity transfers of assets other than inventory. The amendment requires that an entity recognize the income tax consequences of the intra-equity transfer of an asset other than inventory when the transfer occurs. The amendments are effective for annual periods, and interim reporting periods within those annual periods, beginning after December 15, 2017, using the modified retrospective transition method. Early adoption is permitted. The Company does not intend to adopt the provisions of the amendment early and does not expect such provisions to have a significant effect on the Company’s consolidated financial statements. In August 2016, FASB issued ASU 2016-15 to add or clarify guidance on the classification of certain cash receipts and payments in the statement of cash flows and to eliminate the diversity in practice related to such classifications. The amendments are effective for annual periods, and interim reporting periods within those annual periods, beginning after December 15, 2017 using a retrospective transition method. Early adoption is permitted. The Company does not intend to adopt the provisions of the amendment early and does not expect such provisions to have a significant effect on the Company’s consolidated financial statements. In June 2016, FASB issued ASU 2016-13 which sets forth a “current expected credit loss” (CECL) model which requires entities to measure all credit losses expected over the life of an exposure (or pool of exposures) for financial instruments held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. This replaces the existing incurred loss model and is applicable to the measurement of credit losses on financial assets measured at amortized cost and applies to some off-balance sheet credit exposures. The amendment also requires enhanced disclosures to help financial statement users better understand significant estimates and judgments used in estimating credit losses, as well as the credit quality and underwriting standards of an entity’s portfolio. The amendments are effective for annual periods, and interim reporting periods within those annual periods, beginning after December 15, 2019 with a cumulative-effect adjustment to retained earnings as of the beginning of the reporting period of adoption. Although the Company does not intend to adopt the provisions of the amendment early, a cross-functional team is evaluating the provisions of the amendment and the impact on its future consolidated financial statements through the identification of data requirements and determination of necessary modifications to its existing credit loss model and processes. The extent of the change in allowance for loan losses will be impacted by the portfolio composition and quality at the adoption date as well as economic conditions and forecasts at that time. 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 does not intend to adopt the provisions of the amendment early. The Company is currently evaluating the provisions of the amendment on its consolidated financial statements but upon adoption expects to report higher assets and liabilities as a result of including additional leases on the consolidated balance sheets. In January 2016, FASB issued ASU 2016-01 related to financial instruments. This amendment requires that most equity investments be measured at fair value, with subsequent changes in fair value recognized in net income. The amendment 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 annual periods, beginning after December 15, 2017. Adoption of the amendment is not expected to have a significant effect on the Company’s consolidated financial statements. In July 2015, the FASB issued ASU 2015-14, which deferred the effective date of ASU 2014-09 by one year, to clarify the principles for recognizing revenue from contracts with customers. The FASB has subsequently issued several amendments to the standard, including clarification of principal versus agent considerations, narrow scope improvements and other technical corrections. The amendments outline a single comprehensive model for entities to depict the transfer of goods or services to customers in amounts that reflect the payment to which a company expects to be entitled in exchange for those goods or services. The amendments also require additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to obtain or fulfill a contract. The amendments are effective for annual periods, and interim reporting periods within those annual periods, beginning after December 15, 2017 and may be adopted using either a full retrospective transition method or a modified, cumulative-effect approach wherein the guidance is applied only to existing contracts as of the date of initial application and to new contracts entered into thereafter. The Company does not intend to adopt the provisions of the amendment early and expects to adopt using the cumulative-effect approach. The Company has gathered an inventory of contracts with customers and performed an in-depth assessment. The preliminary assessment suggests that the revenue recognition policies within the Company’s broker-dealer segment will be affected when adopted. Specifically, the new guidance may require certain advisory and underwriting revenues and expenses to be recorded on a gross basis while the current guidance requires recognizing these revenues net of the related expenses. However, there are many aspects of this new accounting guidance that are still being interpreted to clarify and address certain implementation issues. The Company will continue to evaluate the impact on its future consolidated financial statements of both current and newly issued guidance associated with the amendment.

Fair Value Measurements

Fair Value Measurements	6 Months Ended
	Jun. 30, 2017
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 June 30, 2017 and December 31, 2016, the aggregate fair value of PrimeLending’s mortgage loans held for sale accounted for under the Fair Value Option was $1.93 billion and $1.75 billion, respectively, and the unpaid principal balance of those loans was $1.85 billion and $1.71 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 June 30, 2017 Inputs Inputs Inputs Fair Value Trading securities $ 5,205 $ 466,280 $ — $ 471,485 Available for sale securities 20,503 742,703 — 763,206 Loans held for sale — 1,897,752 30,037 1,927,789 Derivative assets — 71,724 — 71,724 MSR asset — — 43,580 43,580 Securities sold, not yet purchased 73,477 76,392 — 149,869 Derivative liabilities — 19,642 — 19,642 Level 1 Level 2 Level 3 Total December 31, 2016 Inputs Inputs Inputs Fair Value Trading securities $ 9,481 $ 256,053 $ — $ 265,534 Available for sale securities 19,840 578,167 — 598,007 Loans held for sale — 1,712,697 35,801 1,748,498 Derivative assets — 57,036 — 57,036 MSR asset — — 61,968 61,968 Securities sold, not yet purchased 60,715 93,174 — 153,889 Derivative liabilities — 35,737 — 35,737 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 June 30, 2017 Loans held for sale $ 30,214 $ 8,675 $ (6,722) $ (2,130) $ — $ 30,037 MSR asset 45,573 1,266 — (3,259) — 43,580 Total $ 75,787 $ 9,941 $ (6,722) $ (5,389) $ — $ 73,617 Six months ended June 30, 2017 Loans held for sale $ 35,801 $ 16,503 $ (17,423) $ (4,844) $ — $ 30,037 MSR asset 61,968 2,490 (17,499) (3,379) — 43,580 Total $ 97,769 $ 18,993 $ (34,922) $ (8,223) $ — $ 73,617 Three months ended June 30, 2016 Trading securities $ 1 $ — $ — $ — $ — $ 1 Loans held for sale 40,545 19,803 (10,894) (3,809) — 45,645 MSR asset 39,863 8,254 (7,586) (7,040) — 33,491 Total $ 80,409 $ 28,057 $ (18,480) $ (10,849) $ — $ 79,137 Six months ended June 30, 2016 Trading securities $ 1 $ — $ — $ — $ — $ 1 Loans held for sale 25,880 43,039 (15,131) (8,143) — 45,645 MSR asset 52,285 9,893 (7,586) (21,101) — 33,491 Total $ 78,166 $ 52,932 $ (22,717) $ (29,244) $ — $ 79,137 All net realized and unrealized gains (losses) in the table above are reflected in the accompanying consolidated financial statements. Excluding the trading securities sold during the three months ended September 30, 2016, the unrealized gains (losses) relate to financial instruments still held at June 30, 2017. For Level 3 financial instruments measured at fair value on a recurring basis at June 30, 2017, the significant unobservable inputs used in the fair value measurements were as follows. Range Financial instrument Valuation Technique Unobservable Inputs (Weighted-Average) Loans held for sale Discounted cash flows / Market comparable Projected price 92 - 95 % ( 95 %) MSR asset Discounted cash flows Constant prepayment rate 10.92 % Discount rate 11.14 % 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 inputs. The fair values of such loans are 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 tables present those changes in fair value of instruments recognized in the consolidated statements of operations that are accounted for under the Fair Value Option (in thousands). Three Months Ended June 30, 2017 Three Months Ended June 30, 2016 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 $ 22,231 $ — $ 22,231 $ 15,483 $ — $ 15,483 MSR asset (3,259) — (3,259) (7,040) — (7,040) Six Months Ended June 30, 2017 Six Months Ended June 30, 2016 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 $ 31,093 $ — $ 31,093 $ 15,930 $ — $ 15,930 MSR asset (3,379) — (3,379) (21,101) — (21,101) The Company also determines the fair value of certain assets and liabilities on a non-recurring basis. 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. Purchased credit impaired (“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 PCC (the “PlainsCapital Merger”), the FDIC-assisted transaction whereby the Bank acquired certain assets and assumed certain liabilities of Edinburg, Texas-based First National Bank (“FNB”) on September 13, 2013 (the “FNB Transaction”), and the acquisition of SWS Group, Inc. (“SWS”) in a stock and cash transaction (the "SWS Merger"), whereby SWS’s banking subsidiary, Southwest Securities, FSB was merged into the Bank, 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 June 30, 2017, 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 % % % At June 30, 2017, the resulting weighted average expected loss on PCI loans associated with the PlainsCapital Merger, FNB Transaction and SWS Merger was 33%, 9% and 17%, 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 June 30, 2017, 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 June 30, 2017 and December 31, 2016, the estimated fair value of covered OREO was $42.3 million and $51.6 million, respectively, and the underlying fair value measurements utilized Level 2 and Level 3 inputs. The fair value of non-covered OREO at June 30, 2017 and December 31, 2016 was $4.6 million and $4.5 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 Total Gains (Losses) for the Level 1 Level 2 Level 3 Total Three Months Ended June 30, Six Months Ended June 30, June 30, 2017 Inputs Inputs Inputs Fair Value 2017 2016 2017 2016 Non-covered impaired loans $ — $ — $ 55,013 $ 55,013 $ (274) $ 168 $ (470) $ 135 Covered impaired loans — — 48,677 48,677 (611) (242) (977) 90 Non-covered other real estate owned — 3,258 — 3,258 (108) (12) (123) (12) Covered other real estate owned — 5,385 — 5,385 (943) (1,967) (2,135) (11,732) 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. There have been no changes to the methods for determining estimated fair value for financial assets and liabilities which are described in detail in Note 3 to the consolidated financial statements included in the Company’s 2016 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 June 30, 2017 Amount Inputs Inputs Inputs Total Financial assets: Cash and cash equivalents $ 406,326 $ 406,326 $ — $ — $ 406,326 Securities purchased under agreements to resell 125,188 — 125,188 — 125,188 Assets segregated for regulatory purposes 167,565 167,565 — — 167,565 Held to maturity securities 359,847 — 355,860 — 355,860 Loans held for sale 72,468 — 72,468 — 72,468 Non-covered loans, net 6,059,003 — 492,859 5,755,032 6,247,891 Covered loans, net 205,877 — — 309,698 309,698 Broker-dealer and clearing organization receivables 1,552,525 — 1,552,525 — 1,552,525 FDIC indemnification asset 40,304 — — 24,875 24,875 Other assets 62,882 — 57,420 5,462 62,882 Financial liabilities: Deposits 7,574,622 — 7,567,319 — 7,567,319 Broker-dealer and clearing organization payables 1,395,314 — 1,395,314 — 1,395,314 Short-term borrowings 1,515,069 — 1,515,069 — 1,515,069 Debt 367,295 — 364,785 — 364,785 Other liabilities 3,881 — 3,881 — 3,881 Estimated Fair Value Carrying Level 1 Level 2 Level 3 December 31, 2016 Amount Inputs Inputs Inputs Total Financial assets: Cash and cash equivalents $ 690,764 $ 690,764 $ — $ — $ 690,764 Securities purchased under agreements to resell 89,430 — 89,430 — 89,430 Assets segregated for regulatory purposes 180,993 180,993 — — 180,993 Held to maturity securities 351,831 — 345,088 — 345,088 Loans held for sale 46,965 — 46,965 — 46,965 Non-covered loans, net 5,789,313 — 502,077 5,459,975 5,962,052 Covered loans, net 255,714 — — 367,444 367,444 Broker-dealer and clearing organization receivables 1,497,741 — 1,497,741 — 1,497,741 FDIC indemnification asset 71,313 — — 60,173 60,173 Other assets 62,904 — 58,697 4,207 62,904 Financial liabilities: Deposits 7,063,811 — 7,058,837 — 7,058,837 Broker-dealer and clearing organization payables 1,347,128 — 1,347,128 — 1,347,128 Short-term borrowings 1,417,289 — 1,417,289 — 1,417,289 Debt 384,924 — 378,822 — 378,822 Other liabilities 3,708 — 3,708 — 3,708

Securities

Securities	6 Months Ended
	Jun. 30, 2017
Securities
Securities	4. Securities The fair value of trading securities is summarized as follows (in thousands). June 30, December 31, 2017 2016 U.S. Treasury securities $ 1,874 $ 5,940 U.S. government agencies: Bonds 32,944 36,303 Residential mortgage-backed securities 233,443 2,539 Commercial mortgage-backed securities 9,739 15,171 Collateralized mortgage obligations 1,668 5,607 Corporate debt securities 75,240 60,699 States and political subdivisions 98,619 89,946 Unit investment trusts 8,920 41,409 Private-label securitized product 4,843 4,292 Other 4,195 3,628 Totals $ 471,485 $ 265,534 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 obligations may exceed the amount recognized in the financial statements. These securities, which are carried at fair value and reported as securities sold, not yet purchased in the consolidated balance sheets, had a value of $149.9 million and $153.9 million at June 30, 2017 and December 31, 2016, 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 June 30, 2017 Cost Gains Losses Fair Value U.S. Treasury securities $ 31,740 $ 173 $ (42) $ 31,871 U.S. government agencies: Bonds 91,077 873 (138) 91,812 Residential mortgage-backed securities 242,019 879 (2,452) 240,446 Commercial mortgage-backed securities 12,200 22 (23) 12,199 Collateralized mortgage obligations 212,647 104 (2,636) 210,115 Corporate debt securities 75,534 2,551 (11) 78,074 States and political subdivisions 76,234 1,557 (112) 77,679 Commercial mortgage-backed securities 499 8 — 507 Equity securities 19,267 1,250 (14) 20,503 Totals $ 761,217 $ 7,417 $ (5,428) $ 763,206 Available for Sale Amortized Unrealized Unrealized December 31, 2016 Cost Gains Losses Fair Value U.S. Treasury securities $ 31,701 $ 144 $ (44) $ 31,801 U.S. government agencies: Bonds 121,838 881 (67) 122,652 Residential mortgage-backed securities 135,371 708 (2,941) 133,138 Commercial mortgage-backed securities 8,771 2 (58) 8,715 Collateralized mortgage obligations 117,879 29 (3,206) 114,702 Corporate debt securities 76,866 2,354 (91) 79,129 States and political subdivisions 86,353 1,498 (336) 87,515 Commercial mortgage-backed securities 499 16 — 515 Equity securities 18,920 1,263 (343) 19,840 Totals $ 598,198 $ 6,895 $ (7,086) $ 598,007 Held to Maturity Amortized Unrealized Unrealized June 30, 2017 Cost Gains Losses Fair Value U.S. government agencies: Bonds $ 40,514 $ 43 $ (915) $ 39,642 Residential mortgage-backed securities 18,009 179 — 18,188 Commercial mortgage-backed securities 57,867 396 (399) 57,864 Collateralized mortgage obligations 194,664 150 (2,466) 192,348 States and political subdivisions 48,793 205 (1,180) 47,818 Totals $ 359,847 $ 973 $ (4,960) $ 355,860 Held to Maturity Amortized Unrealized Unrealized December 31, 2016 Cost Gains Losses Fair Value U.S. government agencies: Bonds $ 40,513 $ — $ (1,287) $ 39,226 Residential mortgage-backed securities 19,606 13 (6) 19,613 Commercial mortgage-backed securities 31,767 102 (593) 31,276 Collateralized mortgage obligations 217,954 128 (3,372) 214,710 States and political subdivisions 41,991 70 (1,798) 40,263 Totals $ 351,831 $ 313 $ (7,056) $ 345,088 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). June 30, 2017 December 31, 2016 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 6 $ 24,143 $ 39 7 $ 21,694 $ 44 Unrealized loss for twelve months or longer 2 2,598 3 — — — 8 26,741 42 7 21,694 44 U.S. government agencies: Bonds: Unrealized loss for less than twelve months 9 74,954 138 1 14,908 67 Unrealized loss for twelve months or longer — — — — — — 9 74,954 138 1 14,908 67 Residential mortgage-backed securities: Unrealized loss for less than twelve months 13 122,941 2,232 12 109,398 2,941 Unrealized loss for twelve months or longer 1 5,846 220 — — — 14 128,787 2,452 12 109,398 2,941 Commercial mortgage-backed securities: Unrealized loss for less than twelve months 2 9,091 23 2 7,127 58 Unrealized loss for twelve months or longer — — — — — — 2 9,091 23 2 7,127 58 Collateralized mortgage obligations: Unrealized loss for less than twelve months 17 134,762 1,537 11 91,144 2,340 Unrealized loss for twelve months or longer 9 29,341 1,099 8 19,320 866 26 164,103 2,636 19 110,464 3,206 Corporate debt securities: Unrealized loss for less than twelve months 1 1,987 11 3 5,899 91 Unrealized loss for twelve months or longer — — — — — — 1 1,987 11 3 5,899 91 States and political subdivisions: Unrealized loss for less than twelve months 24 11,727 103 32 17,549 322 Unrealized loss for twelve months or longer 1 458 9 1 450 14 25 12,185 112 33 17,999 336 Equity securities: Unrealized loss for less than twelve months 1 195 — — — — Unrealized loss for twelve months or longer 2 6,947 14 2 11,107 343 3 7,142 14 2 11,107 343 Total available for sale: Unrealized loss for less than twelve months 73 379,800 4,083 68 267,719 5,863 Unrealized loss for twelve months or longer 15 45,190 1,345 11 30,877 1,223 88 $ 424,990 $ 5,428 79 $ 298,596 $ 7,086 June 30, 2017 December 31, 2016 Number of Unrealized Number of Unrealized Securities Fair Value Losses Securities Fair Value Losses Held to Maturity U.S. government agencies: Bonds: Unrealized loss for less than twelve months 3 $ 32,099 $ 915 4 $ 33,225 $ 1,287 Unrealized loss for twelve months or longer — — — — — — 3 32,099 915 4 33,225 1,287 Residential mortgage-backed securities: Unrealized loss for less than twelve months — — — 2 13,178 6 Unrealized loss for twelve months or longer — — — — — — — — — 2 13,178 6 Commercial mortgage-backed securities: Unrealized loss for less than twelve months 2 12,882 399 5 18,891 588 Unrealized loss for twelve months or longer — — — 1 1,401 5 2 12,882 399 6 20,292 593 Collateralized mortgage obligations: Unrealized loss for less than twelve months 17 166,859 2,466 19 187,669 3,372 Unrealized loss for twelve months or longer — — — — — — 17 166,859 2,466 19 187,669 3,372 States and political subdivisions: Unrealized loss for less than twelve months 63 27,712 1,176 71 29,862 1,790 Unrealized loss for twelve months or longer 2 671 4 1 462 8 65 28,383 1,180 72 30,324 1,798 Total held to maturity: Unrealized loss for less than twelve months 85 239,552 4,956 101 282,825 7,043 Unrealized loss for twelve months or longer 2 671 4 2 1,863 13 87 $ 240,223 $ 4,960 103 $ 284,688 $ 7,056 During the three and six months ended June 30, 2017 and 2016, 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 Company’s 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 recording any OTTI of the securities. The Company does not intend to sell, nor does the Company believe that it is 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 June 30, 2017 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 $ 107,694 $ 107,905 $ 4,258 $ 4,262 Due after one year through five years 97,514 99,481 3,323 3,346 Due after five years through ten years 39,674 41,380 26,786 26,327 Due after ten years 29,703 30,670 54,940 53,525 274,585 279,436 89,307 87,460 Residential mortgage-backed securities 242,019 240,446 18,009 18,188 Collateralized mortgage obligations 212,647 210,115 194,664 192,348 Commercial mortgage-backed securities 12,699 12,706 57,867 57,864 $ 741,950 $ 742,703 $ 359,847 $ 355,860 The Company realized net gains of $7.0 million and $5.8 million from its trading securities portfolio during the three months ended June 30, 2017 and 2016, respectively, and net gains from its trading securities portfolio of $12.9 million and $11.5 million during the six months ended June 30, 2017 and 2016, respectively. In addition, the Hilltop Broker-Dealers realized net gains from trading activities primarily associated with the structured finance business of $10.5 million and $23.7 million during the three months ended June 30, 2017 and 2016, respectively, and $17.0 million and $29.3 million during the six months ended June 30, 2017 and 2016, respectively. All such realized net gains are recorded as a component of other noninterest income within the consolidated statements of operations. Securities with a carrying amount of $624.0 million and $695.1 million (with a fair value of $619.7 million and $688.1 million, respectively) at June 30, 2017 and December 31, 2016, 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 June 30, 2017 and December 31, 2016. Mortgage-backed securities and collateralized mortgage obligations consist primarily 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 June 30, 2017 and December 31, 2016, NLC had investments on deposit in custody for various state insurance departments with aggregate carrying values of $9.3 million and $9.2 million, respectively.

Non-Covered Loans and Allowance

Non-Covered Loans and Allowance for Non-Covered Loan Losses	6 Months Ended
	Jun. 30, 2017
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). June 30, December 31, 2017 2016 Commercial and industrial $ 1,750,305 $ 1,696,453 Real estate 2,969,199 2,816,767 Construction and land development 863,082 786,850 Consumer 42,766 41,352 Broker-dealer (1) 492,859 502,077 6,118,211 5,843,499 Allowance for non-covered loan losses (59,208) (54,186) Total non-covered loans, net of allowance $ 6,059,003 $ 5,789,313 (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 non-covered PCI loans (in thousands). June 30, December 31, 2017 2016 Carrying amount $ 44,345 $ 51,432 Outstanding balance 59,426 67,988 Changes in the accretable yield for non-covered PCI loans were as follows (in thousands). Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Balance, beginning of period $ 11,442 $ 16,168 $ 13,116 $ 17,744 Reclassifications from nonaccretable difference, net (1) 438 1,604 577 3,947 Disposals of loans (61) — (61) — Accretion (2,026) (2,543) (3,839) (6,462) Balance, end of period $ 9,793 $ 15,229 $ 9,793 $ 15,229 (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 non-accrual and expected cash flows are no longer predictable and the accretable yield is eliminated. The remaining nonaccretable difference for non-covered PCI loans was $21.0 million and $22.8 million at June 30, 2017 and December 31, 2016, respectively. Impaired loans exhibit a clear indication that the borrower’s cash flow may not be sufficient to meet contractual principal and interest payments, which generally occurs 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 the 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 June 30, 2017 Principal Balance No Allowance Allowance Investment Allowance PCI Commercial and industrial: Secured $ 20,269 $ 3,382 $ 3,738 $ 7,120 $ 66 Unsecured — — — — — Real estate: Secured by commercial properties 33,575 8,512 16,056 24,568 2,249 Secured by residential properties 13,102 2,272 7,838 10,110 270 Construction and land development: Residential construction loans — — — — — Commercial construction loans and land development 4,357 1,073 1,260 2,333 303 Consumer 2,679 32 182 214 102 Broker-dealer — — — — — 73,982 15,271 29,074 44,345 2,990 Non-PCI Commercial and industrial: Secured 12,253 6,797 2,911 9,708 750 Unsecured 745 717 — 717 — Real estate: Secured by commercial properties 12,136 11,235 410 11,645 3 Secured by residential properties 1,816 1,545 — 1,545 — Construction and land development: Residential construction loans 15 — — — — Commercial construction loans and land development 659 — 632 632 106 Consumer 317 208 — 208 — Broker-dealer — — — — — 27,941 20,502 3,953 24,455 859 $ 101,923 $ 35,773 $ 33,027 $ 68,800 $ 3,849 Unpaid Recorded Recorded Total Contractual Investment with Investment with Recorded Related December 31, 2016 Principal Balance No Allowance Allowance Investment Allowance PCI Commercial and industrial: Secured $ 25,354 $ 3,234 $ 5,438 $ 8,672 $ 557 Unsecured — — — — — Real estate: Secured by commercial properties 38,005 11,097 17,413 28,510 1,907 Secured by residential properties 13,606 7,401 3,088 10,489 200 Construction and land development: Residential construction loans — — — — — Commercial construction loans and land development 5,780 1,391 2,076 3,467 377 Consumer 3,223 237 57 294 56 Broker-dealer — — — — — 85,968 23,360 28,072 51,432 3,097 Non-PCI Commercial and industrial: Secured 6,311 3,313 1,372 4,685 115 Unsecured 946 925 — 925 — Real estate: Secured by commercial properties 10,134 10,000 — 10,000 — Secured by residential properties 1,344 1,116 — 1,116 — Construction and land development: Residential construction loans 28 28 — 28 — Commercial construction loans and land development 738 48 679 727 167 Consumer 246 244 — 244 — Broker-dealer — — — — — 19,747 15,674 2,051 17,725 282 $ 105,715 $ 39,034 $ 30,123 $ 69,157 $ 3,379 Average recorded investment in non-covered impaired loans is summarized by class in the following table (in thousands). Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Commercial and industrial: Secured $ 16,950 $ 25,590 $ 15,093 $ 25,538 Unsecured 748 41 821 47 Real estate: Secured by commercial properties 37,189 37,533 37,362 38,680 Secured by residential properties 11,461 12,092 11,630 12,133 Construction and land development: Residential construction loans — — 14 111 Commercial construction loans and land development 3,170 4,090 3,580 4,512 Consumer 462 483 480 609 Broker-dealer — — — — $ 69,980 $ 79,829 $ 68,980 $ 81,630 Non-covered non-accrual loans, excluding those classified as held for sale, are summarized by class in the following table (in thousands). June 30, December 31, 2017 2016 Commercial and industrial: Secured $ 13,101 $ 8,590 Unsecured 717 925 Real estate: Secured by commercial properties 11,645 11,034 Secured by residential properties 2,020 1,197 Construction and land development: Residential construction loans — 28 Commercial construction loans and land development 632 727 Consumer 208 244 Broker-dealer — — $ 28,323 $ 22,745 At June 30, 2017 and December 31, 2016, non-covered non-accrual loans included non-covered PCI loans of $3.9 million and $5.0 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, $1.2 million and $1.7 million of real estate loans secured by residential properties and classified as held for sale were in non-accrual status at June 30, 2017 and December 31, 2016, respectively. Interest income, including recoveries and cash payments, recorded on non-covered impaired loans was $0.1 million and $0.1 million during the three months ended June 30, 2017 and 2016, respectively, and $0.4 million and $0.2 million during the six months ended June 30, 2017 and 2016, 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 may also reconfigure 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. Information regarding TDRs granted during the three and six months ended June 30, 2017 and 2016, respectively, is shown in the following tables (dollars in thousands). At June 30, 2017 and December 31, 2016, the Bank had nominal unadvanced commitments to borrowers whose loans have been restructured in TDRs. Three Months Ended June 30, 2017 Three Months Ended June 30, 2016 Number of Balance at Balance at Number of Balance at Balance at Loans Extension End of Period Loans Extension End of Period 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 1 655 632 — — — Consumer — — — — — — Broker-dealer — — — — — — 1 $ 655 $ 632 — $ — $ — Six Months Ended June 30, 2017 Six Months Ended June 30, 2016 Number of Balance at Balance at Number of Balance at Balance at Loans Extension End of Period Loans Extension End of Period Commercial and industrial: Secured 1 $ 1,357 $ 1,279 1 $ 1,196 $ 950 Unsecured — — — — — — Real estate: Secured by commercial properties 1 1,481 1,417 — — — Secured by residential properties — — — — — — Construction and land development: Residential construction loans — — — — — — Commercial construction loans and land development 1 655 632 — — — Consumer — — — — — — Broker-dealer — — — — — — 3 $ 3,493 $ 3,328 1 $ 1,196 $ 950 All of the non-covered loan modifications included in the tables above involved payment term extensions. The Bank did not grant principal reductions on any restructured non-covered loans during the six months ended June 30, 2017 and 2016. The following table presents information regarding TDRs granted during the twelve months preceding June 30, 2017 and 2016, respectively, for which a payment was at least 30 days past due (dollars in thousands). Twelve Months Preceding June 30, 2017 Twelve Months Preceding June 30, 2016 Number of Balance at Balance at Number of Balance at Balance at Loans Extension End of Period Loans Extension End of Period Commercial and industrial: Secured — $ — $ — 2 $ 1,286 $ 1,022 Unsecured — — — — — — Real estate: Secured by commercial properties 1 1,481 1,417 1 1,084 995 Secured by residential properties — — — — — — Construction and land development: Residential construction loans — — — — — — Commercial construction loans and land development — — — — — — Consumer — — — — — — Broker-dealer — — — — — — 1 $ 1,481 $ 1,417 3 $ 2,370 $ 2,017 An analysis of the aging of the Bank’s non-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 Past Due June 30, 2017 30-59 Days 60-89 Days 90 Days or More Past Due Loans Loans Loans Loans 90 Days or More Commercial and industrial: Secured $ 2,242 $ 5,269 $ 2,745 $ 10,256 $ 1,630,746 $ 7,120 $ 1,648,122 $ 2,745 Unsecured 102 2 — 104 102,079 — 102,183 — Real estate: Secured by commercial properties 410 5,150 — 5,560 2,161,203 24,568 2,191,331 — Secured by residential properties 546 452 557 1,555 766,203 10,110 777,868 557 Construction and land development: Residential construction loans 1,788 — — 1,788 158,735 — 160,523 — Commercial construction loans and land development 945 3 — 948 699,278 2,333 702,559 — Consumer 239 31 — 270 42,282 214 42,766 — Broker-dealer — — — — 492,859 — 492,859 — $ 6,272 $ 10,907 $ 3,302 $ 20,481 $ 6,053,385 $ 44,345 $ 6,118,211 $ 3,302 Accruing Loans Loans Past Due Loans Past Due Loans Past Due Total Current PCI Total Past Due December 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 $ 4,727 $ 704 $ 6,770 $ 12,201 $ 1,576,239 $ 8,672 $ 1,597,112 $ 3,095 Unsecured 596 1 909 1,506 97,835 — 99,341 1 Real estate: Secured by commercial properties 550 9,417 1,492 11,459 1,915,126 28,510 1,955,095 — Secured by residential properties 506 361 369 1,236 849,947 10,489 861,672 — Construction and land development: Residential construction loans — 28 — 28 128,624 — 128,652 — Commercial construction loans and land development 2,500 1,784 48 4,332 650,399 3,467 658,198 — Consumer 176 31 — 207 40,851 294 41,352 — Broker-dealer — — — — 502,077 — 502,077 — $ 9,055 $ 12,326 $ 9,588 $ 30,969 $ 5,761,098 $ 51,432 $ 5,843,499 $ 3,096 In addition to the non-covered loans shown in the tables above, $45.5 million and $44.4 million of loans included in loans held for sale (with an unpaid principal balance of $46.0 million and $44.9 million, respectively) were 90 days past due and accruing interest at June 30, 2017 and December 31, 2016, 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). June 30, 2017 Pass Special Mention Substandard PCI Total Commercial and industrial: Secured $ 1,581,767 $ 7,939 $ 51,296 $ 7,120 $ 1,648,122 Unsecured 99,865 1,060 1,258 — 102,183 Real estate: Secured by commercial properties 2,126,761 1,514 38,488 24,568 2,191,331 Secured by residential properties 761,621 3,292 2,845 10,110 777,868 Construction and land development: Residential construction loans 160,523 — — — 160,523 Commercial construction loans and land development 696,643 2,792 791 2,333 702,559 Consumer 42,312 — 240 214 42,766 Broker-dealer 492,859 — — — 492,859 $ 5,962,351 $ 16,597 $ 94,918 $ 44,345 $ 6,118,211 December 31, 2016 Pass Special Mention Substandard PCI Total Commercial and industrial: Secured $ 1,531,895 $ 72 $ 56,473 $ 8,672 $ 1,597,112 Unsecured 97,646 — 1,695 — 99,341 Real estate: Secured by commercial properties 1,888,231 3,693 34,661 28,510 1,955,095 Secured by residential properties 846,420 — 4,763 10,489 861,672 Construction and land development: Residential construction loans 128,624 — 28 — 128,652 Commercial construction loans and land development 653,808 — 923 3,467 658,198 Consumer 40,789 6 263 294 41,352 Broker-dealer 502,077 — — — 502,077 $ 5,689,490 $ 3,771 $ 98,806 $ 51,432 $ 5,843,499 Allowance for Loan Losses The allowance for both originated and acquired loans is subject to regulatory examinations, 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 2016 Form 10-K. During 2016, the Bank discovered irregularities with respect to a non-covered loan that is currently in default. As a result, the Bank increased its provision for loan losses and recorded a $24.5 million charge-off during the second quarter of 2016, representing the entire outstanding principal balance of the loan. During the three months ended June 30, 2017, the Bank recorded an insurance receivable and related other noninterest income of $15.0 million from coverage provided by an insurance policy for forgery. 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 June 30, 2017 Industrial Real Estate Land Development Consumer Broker-Dealer Total Balance, beginning of period $ 21,679 $ 26,112 $ 6,879 $ 464 $ 23 $ 55,157 Provision charged to operations 735 2,779 766 165 448 4,893 Loans charged off (1,200) (218) — (127) — (1,545) Recoveries on charged off loans 620 61 — 22 — 703 Balance, end of period $ 21,834 $ 28,734 $ 7,645 $ 524 $ 471 $ 59,208 Commercial and Construction and Six Months Ended June 30, 2017 Industrial Real Estate Land Development Consumer Broker-Dealer Total Balance, beginning of period $ 21,369 $ 25,236 $ 7,002 $ 424 $ 155 $ 54,186 Provision charged to operations 1,210 3,701 654 221 316 6,102 Loans charged off (1,805) (300) (11) (161) — (2,277) Recoveries on charged off loans 1,060 97 — 40 — 1,197 Balance, end of period $ 21,834 $ 28,734 $ 7,645 $ 524 $ 471 $ 59,208 Commercial and Construction and Three Months Ended June 30, 2016 Industrial Real Estate Land Development Consumer Broker-Dealer Total Balance, beginning of period $ 20,169 $ 22,272 $ 5,561 $ 334 $ 114 $ 48,450 Provision charged to (recapture from) operations 25,503 2,216 727 (16) 263 28,693 Loans charged off (25,433) (1,298) — (37) 1 (26,767) Recoveries on charged off loans 481 112 — 44 — 637 Balance, end of period $ 20,720 $ 23,302 $ 6,288 $ 325 $ 378 $ 51,013 Commercial and Construction and Six Months Ended June 30, 2016 Industrial Real Estate Land Development Consumer Broker-Dealer Total Balance, beginning of period $ 19,845 $ 18,983 $ 6,064 $ 314 $ 209 $ 45,415 Provision charged to operations 26,520 5,448 224 16 170 32,378 Loans charged off (26,783) (1,298) — (89) (1) (28,171) Recoveries on charged off loans 1,138 169 — 84 — 1,391 Balance, end of period $ 20,720 $ 23,302 $ 6,288 $ 325 $ 378 $ 51,013 The non-covered loan portfolio was distributed by portfolio segment and impairment methodology as shown below (in thousands). Commercial and Construction and June 30, 2017 Industrial Real Estate Land Development Consumer Broker-Dealer Total Loans individually evaluated for impairment $ 9,718 $ 10,984 $ 632 $ 171 $ — $ 21,505 Loans collectively evaluated for impairment 1,733,467 2,923,537 860,117 42,381 492,859 6,052,361 PCI Loans 7,120 34,678 2,333 214 — 44,345 $ 1,750,305 $ 2,969,199 $ 863,082 $ 42,766 $ 492,859 $ 6,118,211 Commercial and Construction and December 31, 2016 Industrial Real Estate Land Development Consumer Broker-Dealer Total Loans individually evaluated for impairment $ 4,508 $ 9,704 $ 727 $ 205 $ — $ 15,144 Loans collectively evaluated for impairment 1,683,273 2,768,064 782,656 40,853 502,077 5,776,923 PCI Loans 8,672 38,999 3,467 294 — 51,432 $ 1,696,453 $ 2,816,767 $ 786,850 $ 41,352 $ 502,077 $ 5,843,499 The allowance for non-covered loan losses was distributed by portfolio segment and impairment methodology as shown below (in thousands). Commercial and Construction and June 30, 2017 Industrial Real Estate Land Development Consumer Broker-Dealer Total Loans individually evaluated for impairment $ 750 $ 3 $ 106 $ — $ — $ 859 Loans collectively evaluated for impairment 21,018 26,212 7,236 422 471 55,359 PCI Loans 66 2,519 303 102 — 2,990 $ 21,834 $ 28,734 $ 7,645 $ 524 $ 471 $ 59,208 Commercial and Construction and December 31, 2016 Industrial Real Estate Land Development Consumer Broker-Dealer Total Loans individually evaluated for impairment $ 115 $ — $ 167 $ — $ — $ 282 Loans collectively evaluated for impairment 20,697 23,129 6,458 368 155 50,807 PCI Loans 557 2,107 377 56 — 3,097 $ 21,369 $ 25,236 $ 7,002 $ 424 $ 155 $ 54,186

Covered Assets and Indemnificat

Covered Assets and Indemnification Asset	6 Months Ended
	Jun. 30, 2017
Covered Assets and Indemnification Asset
Covered Assets and Indemnification Asset.	6. Covered Assets and Indemnification Asset The Bank acquired certain assets and assumed certain liabilities of FNB in connection with 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 five years and ten years, respectively, from the Bank Closing Date, and the loss recovery provisions to the FDIC are in effect for eight years and ten 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 June 30, 2017, the Bank has recorded a related “true-up” payment accrual of $15.9 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 preliminarily 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 the accounting policies for 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). June 30, December 31, 2017 2016 Commercial and industrial $ 1,649 $ 2,697 Real estate 199,845 244,469 Construction and land development 5,742 8,961 207,236 256,127 Allowance for covered loans (1,359) (413) Total covered loans, net of allowance $ 205,877 $ 255,714 The following table presents the carrying value and the outstanding contractual balance of covered PCI loans (in thousands). June 30, December 31, 2017 2016 Carrying amount $ 99,595 $ 133,754 Outstanding balance 208,689 266,098 Changes in the accretable yield for covered PCI loans were as follows (in thousands). Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Balance, beginning of period $ 142,466 $ 169,133 $ 143,731 $ 176,719 Reclassifications from nonaccretable difference, net (1) 11,618 8,810 23,024 18,443 Transfer of loans to covered OREO (2) (662) (62) (780) (171) Accretion (25,115) (20,277) (37,668) (37,387) Balance, end of period $ 128,307 $ 157,604 $ 128,307 $ 157,604 (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 non-accrual 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 $58.6 million and $94.5 million at June 30, 2017 and December 31, 2016, respectively. During the three and six months ended June 30, 2017 and 2016, 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 the 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 June 30, 2017 Principal Balance No Allowance Allowance Investment Allowance PCI Commercial and industrial: Secured $ 4,498 $ — $ 412 $ 412 $ 28 Unsecured 6,562 — 169 169 10 Real estate: Secured by commercial properties 97,991 3,339 27,182 30,521 652 Secured by residential properties 133,871 66,016 23 66,039 5 Construction and land development: Residential construction loans 698 — — — — Commercial construction loans and land development 18,240 1,404 1,050 2,454 626 261,860 70,759 28,836 99,595 1,321 Non-PCI Commercial and industrial: Secured 93 96 — 96 — Unsecured — — — — — Real estate: Secured by commercial properties — — — — — Secured by residential properties 4,146 3,400 — 3,400 — Construction and land development: Residential construction loans — — — — — Commercial construction loans and land development 19 14 — 14 — 4,258 3,510 — 3,510 — $ 266,118 $ 74,269 $ 28,836 $ 103,105 $ 1,321 Unpaid Recorded Recorded Total Contractual Investment with Investment with Recorded Related December 31, 2016 Principal Balance No Allowance Allowance Investment Allowance PCI Commercial and industrial: Secured $ 10,579 $ 1,024 $ 189 $ 1,213 $ 13 Unsecured 3,259 299 — 299 — Real estate: Secured by commercial properties 143,934 26,415 26,222 52,637 271 Secured by residential properties 148,384 73,240 1,161 74,401 60 Construction and land development: Residential construction loans 766 — — — — Commercial construction loans and land development 23,522 5,204 — 5,204 — 330,444 106,182 27,572 133,754 344 Non-PCI Commercial and industrial: Secured 52 52 — 52 — Unsecured — — — — — Real estate: Secured by commercial properties 396 310 — 310 — Secured by residential properties 4,175 3,537 — 3,537 — Construction and land development: Residential construction loans — — — — — Commercial construction loans and land development 24 20 — 20 — 4,647 3,919 — 3,919 — $ 335,091 $ 110,101 $ 27,572 $ 137,673 $ 344 Average investment in covered impaired loans is summarized by class in the following table (in thousands). Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Commercial and industrial: Secured $ 644 $ 4,497 $ 887 $ 4,783 Unsecured 171 1,606 234 1,601 Real estate: Secured by commercial properties 37,752 87,157 41,734 91,587 Secured by residential properties 71,734 88,493 73,689 92,354 Construction and land development: Residential construction loans — 343 — 331 Commercial construction loans and land development 2,537 12,664 3,846 16,209 $ 112,838 $ 194,760 $ 120,390 $ 206,865 Covered non-accrual loans are summarized by class in the following table (in thousands). June 30, December 31, 2017 2016 Commercial and industrial: Secured $ 96 $ 52 Unsecured — — Real estate: Secured by commercial properties — 730 Secured by residential properties 2,904 3,035 Construction and land development: Residential construction loans — — Commercial construction loans and land development 14 19 $ 3,014 $ 3,836 At June 30, 2017, there were no covered PCI loans included within non-accrual loans for which discount accretion has been suspended. At December 31, 2016, covered non-accrual loans included covered PCI loans of $0.4 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 was $0.2 million and $0.3 million during the three and six months ended June 30, 2017, respectively, while interest income recorded on covered impaired loans during the three and six months ended June 30, 2016 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. The Bank did not grant any TDRs during the three and six months ended June 30, 2017 and 2016. Pooled Loans are not in the scope of the disclosure requirements for TDRs. At June 30, 2017 and December 31, 2016, the Bank had nominal unadvanced commitments to borrowers whose loans have been restructured in TDRs. There were no TDRs granted during the twelve months preceding June 30, 2017 and 2016, respectively, for which a payment was at least 30 days past due. 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 June 30, 2017 30 ‑ 59 Days 60 ‑ 89 Days 90 Days or More Past Due Loans Loans Loans Loans 90 Days or More Commercial and industrial: Secured $ — $ — $ 96 $ 96 $ 972 $ 412 $ 1,480 $ — Unsecured — — — — — 169 169 — Real estate: Secured by commercial properties — — — — 14,541 30,521 45,062 — Secured by residential properties 1,600 796 944 3,340 85,404 66,039 154,783 38 Construction and land development: Residential construction loans — — — — — — — — Commercial construction loans and land development — — — — 3,288 2,454 5,742 — $ 1,600 $ 796 $ 1,040 $ 3,436 $ 104,205 $ 99,595 $ 207,236 $ 38 Accruing Loans Loans Past Due Loans Past Due Loans Past Due Total Current PCI Total (Non ‑ PCI) Past Due December 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 $ — $ 6 $ 96 $ 102 $ 1,083 $ 1,213 $ 2,398 $ 44 Unsecured — — — — — 299 299 — Real estate: Secured by commercial properties 96 229 — 325 19,132 52,637 72,094 — Secured by residential properties 3,511 1,345 1,479 6,335 91,639 74,401 172,375 129 Construction and land development: Residential construction loans — — — — — — — — Commercial construction loans and land development 15 — — 15 3,742 5,204 8,961 — $ 3,622 $ 1,580 $ 1,575 $ 6,777 $ 115,596 $ 133,754 $ 256,127 $ 173 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). June 30, 2017 Pass Special Mention Substandard PCI Total Commercial and industrial: Secured $ 507 $ — $ 561 $ 412 $ 1,480 Unsecured — — — 169 169 Real estate: Secured by commercial properties 13,550 — 991 30,521 45,062 Secured by residential properties 81,821 445 6,478 66,039 154,783 Construction and land development: Residential construction loans — — — — — Commercial construction loans and land development 2,214 — 1,074 2,454 5,742 $ 98,092 $ 445 $ 9,104 $ 99,595 $ 207,236 December 31, 2016 Pass Special Mention Substandard PCI Total Commercial and industrial: Secured $ 592 $ — $ 593 $ 1,213 $ 2,398 Unsecured — — — 299 299 Real estate: Secured by commercial properties 17,996 — 1,461 52,637 72,094 Secured by residential properties 90,563 461 6,950 74,401 172,375 Construction and land development: Residential construction loans — — — — — Commercial construction loans and land development 2,281 — 1,476 5,204 8,961 $ 111,432 $ 461 $ 10,480 $ 133,754 $ 256,127 The Bank’s impairment methodology for covered loans is consistent with the methodology for non-covered loans, and is discussed in detail in Notes 5 and 6 to the consolidated financial statements included in the Company’s 2016 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 June 30, 2017 Industrial Real Estate Land Development Total Balance, beginning of period $ 16 $ 736 $ 1 $ 753 Provision charged to operations 28 309 623 960 Loans charged off — (362) — (362) Recoveries on charged off loans 3 1 4 8 Balance, end of period $ 47 $ 684 $ 628 $ 1,359 Commercial and Construction and Six months ended June 30, 2017 Industrial Real Estate Land Development Total Balance, beginning of period $ 35 $ 378 $ — $ 413 Provision charged to operations 12 822 622 1,456 Loans charged off (6) (521) — (527) Recoveries on charged off loans 6 5 6 17 Balance, end of period $ 47 $ 684 $ 628 $ 1,359 Commercial and Construction and Three months ended June 30, 2016 Industrial Real Estate Land Development Total Balance, beginning of period $ 438 $ 742 $ 37 $ 1,217 Provision charged to (recapture from) operations (383) 674 (108) 183 Loans charged off — (26) (30) (56) Recoveries on charged off loans — 10 101 111 Balance, end of period $ 55 $ 1,400 $ — $ 1,455 Commercial and Construction and Six months ended June 30, 2016 Industrial Real Estate Land Development Total Balance, beginning of period $ 758 $ 774 $ — $ 1,532 Provision charged to (recapture from) operations (697) 651 (49) (95) Loans charged off (6) (42) (52) (100) Recoveries on charged off loans — 17 101 118 Balance, end of period $ 55 $ 1,400 $ — $ 1,455 The covered loan portfolio was distributed by portfolio segment and impairment methodology as shown below (in thousands). Commercial and Construction and June 30, 2017 Industrial Real Estate Land Development Total Loans individually evaluated for impairment $ — $ — $ — $ — Loans collectively evaluated for impairment 1,068 103,285 3,288 107,641 PCI Loans 581 96,560 2,454 99,595 $ 1,649 $ 199,845 $ 5,742 $ 207,236 Commercial and Construction and December 31, 2016 Industrial Real Estate Land Development Total Loans individually evaluated for impairment $ — $ — $ — $ — Loans collectively evaluated for impairment 1,185 117,431 3,757 122,373 PCI Loans 1,512 127,038 5,204 133,754 $ 2,697 $ 244,469 $ 8,961 $ 256,127 The allowance for covered loan losses was distributed by portfolio segment and impairment methodology as shown below (in thousands). Commercial and Construction and June 30, 2017 Industrial Real Estate Land Development Total Loans individually evaluated for impairment $ — $ — $ — $ — Loans collectively evaluated for impairment 9 27 2 38 PCI Loans 38 657 626 1,321 $ 47 $ 684 $ 628 $ 1,359 Commercial and Construction and December 31, 2016 Industrial Real Estate Land Development Total Loans individually evaluated for impairment $ — $ — $ — $ — Loans collectively evaluated for impairment 22 47 — 69 PCI Loans 13 331 — 344 $ 35 $ 378 $ — $ 413 Covered Other Real Estate Owned A summary of the activity in covered OREO is as follows (in thousands). Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Balance, beginning of period $ 45,374 $ 78,890 $ 51,642 $ 99,090 Additions to covered OREO 3,404 4,739 5,127 9,281 Dispositions of covered OREO (5,531) (14,028) (12,330) (29,005) Valuation adjustments in the period (943) (1,967) (2,135) (11,732) Balance, end of period $ 42,304 $ 67,634 $ 42,304 $ 67,634 During the three and six months ended June 30, 2017 and 2016, 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 the initially recorded 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 June 30, Six Months Ended June 30, 2017 2016 2017 2016 Balance, beginning of period $ 47,940 $ 80,522 $ 71,313 $ 91,648 FDIC Indemnification Asset accretion (amortization) (4,236) 69 (8,185) 156 Transfers to due from FDIC and other (3,400) (6,131) (22,824) (17,344) Balance, end of period $ 40,304 $ 74,460 $ 40,304 $ 74,460 As of June 30, 2017, the Bank had billed and collected $143.7 million from the FDIC, which represented reimbursable covered losses and expenses through March 31, 2017.

Mortgage Servicing Rights

Mortgage Servicing Rights	6 Months Ended
	Jun. 30, 2017
Mortgage Servicing Rights
Mortgage Servicing Rights	7. Mortgage Servicing Rights The following tables present the changes in fair value of the Company’s MSR asset, as included in other assets within the consolidated balance sheets, and other information related to the serviced portfolio (dollars in thousands). Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Balance, beginning of period $ 45,573 $ 39,863 $ 61,968 $ 52,285 Additions 1,266 8,254 2,490 9,893 Sales — (7,586) (17,499) (7,586) Changes in fair value: Due to changes in model inputs or assumptions (1) (2,064) (5,494) (1,207) (18,336) Due to customer payoffs (1,195) (1,546) (2,172) (2,765) Balance, end of period $ 43,580 $ 33,491 $ 43,580 $ 33,491 June 30, December 31, 2017 2016 Mortgage loans serviced for others $ 3,761,484 $ 5,480,943 MSR asset as a percentage of serviced mortgage loans 1.16 % 1.13 % (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 asset were as follows. June 30, December 31, 2017 2016 Weighted average constant prepayment rate 10.92 % 10.47 % Weighted average discount rate 11.14 % 10.95 % Weighted average life (in years) 6.8 6.9 A sensitivity analysis of the fair value of the Company’s MSR asset to certain key assumptions is presented in the following table (in thousands). June 30, December 31, 2017 2016 Constant prepayment rate: Impact of 10% adverse change $ (1,648) $ (2,297) Impact of 20% adverse change (3,222) (4,471) Discount rate: Impact of 10% adverse change (1,701) (2,539) Impact of 20% adverse change (3,269) (4,882) This sensitivity analysis presents the effect of hypothetical changes in key assumptions on the fair value of the MSR asset. 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 asset 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 $5.0 million and $5.7 million during the three months ended June 30, 2017 and 2016, respectively, and $11.5 million and $11.7 million during the six months ended June 30, 2017 and 2016, respectively, were included in other noninterest income within the consolidated statements of operations.

Deposits

Deposits	6 Months Ended
	Jun. 30, 2017
Deposits
Deposits	8. Deposits Deposits are summarized as follows (in thousands). June 30, December 31, 2017 2016 Noninterest-bearing demand $ 2,251,208 $ 2,199,483 Interest-bearing: NOW accounts 1,049,901 1,252,832 Money market 2,156,458 1,626,218 Brokered - money market 125,601 125,272 Demand 394,313 384,847 Savings 226,108 279,911 Time 1,216,037 1,145,859 Brokered - time 154,996 49,389 $ 7,574,622 $ 7,063,811

Short-term Borrowings

Short-term Borrowings	6 Months Ended
	Jun. 30, 2017
Short-term Borrowings
Short-term Borrowings	9. Short-term Borrowings Short-term borrowings are summarized as follows (in thousands). June 30, December 31, 2017 2016 Federal funds purchased $ 97,475 $ 87,125 Securities sold under agreements to repurchase 416,594 195,164 Federal Home Loan Bank 800,000 1,000,000 Short-term bank loans 201,000 135,000 $ 1,515,069 $ 1,417,289 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 other 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). Six Months Ended June 30, 2017 2016 Average balance during the period $ 500,830 $ 363,665 Average interest rate during the period 0.86 % 0.53 % June 30, December 31, 2017 2016 Average interest rate at end of period 0.83 % 0.42 % Securities underlying the agreements at end of period: Carrying value $ 420,387 $ 209,877 Estimated fair value $ 431,891 $ 206,641 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). Six Months Ended June 30, 2017 2016 Average balance during the period $ 355,249 $ 231,456 Average interest rate during the period 0.92 % 0.46 % June 30, December 31, 2017 2016 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 June 30, 2017 and December 31, 2016 was 2.07% and 1.59%, respectively.

Notes Payable

Notes Payable	6 Months Ended
	Jun. 30, 2017
Notes Payable
Notes Payable	10. Notes Payable Notes payable consisted of the following (in thousands). June 30, December 31, 2017 2016 Senior Notes due April 2025, net of discount of $1,618 and $1,689, respectively $ 148,382 $ 148,311 FHLB notes, net of premium of $506 and $627, respectively, with maturities ranging from October 2017 to June 2030 99,802 102,596 Insurance company note payable due March 2035, paid off in June 2017 — 20,000 NLIC note payable due May 2033 10,000 10,000 NLIC note payable due September 2033 10,000 10,000 ASIC note payable due April 2034 7,500 7,500 Insurance company line of credit due December 31, 2017 3,000 3,000 Ventures line of credit due January 2018 18,073 16,505 Mutual line of credit due October 2017 3,526 — $ 300,283 $ 317,912

Income Taxes

Income Taxes	6 Months Ended
	Jun. 30, 2017
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 29.1% and 36.8% during the three months ended June 30, 2017 and 2016, respectively, and 31.4% and 35.4% during the six months ended June 30, 2017 and 2016, respectively. The effective tax rates during the three and six months ended June 30, 2017 were lower than the statutory rate primarily due to a nontaxable increase to other noninterest income recorded as a part of the resolution of the SWS matter as discussed in Note 12 to the consolidated financial statements, as the SWS Merger was a tax-free reorganization under Section 368(a) of the Internal Revenue Code. The effective tax rates during the three and six months ended June 30, 2016 were slightly lower than the statutory rate primarily due to the recognition of excess tax benefits on share-based payment awards.

Commitments and Contingencies

Commitments and Contingencies	6 Months Ended
	Jun. 30, 2017
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. 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 is complete; whether meaningful settlement discussions have 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 (the “Petitioners”) filed petitions in the Court of Chancery of the State of Delaware (the “Court”) 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. On May 30, 2017, the Court issued its Memorandum Opinion in the matter. The Court found the “fair value” of the shares of SWS common stock as of the date of the transaction was $6.38 per share. Accordingly, Hilltop paid cash of $6.38 per share, plus statutory interest from the effective date of the merger until the date of payment, to the Petitioners and the other stockholders of SWS who properly demanded appraisal rights under Delaware law, collectively representing 7,438,453 shares. Each outstanding share of SWS common stock, other than shares held by Hilltop, in treasury by SWS or by stockholders who properly demanded appraisal rights under Delaware law, was converted into the right to receive 0.2496 shares of Hilltop common stock and $1.94 in cash, the aggregate value of which was $6.92 per share of SWS common stock as of the effective date of the merger. The resolution of this matter resulted in 1,856,638 shares of HTH common stock, which had been held in escrow during the pendency of the proceeding, being returned to the Company’s pool of authorized but unissued shares of common stock and a pre-tax net increase to other noninterest income of $11.6 million during the second quarter of 2017. This change in common stock is reflected in repurchases of common stock within the consolidated statements of stockholders’ equity. On July 20, 2017, certain Petitioners filed a notice to appeal the Court’s Memorandum Opinion. The Company intends to vigorously defend this matter. 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. The DOJ has advised PrimeLending that, based upon its review of a sample of loans for which an FHA insurance claim was paid by the U.S. Department of Housing and Urban Development (“HUD”), some of the loans do not meet FHA underwriting guidelines. PrimeLending, based upon its own review of the loan sample, does not agree with the sampling methodology and loan analysis employed by the DOJ. Remedies in these proceedings or settlements may include statutory damages, indemnification, fines and/or penalties. Many institutions have settled these matters on terms that included large monetary penalties. PrimeLending has fully cooperated with this Inquiry, continues to discuss this matter with the DOJ and adjusts its indemnification reserve based upon such discussions. 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, except related to specific matters disclosed above, 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 matter, including 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. Indemnification Liability Reserve The mortgage origination segment may be responsible to agencies, investors, or other parties 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 or indemnifies the claimant against loss. The mortgage origination segment has established an indemnification liability reserve for such probable losses. Generally, the mortgage origination segment first becomes aware that an agency, investor, or other party believes a loss has been incurred on a sold loan when it receives a written request from the claimant to repurchase the loan or reimburse the claimant’s losses. Upon completing its review of the claimant’s request, the mortgage origination segment establishes a specific claims reserve for the loan if it concludes its obligation to the claimant is both probable and reasonably estimable. An additional reserve has been established for probable agency, investor or other party losses that may have been incurred, but not yet reported to the mortgage origination segment based upon a reasonable estimate of such losses. Factors considered in the calculation of this reserve include, but are not limited to, the total volume of loans sold exclusive of specific claimant requests, actual claim settlements and the severity of estimated losses resulting from future claims, and the mortgage origination segment’s history of successfully curing defects identified in claim requests. 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 claims to date, and therefore, are not a primary factor considered in the calculation of this reserve. At June 30, 2017 and December 31, 2016, the mortgage origination segment’s indemnification liability reserve totaled $22.4 million and $18.2 million, respectively. The provision for indemnification losses was $1.1 million and $1.2 million during the three months ended June 30, 2017 and 2016, respectively, and $2.0 million and $2.1 million during the six months ended June 30, 2017 and 2016, 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 June 30, Six Months Ended June 30, 2017 2016 2017 2016 Balance, beginning of period $ 39,245 $ 54,202 $ 40,669 $ 57,298 Claims made 8,650 5,006 17,029 9,554 Claims resolved with no payment (9,991) (4,502) (18,088) (10,617) Repurchases (226) (714) (1,688) (1,871) Indemnification payments (5,124) (116) (5,368) (488) Balance, end of period $ 32,554 $ 53,876 $ 32,554 $ 53,876 Indemnification Liability Reserve Activity Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Balance, beginning of period $ 18,952 $ 17,147 $ 18,239 $ 16,640 Additions for new sales 1,145 1,245 1,992 2,123 Repurchases (23) (70) (125) (182) Early payment defaults (60) (43) (129) (133) Indemnification payments (671) (63) (713) (232) Change in reserves for loans sold in prior years 3,024 — 3,103 — Balance, end of period $ 22,367 $ 18,216 $ 22,367 $ 18,216 June 30, December 31, 2017 2016 Reserve for Indemnification Liability: Specific claims $ 1,039 $ 1,661 Incurred but not reported claims 21,328 16,578 Total $ 22,367 $ 18,239 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. Other Contingencies 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 five years and ten years, respectively, from the Bank Closing Date and the loss recovery provisions to the FDIC are in effect for eight years and ten years, respectively, from the Bank Closing Date. As part of the loss-share agreements, the Bank is subject to annual FDIC compliance audits. As discussed in Note 6 to the consolidated financial statements, and 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. While the ultimate amount of any “true-up” payment is unknown at this time and will vary based upon the amount of future losses or recoveries within our covered loan portfolio, the Bank has recorded a related “true-up” payment accrual of $15.9 million at June 30, 2017 based on the current estimate of aggregate realized losses on covered assets over the life of the loss-share agreements. The initial estimate of the FDIC Indemnification Asset at the Bank Closing Date was recorded at the present value of 80% of $240.4 million. As of June 30, 2017, the Bank projects that the sum of actual plus projected covered losses and reimbursable expenses subject to the loss-share agreements will be less than $240.4 million. As of June 30, 2017, the Bank had billed $179.6 million of covered net losses to the FDIC, of which 80%, or $143.7 million, were reimbursable under the loss-share agreements. As of June 30, 2017, the Bank had received aggregate reimbursements of $143.7 million from the FDIC, which represented reimbursable covered losses and expenses through March 31, 2017.

Financial Instruments with Off-

Financial Instruments with Off-Balance Sheet Risk	6 Months Ended
	Jun. 30, 2017
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 $2.0 billion at June 30, 2017 and outstanding financial and performance standby letters of credit of $33.9 million at June 30, 2017. 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	6 Months Ended
	Jun. 30, 2017
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. In the aggregate, 4,000,000 shares of common stock may be delivered pursuant to awards granted under the 2012 Plan. At June 30, 2017, 1,578,148 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 was $3.2 million and $2.7 million during the three months ended June 30, 2017 and 2016, respectively, and $5.9 million and $5.0 million during the six months ended June 30, 2017 and 2016, respectively. During the six months ended June 30, 2017 and 2016, Hilltop granted 7,513 and 11,343 shares of common stock, respectively, pursuant to the 2012 Plan to certain non-employee members of the Company’s Board of Directors for services rendered to the Company. Restricted Stock Awards and RSUs The following table summarizes information about nonvested Restricted Stock Award and RSU activity for the six months ended June 30, 2017 (shares in thousands). Restricted Stock Awards RSUs Weighted Weighted Average Average Grant Date Grant Date Outstanding Fair Value Outstanding Fair Value Balance, December 31, 2016 4 $ 19.95 1,456 $ 19.83 Granted - $ - 429 $ 27.11 Vested/Released - $ - (315) $ 23.63 Forfeited - $ - (50) $ 23.56 Balance, June 30, 2017 4 $ 19.95 1,520 $ 20.97 Vested/Released Restricted Stock Awards and RSUs include an aggregate of 76,986 shares withheld to satisfy employee statutory tax obligations during the six months ended June 30, 2017. Pursuant to certain RSU award agreements, an aggregate of 1,000 vested RSUs at June 30, 2017 require deferral of the settlement in shares and statutory tax obligations to a future date. At June 30, 2017, unrecognized compensation expense related to outstanding Restricted Stock Awards of $9 thousand is expected to be recognized over a weighted average period of 0.14 years. During the six months ended June 30, 2017, the Compensation Committee of the Board of Directors of the Company awarded certain executives and key employees an aggregate of 411,922 RSUs pursuant to the 2012 Plan. At June 30, 2017, 321,326 of these outstanding RSUs are subject to time-based vesting conditions and generally cliff vest on the third anniversary of the grant date, and 89,439 of these outstanding RSUs will cliff vest based upon the achievement of certain performance goals over a three-year period. At June 30, 2017, in the aggregate, 1,215,974 of the outstanding RSUs are subject to time-based vesting conditions and generally cliff vest on the third anniversary of the grant date, and 303,800 outstanding RSUs cliff vest based upon the achievement of certain performance goals over a three-year period. At June 30, 2017, unrecognized compensation expense related to outstanding RSUs of $19.3 million is expected to be recognized over a weighted average period of 1.65 years.

Regulatory Matters

Regulatory Matters	6 Months Ended
	Jun. 30, 2017
Regulatory Matters
Regulatory Matters	15. Regulatory Matters Banking and Hilltop PlainsCapital and Hilltop are subject to various regulatory capital requirements administered by 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 PlainsCapital 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 Company performs reviews of the classification and calculation of risk-weighted assets to ensure accuracy and compliance with the Basel III regulatory capital requirements. 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). 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 below, Hilltop and the Bank exceed each of the capital conservation buffer requirements in effect as of June 30, 2017, as well as the fully phased-in requirements through 2019. The following table shows PlainsCapital’s and Hilltop’s actual capital amounts and ratios in accordance with Basel III compared to the regulatory minimum capital requirements including conservation buffer in effect at the end of the period and on a fully phased-in basis as if such requirements were currently in effect as measured at June 30, 2017 and December 31, 2016, respectively (dollars in thousands). Based on actual capital amounts and ratios shown in the following table, PlainsCapital’s ratios place it in the “well capitalized” (as defined) capital category under regulatory requirements. Minimum Capital Requirements Including Conservation Buffer In Effect at Fully To Be Well Actual End of Period Phased In Capitalized Amount Ratio Ratio Ratio Ratio June 30, 2017 Tier 1 capital (to average assets): PlainsCapital $ 1,118,299 12.11 % 4.0 % 4.0 % 5.0 % Hilltop 1,666,286 13.07 % 4.0 % 4.0 % N/A Common equity Tier 1 capital (to risk-weighted assets): PlainsCapital 1,118,299 13.95 % 5.75 % 7.0 % 6.5 % Hilltop 1,616,937 17.53 % 5.75 % 7.0 % N/A Tier 1 capital (to risk-weighted assets): PlainsCapital 1,118,299 13.95 % 7.25 % 8.5 % 8.0 % Hilltop 1,666,286 18.07 % 7.25 % 8.5 % N/A Total capital (to risk-weighted assets): PlainsCapital 1,180,356 14.72 % 9.25 % 10.5 % 10.0 % Hilltop 1,713,164 18.57 % 9.25 % 10.5 % N/A Minimum Capital Requirements Including Conservation Buffer In Effect at Fully To Be Well Actual End of Period Phased In Capitalized Amount Ratio Ratio Ratio Ratio December 31, 2016 Tier 1 capital (to average assets): PlainsCapital $ 1,108,484 12.35 % 4.0 % 4.0 % 5.0 % Hilltop 1,652,101 13.51 % 4.0 % 4.0 % N/A Common equity Tier 1 capital (to risk-weighted assets): PlainsCapital 1,108,484 14.64 % 5.125 % 7.0 % 6.5 % Hilltop 1,602,400 18.30 % 5.125 % 7.0 % N/A Tier 1 capital (to risk-weighted assets): PlainsCapital 1,108,484 14.64 % 6.625 % 8.5 % 8.0 % Hilltop 1,652,101 18.87 % 6.625 % 8.5 % N/A Total capital (to risk-weighted assets): PlainsCapital 1,164,767 15.38 % 8.625 % 10.5 % 10.0 % Hilltop 1,693,240 19.34 % 8.625 % 10.5 % N/A 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 June 30, 2017, the net capital position of each of the Hilltop Broker-Dealers was as follows (in thousands). HTS Hilltop Independent Securities Network Net capital $ 168,071 $ 3,302 Less: required net capital 10,287 250 Excess net capital $ 157,784 $ 3,052 Net capital as a percentage of aggregate debit items 32.7 % Net capital in excess of 5% aggregate debit items $ 142,354 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 June 30, 2017 and December 31, 2016, Hilltop Securities held cash of $167.6 million and $181.0 million, respectively, 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 June 30, 2017 and December 31, 2016. The fair values of any segregated assets included in special reserve accounts were determined using Level 1 inputs. Mortgage Origination As a mortgage originator, PrimeLending and its subsidiaries are subject to minimum net worth and liquidity requirements established by the HUD and the GNMA, as applicable. On an annual basis, PrimeLending and its subsidiaries submit audited financial statements to HUD and GNMA, as applicable, documenting their respective compliance with its minimum net worth and liquidity requirements. As of June 30, 2017, PrimeLending and its subsidiaries’ net worth and liquidity exceeded the amounts required by both HUD and GNMA, as applicable. 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 (loss) of each insurance subsidiary is as follows (in thousands). June 30, December 31, 2017 2016 Capital and surplus: National Lloyds Insurance Company $ 91,179 $ 131,328 American Summit Insurance Company 23,139 30,462 Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Statutory net income (loss): National Lloyds Insurance Company $ (7,152) $ (7,196) $ (6,516) $ (3,639) American Summit Insurance Company (309) 234 523 1,086 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 June 30, 2017, 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 June 30, 2017, the Company's insurance subsidiaries' RBC ratio exceeded the level at which regulatory action would be required.

Stockholders' Equity

Stockholders' Equity	6 Months Ended
	Jun. 30, 2017
Stockholders' Equity
Stockholders' Equity	16. Stockholders’ Equity Dividend Declaration On July 27, 2017, the Company announced that its board of directors declared a quarterly cash dividend of $0.06 per common share, payable on August 31, 2017, to all common stockholders of record as of the close of business on August 15, 2017. Stock Repurchase Program The Company’s board of directors reauthorized the stock repurchase program originally approved during the second quarter of 2016 through January 2018, under which the Company may repurchase, in the aggregate, up to $50.0 million of its outstanding common stock. Under the stock repurchase program, the Company may repurchase shares in open-market purchases or through privately negotiated transactions as permitted under Rule 10b-18 promulgated under the Exchange Act. The extent to which the Company repurchases its shares and the timing of such repurchases depends upon market conditions and other corporate considerations, as determined by Hilltop’s management team. During the six months ended June 30, 2017, the Company paid $16.0 million to repurchase an aggregate of 605,431 shares of common stock at an average price of $26.42 per share. These shares were returned to the Company’s pool of authorized but unissued shares of common stock. The purchases were funded from available cash balances. The Company’s accounting treatment and policy regarding stock repurchases is discussed in detail in Note 1 to the consolidated financial statements included in the Company’s 2016 Form 10-K.

Derivative Financial Instrument

Derivative Financial Instruments	6 Months Ended
	Jun. 30, 2017
Derivative Financial Instruments
Derivative Financial Instruments	17. 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, swaptions, and U.S. Treasury bond futures and options 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, interest rate swaps and swaptions, and U.S. Treasury bond futures and options 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 $8.8 million during the three months ended June 30, 2017, compared with a decrease of $0.7 million during the three months ended June 30, 2016, while the fair values of PrimeLending’s derivatives increased $9.5 million and $11.8 million during the six months ended June 30, 2017 and 2016, respectively. 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’ and the Bank’s derivative instruments are recorded in other assets or other liabilities, as appropriate. The fair values of the Hilltop Broker-Dealers’ derivatives increased $9.9 million and $2.6 million during the three months ended June 30, 2017 and 2016, respectively, while the fair values of the Bank’s derivatives increased $15 thousand during the three months ended June 30, 2017, compared with a decrease of $0.1 million during the three months ended June 30, 2016. The fair values of the Hilltop Broker-Dealers’ derivatives increased $16.2 million and $9.5 million during the six months ended June 30, 2017 and 2016, respectively, while the fair values of the Bank’s derivatives increased $0.1 million during the six months ended June 30, 2017, compared with a decrease of $0.6 million during the six months ended June 30, 2016. The changes in fair value were recorded as a component of other noninterest income. Derivative positions are presented in the following table (in thousands). June 30, 2017 December 31, 2016 Notional Estimated Notional Estimated Amount Fair Value Amount Fair Value Derivative instruments: IRLCs $ 1,506,302 $ 33,945 $ 944,550 $ 23,269 Customer-based written options 7,355 45 — — Customer-based purchased options 7,355 (45) — — Commitments to purchase MBSs 3,907,444 5,400 3,616,922 (1,155) Commitments to sell MBSs 6,580,127 12,881 5,609,250 (532) Interest rate swaps and swaptions 32,032 (144) 32,452 (283) U.S. Treasury bond futures and options (1) 187,000 — 297,000 — (1) Changes in the fair value of these contracts are settled daily with PrimeLending’s counterparty. PrimeLending had cash collateral advances totaling $3.7 million to offset net liability derivative positions on its commitments to sell MBSs at June 30, 2017, compared to a payable of $19.1 million on its net liability derivative position on its commitments to sell MBSs at December 31, 2016. In addition, PrimeLending advanced cash collateral totaling $3.2 million on its U.S. Treasury bond futures and options at both June 30, 2017 and December 31, 2016. These amounts are included in other assets within the consolidated balance sheets.

Balance Sheet Offsetting

Balance Sheet Offsetting	6 Months Ended
	Jun. 30, 2017
Balance Sheet Offsetting
Balance Sheet Offsetting	18. 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 June 30, 2017 Securities borrowed: Institutional counterparties $ 1,459,990 $ — $ 1,459,990 $ (1,409,709) $ — $ 50,281 Interest rate options: Customer counterparties 45 — 45 — — 45 Reverse repurchase agreements: Institutional counterparties 125,188 — 125,188 (124,426) — 762 Forward MBS derivatives: Institutional counterparties 19,232 (280) 18,952 (11,638) — 7,314 $ 1,604,455 $ (280) $ 1,604,175 $ (1,545,773) $ — $ 58,402 December 31, 2016 Securities borrowed: Institutional counterparties $ 1,436,069 $ — $ 1,436,069 $ (1,385,664) $ — $ 50,405 Reverse repurchase agreements: Institutional counterparties 89,430 — 89,430 (89,369) — 61 Forward MBS derivatives: Institutional counterparties 21,366 (3,893) 17,473 (9,012) — 8,461 $ 1,546,865 $ (3,893) $ 1,542,972 $ (1,484,045) $ — $ 58,927 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 June 30, 2017 Securities loaned: Institutional counterparties $ 1,312,985 $ — $ 1,312,985 $ (1,265,212) $ — $ 47,773 Interest rate options: Institutional counterparties 45 — 45 — — 45 Interest rate swaps and swaptions: Institutional counterparties 162 (18) 144 (1,186) — (1,042) Repurchase agreements: Institutional counterparties 266,700 — 266,700 (266,700) — — Customer counterparties 149,894 — 149,894 (149,894) — — Forward MBS derivatives: Institutional counterparties 671 — 671 (671) — — $ 1,730,457 $ (18) $ 1,730,439 $ (1,683,663) $ — $ 46,776 December 31, 2016 Securities loaned: Institutional counterparties $ 1,283,676 $ — $ 1,283,676 $ (1,237,868) $ — $ 45,808 Interest rate swaps and swaptions: Institutional counterparties 297 (14) 283 (3,000) — (2,717) Repurchase agreements: Institutional counterparties 39,970 — 39,970 (39,970) — — Customer counterparties 155,194 — 155,194 (155,194) — — Forward MBS derivatives: Institutional counterparties 19,159 — 19,159 (19,159) — — $ 1,498,296 $ (14) $ 1,498,282 $ (1,455,191) $ — $ 43,091 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 include 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 June 30, 2017 and December 31, 2016. Remaining Contractual Maturities Overnight and Greater Than June 30, 2017 Continuous Up to 30 Days 30-90 Days 90 Days Total Repurchase agreement transactions: U.S. Treasury and agency securities $ 199,803 $ — $ — $ — $ 199,803 Asset-backed securities — 216,791 — — 216,791 Securities lending transactions: Corporate securities 8,586 — — — 8,586 Equity securities 1,304,399 — — — 1,304,399 Total $ 1,512,788 $ 216,791 $ — $ — $ 1,729,579 Gross amount of recognized liabilities for repurchase agreement and securities lending transactions in offsetting disclosure above $ 1,729,579 Amount related to agreements not included in offsetting disclosure above $ — Remaining Contractual Maturities Overnight and Greater Than December 31, 2016 Continuous Up to 30 Days 30-90 Days 90 Days Total Repurchase agreement transactions: U.S. Treasury and agency securities $ 195,164 $ — $ — $ — $ 195,164 Securities lending transactions: Corporate securities 14,816 — — — 14,816 Equity securities 1,268,860 — — — 1,268,860 Total $ 1,478,840 $ — $ — $ — $ 1,478,840 Gross amount of recognized liabilities for repurchase agreement and securities lending transactions in offsetting disclosure above $ 1,478,840 Amount related to agreements not included in offsetting disclosure above $ —

Broker-Dealer and Clearing Orga

Broker-Dealer and Clearing Organization Receivables and Payables	6 Months Ended
	Jun. 30, 2017
Broker-Dealer and Clearing Organization Receivables and Payables
Broker-Dealer and Clearing Organization Receivables and Payables	19. Broker-Dealer and Clearing Organization Receivables and Payables Broker-dealer and clearing organization receivables and payables consisted of the following (in thousands). June 30, December 31, 2017 2016 Receivables: Securities borrowed $ 1,459,990 $ 1,436,069 Securities failed to deliver 45,933 33,834 Trades in process of settlement 32,379 10,223 Other 14,223 17,615 $ 1,552,525 $ 1,497,741 Payables: Securities loaned $ 1,312,985 $ 1,283,676 Correspondents 28,082 31,040 Securities failed to receive 50,920 31,724 Other 3,327 688 $ 1,395,314 $ 1,347,128

Reserves for Losses and Loss Ad

Reserves for Losses and Loss Adjustment Expenses	6 Months Ended
	Jun. 30, 2017
Reserves for Losses and Loss Adjustment Expenses
Reserve for Losses and Loss Adjustment Expenses	20. Reserve for Losses and Loss Adjustment Expenses A summary of NLC’s reserve for unpaid losses and LAE, as included in other liabilities within the consolidated balance sheets, is as follows (in thousands). June 30, December 31, 2017 2016 Reserve for unpaid losses and allocated LAE balance, net $ 33,608 $ 25,203 Reinsurance recoverables on unpaid losses 3,249 9,434 Unallocated LAE 1,309 1,189 Reserve for unpaid losses and LAE balance, gross $ 38,166 $ 35,826 A summary of claims loss reserve development activity is presented in the following table (dollars in thousands). June 30, 2017 Total of IBNR Reserves Plus Expected Cumulative Accident Six Months Ended June 30, 2017 Development on Number of Year Paid Incurred Reported Claims Reported Claims 2012 $ 112,723 $ 114,554 $ 33 16,675 2013 110,318 111,074 53 15,736 2014 82,620 84,175 237 13,172 2015 84,162 88,082 1,842 14,968 2016 79,433 86,448 4,718 21,405 2017 31,551 49,997 7,283 10,546 Total 500,807 $ 534,330 85 All outstanding reserves prior to 2012, net of reinsurance $ 33,608 Reserve for unpaid losses and allocated LAE, net of reinsurance

Reinsurance Activity

Reinsurance Activity	6 Months Ended
	Jun. 30, 2017
Reinsurance Activity
Reinsurance Activity	21. 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 June 30, 2017, reinsurance receivables had a carrying value of $3.5 million, which is included in other assets within the consolidated balance sheet. There was no allowance for uncollectible accounts at June 30, 2017, based on NLC’s quality requirements. The effects of reinsurance on premiums written and earned are summarized as follows (in thousands). Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Written Earned Written Earned Written Earned Written Earned Premiums from direct business $ 37,792 $ 36,753 $ 42,675 $ 40,177 $ 73,588 $ 73,952 $ 81,754 $ 81,063 Reinsurance assumed 3,358 2,910 3,146 2,714 6,227 5,728 5,825 5,382 Reinsurance ceded (2,974) (3,643) (4,246) (4,170) (6,187) (7,520) (7,745) (7,991) Net premiums $ 38,176 $ 36,020 $ 41,575 $ 38,721 $ 73,628 $ 72,160 $ 79,834 $ 78,454 The effects of reinsurance on incurred losses are as follows (in thousands). Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Loss and LAE incurred $ 33,352 $ 55,461 $ 55,654 $ 78,950 Reinsurance recoverables (168) (18,250) (770) (19,780) Net loss and LAE incurred $ 33,184 $ 37,211 $ 54,884 $ 59,170 Catastrophic coverage At June 30, 2017, NLC had catastrophic excess of loss reinsurance coverage of losses per event in excess of $8 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 million is comprised of four layers of protection: $17 million in excess of $8 million retention and/or loss; $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 June 30, 2017, total retention for any one catastrophe that affects both NLIC and ASIC was limited to $8 million in the aggregate. Effective January 1, 2017, NLC renewed its underlying excess of loss contract that provides $10 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, which is consistent with 2016.

Segment and Related Information

Segment and Related Information	6 Months Ended
	Jun. 30, 2017
Segment and Related Information
Segment and Related Information	22. 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 Company’s President and Co-Chief Executive Officer and the Company’s Vice Chairman and Co-Chief Executive Officer. The banking segment includes the operations of the Bank, the broker-dealer segment includes the operations of Securities Holdings, 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 June 30, 2017 Banking Broker-Dealer Origination Insurance Corporate Eliminations Consolidated Net interest income (expense) $ 102,191 $ 10,349 $ 996 $ 602 $ (2,288) $ 4,126 $ 115,976 Provision for loan losses 5,405 448 — — — — 5,853 Noninterest income 25,499 92,810 179,637 38,413 12,608 (4,275) 344,692 Noninterest expense 62,511 86,901 161,369 49,416 6,298 (244) 366,251 Income (loss) before income taxes $ 59,774 $ 15,810 $ 19,264 $ (10,401) $ 4,022 $ 95 $ 88,564 Mortgage All Other and Hilltop Six Months Ended June 30, 2017 Banking Broker-Dealer Origination Insurance Corporate Eliminations Consolidated Net interest income (expense) $ 184,274 $ 18,837 $ (885) $ 1,119 $ (4,823) $ 9,554 $ 208,076 Provision for loan losses 7,241 316 — — — 1 7,558 Noninterest income 37,910 175,362 323,275 76,723 12,609 (9,748) 616,131 Noninterest expense 123,325 168,558 293,207 86,429 15,685 (461) 686,743 Income (loss) before income taxes $ 91,618 $ 25,325 $ 29,183 $ (8,587) $ (7,899) $ 266 $ 129,906 Mortgage All Other and Hilltop Three Months Ended June 30, 2016 Banking Broker-Dealer Origination Insurance Corporate Eliminations Consolidated Net interest income (expense) $ 92,029 $ 7,440 $ (2,299) $ 758 $ (1,846) $ 4,315 $ 100,397 Provision for loan losses 28,613 263 — — — — 28,876 Noninterest income 13,346 102,900 192,881 41,392 1 (4,515) 346,005 Noninterest expense 55,132 91,780 162,488 51,717 6,483 (235) 367,365 Income (loss) before income taxes $ 21,630 $ 18,297 $ 28,094 $ (9,567) $ (8,328) $ 35 $ 50,161 Mortgage All Other and Hilltop Six Months Ended June 30, 2016 Banking Broker-Dealer Origination Insurance Corporate Eliminations Consolidated Net interest income (expense) $ 178,133 $ 14,491 $ (4,865) $ 1,497 $ (3,559) $ 8,540 $ 194,237 Provision for loan losses 32,113 170 — — — — 32,283 Noninterest income 26,301 183,782 339,219 83,196 2 (9,120) 623,380 Noninterest expense 119,480 176,041 297,160 88,091 12,332 (550) 692,554 Income (loss) before income taxes $ 52,841 $ 22,062 $ 37,194 $ (3,398) $ (15,889) $ (30) $ 92,780 Mortgage All Other and Hilltop Banking Broker-Dealer Origination Insurance Corporate Eliminations Consolidated June 30, 2017 Goodwill $ 207,741 $ 7,008 $ 13,071 $ 23,988 $ — $ — $ 251,808 Total assets $ 9,828,918 $ 3,073,342 $ 2,240,743 $ 305,099 $ 2,049,498 $ (4,209,027) $ 13,288,573 December 31, 2016 Goodwill $ 207,741 $ 7,008 $ 13,071 $ 23,988 $ — $ — $ 251,808 Total assets $ 9,527,518 $ 2,777,849 $ 2,042,458 $ 347,252 $ 2,032,749 $ (3,989,764) $ 12,738,062

Earnings per Common Share

Earnings per Common Share	6 Months Ended
	Jun. 30, 2017
Earnings per Common Share
Earnings per Common Share	23. 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 and six months ended June 30, 2017, RSUs were the only potentially dilutive non-participating instruments issued by Hilltop, while during the three and six months ended June 30, 2016, stock options and RSUs were potentially dilutive non-participating instruments. 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 June 30, Six Months Ended June 30, 2017 2016 2017 2016 Basic earnings per share: Income attributable to Hilltop $ 62,476 $ 31,074 $ 88,910 $ 58,641 Less: income applicable to participating shares (2) (5) (3) (9) Net earnings available to Hilltop common stockholders $ 62,474 $ 31,069 $ 88,907 $ 58,632 Weighted average shares outstanding - basic 98,154 98,457 98,295 98,305 Basic earnings per common share $ 0.64 $ 0.32 $ 0.90 $ 0.60 Diluted earnings per share: Income attributable to Hilltop $ 62,476 $ 31,074 $ 88,910 $ 58,641 Weighted average shares outstanding - basic 98,154 98,457 98,295 98,305 Effect of potentially dilutive securities 260 129 281 314 Weighted average shares outstanding - diluted 98,414 98,586 98,576 98,619 Diluted earnings per common share $ 0.63 $ 0.32 $ 0.90 $ 0.60

Schedule I _ Insurance Incurred

Schedule I – Insurance Incurred and Cumulative Paid Losses and Allocated Loss Adjustment Expenses, Net of Reinsurance	6 Months Ended
	Jun. 30, 2017
Schedule Of Insurance Incurred And Cumulative Paid Losses And Allocated Loss Adjustment Expenses, Net Of Reinsurance
Insurance Incurred and Cumulative Paid Losses and Allocated Loss Adjustment Expenses	SCHEDULE I – Insurance Incurred and Cumulative Paid Losses and Allocated Loss Adjustment Expenses, Net of Reinsurance (dollars in thousands) Incurred Losses and Allocated Loss Adjustment Expenses, Net of Reinsurance June 30, 2017 Total of Incurred But Not Reported Reserves Plus Cumulative Six Months Ended June 30, 2017 Development Number of Accident 2012 2013 2014 2015 2016 2017 On Reported Reported Year Unaudited Unaudited Unaudited Unaudited Unaudited Unaudited Claims Claims 2012 $ 107,873 $ 108,753 $ 114,031 $ 114,067 $ 114,517 $ 114,554 $ 33 16,675 2013 107,793 108,951 111,006 111,011 111,074 53 15,736 2014 83,784 85,037 84,221 84,175 237 13,172 2015 89,646 88,477 88,082 1,842 14,968 2016 84,771 86,448 4,718 21,405 2017 49,997 7,283 10,546 $ 534,330 Cumulative Paid Losses and Allocated Loss Adjustment Expenses, Net of Reinsurance Six Months Ended June 30, 2017 Accident 2012 2013 2014 2015 2016 2017 Year Unaudited Unaudited Unaudited Unaudited Unaudited Unaudited 2012 $ 89,603 $ 101,968 $ 107,126 $ 110,782 $ 112,062 $ 112,723 2013 94,238 104,938 108,099 109,662 110,318 2014 70,831 79,713 81,684 82,620 2015 71,820 82,940 84,162 2016 71,543 79,433 2017 31,551 Total $ 500,807 All outstanding reserves prior to 2012, net of reinsurance 85 Reserve for unpaid losses and allocated loss adjustment expenses, net of reinsurance $ 33,608

Summary of Significant Accoun34

Summary of Significant Accounting and Reporting Policies (Policies)	6 Months Ended
	Jun. 30, 2017
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, headquartered in Dallas, Texas, provides its products and services through three primary business units, PlainsCapital Corporation (“PCC”), Hilltop Securities Holdings LLC (“Securities Holdings”) and National Lloyds Corporation (“NLC”). PCC is a financial holding company 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 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 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.
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, 2016 (“2016 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 PCC. PCC 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”). PrimeLending owns a 100% membership interest in PrimeLending Ventures Management, LLC (“Ventures Management”). Ventures Management is the managing member and owns 51% of the membership interest in both PrimeLending Ventures, LLC (“Ventures”) and Mutual of Omaha Mortgage, LLC. PCC 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 Inc. (“Hilltop Securities”), Hilltop Securities Independent Network Inc. (“HTS Independent Network”) (collectively, the “Hilltop Broker-Dealers”) and First Southwest Asset Management, LLC. Hilltop Securities is a broker-dealer registered with the Securities and Exchange Commission (the “SEC”) and 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 is a registered investment adviser under the Investment Advisers Act of 1940. 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. Certain reclassifications have been made to the prior period consolidated financial statements to conform with the current period presentation. In preparing these consolidated financial statements, subsequent events were evaluated through the time the financial statements were issued. Financial statements are considered issued when they are widely distributed to all stockholders and other financial statement users, or filed with the SEC.

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	6 Months Ended
	Jun. 30, 2017
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 June 30, 2017 Inputs Inputs Inputs Fair Value Trading securities $ 5,205 $ 466,280 $ — $ 471,485 Available for sale securities 20,503 742,703 — 763,206 Loans held for sale — 1,897,752 30,037 1,927,789 Derivative assets — 71,724 — 71,724 MSR asset — — 43,580 43,580 Securities sold, not yet purchased 73,477 76,392 — 149,869 Derivative liabilities — 19,642 — 19,642 Level 1 Level 2 Level 3 Total December 31, 2016 Inputs Inputs Inputs Fair Value Trading securities $ 9,481 $ 256,053 $ — $ 265,534 Available for sale securities 19,840 578,167 — 598,007 Loans held for sale — 1,712,697 35,801 1,748,498 Derivative assets — 57,036 — 57,036 MSR asset — — 61,968 61,968 Securities sold, not yet purchased 60,715 93,174 — 153,889 Derivative liabilities — 35,737 — 35,737
Rollforward 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 June 30, 2017 Loans held for sale $ 30,214 $ 8,675 $ (6,722) $ (2,130) $ — $ 30,037 MSR asset 45,573 1,266 — (3,259) — 43,580 Total $ 75,787 $ 9,941 $ (6,722) $ (5,389) $ — $ 73,617 Six months ended June 30, 2017 Loans held for sale $ 35,801 $ 16,503 $ (17,423) $ (4,844) $ — $ 30,037 MSR asset 61,968 2,490 (17,499) (3,379) — 43,580 Total $ 97,769 $ 18,993 $ (34,922) $ (8,223) $ — $ 73,617 Three months ended June 30, 2016 Trading securities $ 1 $ — $ — $ — $ — $ 1 Loans held for sale 40,545 19,803 (10,894) (3,809) — 45,645 MSR asset 39,863 8,254 (7,586) (7,040) — 33,491 Total $ 80,409 $ 28,057 $ (18,480) $ (10,849) $ — $ 79,137 Six months ended June 30, 2016 Trading securities $ 1 $ — $ — $ — $ — $ 1 Loans held for sale 25,880 43,039 (15,131) (8,143) — 45,645 MSR asset 52,285 9,893 (7,586) (21,101) — 33,491 Total $ 78,166 $ 52,932 $ (22,717) $ (29,244) $ — $ 79,137
Schedule of significant unobservable inputs used in the fair value measurements	For Level 3 financial instruments measured at fair value on a recurring basis at June 30, 2017, the significant unobservable inputs used in the fair value measurements were as follows. Range Financial instrument Valuation Technique Unobservable Inputs (Weighted-Average) Loans held for sale Discounted cash flows / Market comparable Projected price 92 - 95 % ( 95 %) MSR asset Discounted cash flows Constant prepayment rate 10.92 % Discount rate 11.14 %
Schedule of changes in fair value for instruments reported at fair value under the Fair Value Option	The following tables present those changes in fair value of instruments recognized in the consolidated statements of operations that are accounted for under the Fair Value Option (in thousands). Three Months Ended June 30, 2017 Three Months Ended June 30, 2016 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 $ 22,231 $ — $ 22,231 $ 15,483 $ — $ 15,483 MSR asset (3,259) — (3,259) (7,040) — (7,040) Six Months Ended June 30, 2017 Six Months Ended June 30, 2016 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 $ 31,093 $ — $ 31,093 $ 15,930 $ — $ 15,930 MSR asset (3,379) — (3,379) (21,101) — (21,101)
Schedule of significant unobservable inputs weighted average rates on Impaired Loans	At June 30, 2017, 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 Total Gains (Losses) for the Level 1 Level 2 Level 3 Total Three Months Ended June 30, Six Months Ended June 30, June 30, 2017 Inputs Inputs Inputs Fair Value 2017 2016 2017 2016 Non-covered impaired loans $ — $ — $ 55,013 $ 55,013 $ (274) $ 168 $ (470) $ 135 Covered impaired loans — — 48,677 48,677 (611) (242) (977) 90 Non-covered other real estate owned — 3,258 — 3,258 (108) (12) (123) (12) Covered other real estate owned — 5,385 — 5,385 (943) (1,967) (2,135) (11,732)
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 June 30, 2017 Amount Inputs Inputs Inputs Total Financial assets: Cash and cash equivalents $ 406,326 $ 406,326 $ — $ — $ 406,326 Securities purchased under agreements to resell 125,188 — 125,188 — 125,188 Assets segregated for regulatory purposes 167,565 167,565 — — 167,565 Held to maturity securities 359,847 — 355,860 — 355,860 Loans held for sale 72,468 — 72,468 — 72,468 Non-covered loans, net 6,059,003 — 492,859 5,755,032 6,247,891 Covered loans, net 205,877 — — 309,698 309,698 Broker-dealer and clearing organization receivables 1,552,525 — 1,552,525 — 1,552,525 FDIC indemnification asset 40,304 — — 24,875 24,875 Other assets 62,882 — 57,420 5,462 62,882 Financial liabilities: Deposits 7,574,622 — 7,567,319 — 7,567,319 Broker-dealer and clearing organization payables 1,395,314 — 1,395,314 — 1,395,314 Short-term borrowings 1,515,069 — 1,515,069 — 1,515,069 Debt 367,295 — 364,785 — 364,785 Other liabilities 3,881 — 3,881 — 3,881 Estimated Fair Value Carrying Level 1 Level 2 Level 3 December 31, 2016 Amount Inputs Inputs Inputs Total Financial assets: Cash and cash equivalents $ 690,764 $ 690,764 $ — $ — $ 690,764 Securities purchased under agreements to resell 89,430 — 89,430 — 89,430 Assets segregated for regulatory purposes 180,993 180,993 — — 180,993 Held to maturity securities 351,831 — 345,088 — 345,088 Loans held for sale 46,965 — 46,965 — 46,965 Non-covered loans, net 5,789,313 — 502,077 5,459,975 5,962,052 Covered loans, net 255,714 — — 367,444 367,444 Broker-dealer and clearing organization receivables 1,497,741 — 1,497,741 — 1,497,741 FDIC indemnification asset 71,313 — — 60,173 60,173 Other assets 62,904 — 58,697 4,207 62,904 Financial liabilities: Deposits 7,063,811 — 7,058,837 — 7,058,837 Broker-dealer and clearing organization payables 1,347,128 — 1,347,128 — 1,347,128 Short-term borrowings 1,417,289 — 1,417,289 — 1,417,289 Debt 384,924 — 378,822 — 378,822 Other liabilities 3,708 — 3,708 — 3,708

Securities (Tables)

Securities (Tables)	6 Months Ended
	Jun. 30, 2017
Securities
Summary of trading securities	The fair value of trading securities is summarized as follows (in thousands). June 30, December 31, 2017 2016 U.S. Treasury securities $ 1,874 $ 5,940 U.S. government agencies: Bonds 32,944 36,303 Residential mortgage-backed securities 233,443 2,539 Commercial mortgage-backed securities 9,739 15,171 Collateralized mortgage obligations 1,668 5,607 Corporate debt securities 75,240 60,699 States and political subdivisions 98,619 89,946 Unit investment trusts 8,920 41,409 Private-label securitized product 4,843 4,292 Other 4,195 3,628 Totals $ 471,485 $ 265,534
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 June 30, 2017 Cost Gains Losses Fair Value U.S. Treasury securities $ 31,740 $ 173 $ (42) $ 31,871 U.S. government agencies: Bonds 91,077 873 (138) 91,812 Residential mortgage-backed securities 242,019 879 (2,452) 240,446 Commercial mortgage-backed securities 12,200 22 (23) 12,199 Collateralized mortgage obligations 212,647 104 (2,636) 210,115 Corporate debt securities 75,534 2,551 (11) 78,074 States and political subdivisions 76,234 1,557 (112) 77,679 Commercial mortgage-backed securities 499 8 — 507 Equity securities 19,267 1,250 (14) 20,503 Totals $ 761,217 $ 7,417 $ (5,428) $ 763,206 Available for Sale Amortized Unrealized Unrealized December 31, 2016 Cost Gains Losses Fair Value U.S. Treasury securities $ 31,701 $ 144 $ (44) $ 31,801 U.S. government agencies: Bonds 121,838 881 (67) 122,652 Residential mortgage-backed securities 135,371 708 (2,941) 133,138 Commercial mortgage-backed securities 8,771 2 (58) 8,715 Collateralized mortgage obligations 117,879 29 (3,206) 114,702 Corporate debt securities 76,866 2,354 (91) 79,129 States and political subdivisions 86,353 1,498 (336) 87,515 Commercial mortgage-backed securities 499 16 — 515 Equity securities 18,920 1,263 (343) 19,840 Totals $ 598,198 $ 6,895 $ (7,086) $ 598,007
Summary of amortized cost and fair value of held to maturity securities	Held to Maturity Amortized Unrealized Unrealized June 30, 2017 Cost Gains Losses Fair Value U.S. government agencies: Bonds $ 40,514 $ 43 $ (915) $ 39,642 Residential mortgage-backed securities 18,009 179 — 18,188 Commercial mortgage-backed securities 57,867 396 (399) 57,864 Collateralized mortgage obligations 194,664 150 (2,466) 192,348 States and political subdivisions 48,793 205 (1,180) 47,818 Totals $ 359,847 $ 973 $ (4,960) $ 355,860 Held to Maturity Amortized Unrealized Unrealized December 31, 2016 Cost Gains Losses Fair Value U.S. government agencies: Bonds $ 40,513 $ — $ (1,287) $ 39,226 Residential mortgage-backed securities 19,606 13 (6) 19,613 Commercial mortgage-backed securities 31,767 102 (593) 31,276 Collateralized mortgage obligations 217,954 128 (3,372) 214,710 States and political subdivisions 41,991 70 (1,798) 40,263 Totals $ 351,831 $ 313 $ (7,056) $ 345,088
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). June 30, 2017 December 31, 2016 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 6 $ 24,143 $ 39 7 $ 21,694 $ 44 Unrealized loss for twelve months or longer 2 2,598 3 — — — 8 26,741 42 7 21,694 44 U.S. government agencies: Bonds: Unrealized loss for less than twelve months 9 74,954 138 1 14,908 67 Unrealized loss for twelve months or longer — — — — — — 9 74,954 138 1 14,908 67 Residential mortgage-backed securities: Unrealized loss for less than twelve months 13 122,941 2,232 12 109,398 2,941 Unrealized loss for twelve months or longer 1 5,846 220 — — — 14 128,787 2,452 12 109,398 2,941 Commercial mortgage-backed securities: Unrealized loss for less than twelve months 2 9,091 23 2 7,127 58 Unrealized loss for twelve months or longer — — — — — — 2 9,091 23 2 7,127 58 Collateralized mortgage obligations: Unrealized loss for less than twelve months 17 134,762 1,537 11 91,144 2,340 Unrealized loss for twelve months or longer 9 29,341 1,099 8 19,320 866 26 164,103 2,636 19 110,464 3,206 Corporate debt securities: Unrealized loss for less than twelve months 1 1,987 11 3 5,899 91 Unrealized loss for twelve months or longer — — — — — — 1 1,987 11 3 5,899 91 States and political subdivisions: Unrealized loss for less than twelve months 24 11,727 103 32 17,549 322 Unrealized loss for twelve months or longer 1 458 9 1 450 14 25 12,185 112 33 17,999 336 Equity securities: Unrealized loss for less than twelve months 1 195 — — — — Unrealized loss for twelve months or longer 2 6,947 14 2 11,107 343 3 7,142 14 2 11,107 343 Total available for sale: Unrealized loss for less than twelve months 73 379,800 4,083 68 267,719 5,863 Unrealized loss for twelve months or longer 15 45,190 1,345 11 30,877 1,223 88 $ 424,990 $ 5,428 79 $ 298,596 $ 7,086
Schedule of information regarding held to maturity securities that were in an unrealized loss position	June 30, 2017 December 31, 2016 Number of Unrealized Number of Unrealized Securities Fair Value Losses Securities Fair Value Losses Held to Maturity U.S. government agencies: Bonds: Unrealized loss for less than twelve months 3 $ 32,099 $ 915 4 $ 33,225 $ 1,287 Unrealized loss for twelve months or longer — — — — — — 3 32,099 915 4 33,225 1,287 Residential mortgage-backed securities: Unrealized loss for less than twelve months — — — 2 13,178 6 Unrealized loss for twelve months or longer — — — — — — — — — 2 13,178 6 Commercial mortgage-backed securities: Unrealized loss for less than twelve months 2 12,882 399 5 18,891 588 Unrealized loss for twelve months or longer — — — 1 1,401 5 2 12,882 399 6 20,292 593 Collateralized mortgage obligations: Unrealized loss for less than twelve months 17 166,859 2,466 19 187,669 3,372 Unrealized loss for twelve months or longer — — — — — — 17 166,859 2,466 19 187,669 3,372 States and political subdivisions: Unrealized loss for less than twelve months 63 27,712 1,176 71 29,862 1,790 Unrealized loss for twelve months or longer 2 671 4 1 462 8 65 28,383 1,180 72 30,324 1,798 Total held to maturity: Unrealized loss for less than twelve months 85 239,552 4,956 101 282,825 7,043 Unrealized loss for twelve months or longer 2 671 4 2 1,863 13 87 $ 240,223 $ 4,960 103 $ 284,688 $ 7,056
Schedule of amortized cost and fair value of securities, excluding trading and equity available for sale securities, by contractual maturity	The amortized cost and fair value of securities, excluding trading and available for sale equity securities, at June 30, 2017 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 $ 107,694 $ 107,905 $ 4,258 $ 4,262 Due after one year through five years 97,514 99,481 3,323 3,346 Due after five years through ten years 39,674 41,380 26,786 26,327 Due after ten years 29,703 30,670 54,940 53,525 274,585 279,436 89,307 87,460 Residential mortgage-backed securities 242,019 240,446 18,009 18,188 Collateralized mortgage obligations 212,647 210,115 194,664 192,348 Commercial mortgage-backed securities 12,699 12,706 57,867 57,864 $ 741,950 $ 742,703 $ 359,847 $ 355,860

Non-Covered Loans and Allowan37

Non-Covered Loans and Allowance for Non-Covered Loan Losses (Tables) - Noncovered	6 Months Ended
	Jun. 30, 2017
Loans
Summary of non-covered loans by portfolio segment	Non-covered loans summarized by portfolio segment are as follows (in thousands). June 30, December 31, 2017 2016 Commercial and industrial $ 1,750,305 $ 1,696,453 Real estate 2,969,199 2,816,767 Construction and land development 863,082 786,850 Consumer 42,766 41,352 Broker-dealer (1) 492,859 502,077 6,118,211 5,843,499 Allowance for non-covered loan losses (59,208) (54,186) Total non-covered loans, net of allowance $ 6,059,003 $ 5,789,313 (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 non-covered PCI loans (in thousands). June 30, December 31, 2017 2016 Carrying amount $ 44,345 $ 51,432 Outstanding balance 59,426 67,988
Schedule of changes in the accretable yield for the PCI loans	Changes in the accretable yield for non-covered PCI loans were as follows (in thousands). Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Balance, beginning of period $ 11,442 $ 16,168 $ 13,116 $ 17,744 Reclassifications from nonaccretable difference, net (1) 438 1,604 577 3,947 Disposals of loans (61) — (61) — Accretion (2,026) (2,543) (3,839) (6,462) Balance, end of period $ 9,793 $ 15,229 $ 9,793 $ 15,229 (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 non-accrual 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 June 30, 2017 Principal Balance No Allowance Allowance Investment Allowance PCI Commercial and industrial: Secured $ 20,269 $ 3,382 $ 3,738 $ 7,120 $ 66 Unsecured — — — — — Real estate: Secured by commercial properties 33,575 8,512 16,056 24,568 2,249 Secured by residential properties 13,102 2,272 7,838 10,110 270 Construction and land development: Residential construction loans — — — — — Commercial construction loans and land development 4,357 1,073 1,260 2,333 303 Consumer 2,679 32 182 214 102 Broker-dealer — — — — — 73,982 15,271 29,074 44,345 2,990 Non-PCI Commercial and industrial: Secured 12,253 6,797 2,911 9,708 750 Unsecured 745 717 — 717 — Real estate: Secured by commercial properties 12,136 11,235 410 11,645 3 Secured by residential properties 1,816 1,545 — 1,545 — Construction and land development: Residential construction loans 15 — — — — Commercial construction loans and land development 659 — 632 632 106 Consumer 317 208 — 208 — Broker-dealer — — — — — 27,941 20,502 3,953 24,455 859 $ 101,923 $ 35,773 $ 33,027 $ 68,800 $ 3,849 Unpaid Recorded Recorded Total Contractual Investment with Investment with Recorded Related December 31, 2016 Principal Balance No Allowance Allowance Investment Allowance PCI Commercial and industrial: Secured $ 25,354 $ 3,234 $ 5,438 $ 8,672 $ 557 Unsecured — — — — — Real estate: Secured by commercial properties 38,005 11,097 17,413 28,510 1,907 Secured by residential properties 13,606 7,401 3,088 10,489 200 Construction and land development: Residential construction loans — — — — — Commercial construction loans and land development 5,780 1,391 2,076 3,467 377 Consumer 3,223 237 57 294 56 Broker-dealer — — — — — 85,968 23,360 28,072 51,432 3,097 Non-PCI Commercial and industrial: Secured 6,311 3,313 1,372 4,685 115 Unsecured 946 925 — 925 — Real estate: Secured by commercial properties 10,134 10,000 — 10,000 — Secured by residential properties 1,344 1,116 — 1,116 — Construction and land development: Residential construction loans 28 28 — 28 — Commercial construction loans and land development 738 48 679 727 167 Consumer 246 244 — 244 — Broker-dealer — — — — — 19,747 15,674 2,051 17,725 282 $ 105,715 $ 39,034 $ 30,123 $ 69,157 $ 3,379
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 June 30, Six Months Ended June 30, 2017 2016 2017 2016 Commercial and industrial: Secured $ 16,950 $ 25,590 $ 15,093 $ 25,538 Unsecured 748 41 821 47 Real estate: Secured by commercial properties 37,189 37,533 37,362 38,680 Secured by residential properties 11,461 12,092 11,630 12,133 Construction and land development: Residential construction loans — — 14 111 Commercial construction loans and land development 3,170 4,090 3,580 4,512 Consumer 462 483 480 609 Broker-dealer — — — — $ 69,980 $ 79,829 $ 68,980 $ 81,630
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). June 30, December 31, 2017 2016 Commercial and industrial: Secured $ 13,101 $ 8,590 Unsecured 717 925 Real estate: Secured by commercial properties 11,645 11,034 Secured by residential properties 2,020 1,197 Construction and land development: Residential construction loans — 28 Commercial construction loans and land development 632 727 Consumer 208 244 Broker-dealer — — $ 28,323 $ 22,745
Schedule of information regarding TDRs granted	Information regarding TDRs granted during the three and six months ended June 30, 2017 and 2016, respectively, is shown in the following tables (dollars in thousands). At June 30, 2017 and December 31, 2016, the Bank had nominal unadvanced commitments to borrowers whose loans have been restructured in TDRs. Three Months Ended June 30, 2017 Three Months Ended June 30, 2016 Number of Balance at Balance at Number of Balance at Balance at Loans Extension End of Period Loans Extension End of Period 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 1 655 632 — — — Consumer — — — — — — Broker-dealer — — — — — — 1 $ 655 $ 632 — $ — $ — Six Months Ended June 30, 2017 Six Months Ended June 30, 2016 Number of Balance at Balance at Number of Balance at Balance at Loans Extension End of Period Loans Extension End of Period Commercial and industrial: Secured 1 $ 1,357 $ 1,279 1 $ 1,196 $ 950 Unsecured — — — — — — Real estate: Secured by commercial properties 1 1,481 1,417 — — — Secured by residential properties — — — — — — Construction and land development: Residential construction loans — — — — — — Commercial construction loans and land development 1 655 632 — — — Consumer — — — — — — Broker-dealer — — — — — — 3 $ 3,493 $ 3,328 1 $ 1,196 $ 950 All of the non-covered loan modifications included in the tables above involved payment term extensions. The Bank did not grant principal reductions on any restructured non-covered loans during the six months ended June 30, 2017 and 2016. The following table presents information regarding TDRs granted during the twelve months preceding June 30, 2017 and 2016, respectively, for which a payment was at least 30 days past due (dollars in thousands). Twelve Months Preceding June 30, 2017 Twelve Months Preceding June 30, 2016 Number of Balance at Balance at Number of Balance at Balance at Loans Extension End of Period Loans Extension End of Period Commercial and industrial: Secured — $ — $ — 2 $ 1,286 $ 1,022 Unsecured — — — — — — Real estate: Secured by commercial properties 1 1,481 1,417 1 1,084 995 Secured by residential properties — — — — — — Construction and land development: Residential construction loans — — — — — — Commercial construction loans and land development — — — — — — Consumer — — — — — — Broker-dealer — — — — — — 1 $ 1,481 $ 1,417 3 $ 2,370 $ 2,017
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 Loans Past Due Loans Past Due Loans Past Due Total Current PCI Total Past Due June 30, 2017 30-59 Days 60-89 Days 90 Days or More Past Due Loans Loans Loans Loans 90 Days or More Commercial and industrial: Secured $ 2,242 $ 5,269 $ 2,745 $ 10,256 $ 1,630,746 $ 7,120 $ 1,648,122 $ 2,745 Unsecured 102 2 — 104 102,079 — 102,183 — Real estate: Secured by commercial properties 410 5,150 — 5,560 2,161,203 24,568 2,191,331 — Secured by residential properties 546 452 557 1,555 766,203 10,110 777,868 557 Construction and land development: Residential construction loans 1,788 — — 1,788 158,735 — 160,523 — Commercial construction loans and land development 945 3 — 948 699,278 2,333 702,559 — Consumer 239 31 — 270 42,282 214 42,766 — Broker-dealer — — — — 492,859 — 492,859 — $ 6,272 $ 10,907 $ 3,302 $ 20,481 $ 6,053,385 $ 44,345 $ 6,118,211 $ 3,302 Accruing Loans Loans Past Due Loans Past Due Loans Past Due Total Current PCI Total Past Due December 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 $ 4,727 $ 704 $ 6,770 $ 12,201 $ 1,576,239 $ 8,672 $ 1,597,112 $ 3,095 Unsecured 596 1 909 1,506 97,835 — 99,341 1 Real estate: Secured by commercial properties 550 9,417 1,492 11,459 1,915,126 28,510 1,955,095 — Secured by residential properties 506 361 369 1,236 849,947 10,489 861,672 — Construction and land development: Residential construction loans — 28 — 28 128,624 — 128,652 — Commercial construction loans and land development 2,500 1,784 48 4,332 650,399 3,467 658,198 — Consumer 176 31 — 207 40,851 294 41,352 — Broker-dealer — — — — 502,077 — 502,077 — $ 9,055 $ 12,326 $ 9,588 $ 30,969 $ 5,761,098 $ 51,432 $ 5,843,499 $ 3,096
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). June 30, 2017 Pass Special Mention Substandard PCI Total Commercial and industrial: Secured $ 1,581,767 $ 7,939 $ 51,296 $ 7,120 $ 1,648,122 Unsecured 99,865 1,060 1,258 — 102,183 Real estate: Secured by commercial properties 2,126,761 1,514 38,488 24,568 2,191,331 Secured by residential properties 761,621 3,292 2,845 10,110 777,868 Construction and land development: Residential construction loans 160,523 — — — 160,523 Commercial construction loans and land development 696,643 2,792 791 2,333 702,559 Consumer 42,312 — 240 214 42,766 Broker-dealer 492,859 — — — 492,859 $ 5,962,351 $ 16,597 $ 94,918 $ 44,345 $ 6,118,211 December 31, 2016 Pass Special Mention Substandard PCI Total Commercial and industrial: Secured $ 1,531,895 $ 72 $ 56,473 $ 8,672 $ 1,597,112 Unsecured 97,646 — 1,695 — 99,341 Real estate: Secured by commercial properties 1,888,231 3,693 34,661 28,510 1,955,095 Secured by residential properties 846,420 — 4,763 10,489 861,672 Construction and land development: Residential construction loans 128,624 — 28 — 128,652 Commercial construction loans and land development 653,808 — 923 3,467 658,198 Consumer 40,789 6 263 294 41,352 Broker-dealer 502,077 — — — 502,077 $ 5,689,490 $ 3,771 $ 98,806 $ 51,432 $ 5,843,499
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 June 30, 2017 Industrial Real Estate Land Development Consumer Broker-Dealer Total Balance, beginning of period $ 21,679 $ 26,112 $ 6,879 $ 464 $ 23 $ 55,157 Provision charged to operations 735 2,779 766 165 448 4,893 Loans charged off (1,200) (218) — (127) — (1,545) Recoveries on charged off loans 620 61 — 22 — 703 Balance, end of period $ 21,834 $ 28,734 $ 7,645 $ 524 $ 471 $ 59,208 Commercial and Construction and Six Months Ended June 30, 2017 Industrial Real Estate Land Development Consumer Broker-Dealer Total Balance, beginning of period $ 21,369 $ 25,236 $ 7,002 $ 424 $ 155 $ 54,186 Provision charged to operations 1,210 3,701 654 221 316 6,102 Loans charged off (1,805) (300) (11) (161) — (2,277) Recoveries on charged off loans 1,060 97 — 40 — 1,197 Balance, end of period $ 21,834 $ 28,734 $ 7,645 $ 524 $ 471 $ 59,208 Commercial and Construction and Three Months Ended June 30, 2016 Industrial Real Estate Land Development Consumer Broker-Dealer Total Balance, beginning of period $ 20,169 $ 22,272 $ 5,561 $ 334 $ 114 $ 48,450 Provision charged to (recapture from) operations 25,503 2,216 727 (16) 263 28,693 Loans charged off (25,433) (1,298) — (37) 1 (26,767) Recoveries on charged off loans 481 112 — 44 — 637 Balance, end of period $ 20,720 $ 23,302 $ 6,288 $ 325 $ 378 $ 51,013 Commercial and Construction and Six Months Ended June 30, 2016 Industrial Real Estate Land Development Consumer Broker-Dealer Total Balance, beginning of period $ 19,845 $ 18,983 $ 6,064 $ 314 $ 209 $ 45,415 Provision charged to operations 26,520 5,448 224 16 170 32,378 Loans charged off (26,783) (1,298) — (89) (1) (28,171) Recoveries on charged off loans 1,138 169 — 84 — 1,391 Balance, end of period $ 20,720 $ 23,302 $ 6,288 $ 325 $ 378 $ 51,013
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 June 30, 2017 Industrial Real Estate Land Development Consumer Broker-Dealer Total Loans individually evaluated for impairment $ 9,718 $ 10,984 $ 632 $ 171 $ — $ 21,505 Loans collectively evaluated for impairment 1,733,467 2,923,537 860,117 42,381 492,859 6,052,361 PCI Loans 7,120 34,678 2,333 214 — 44,345 $ 1,750,305 $ 2,969,199 $ 863,082 $ 42,766 $ 492,859 $ 6,118,211 Commercial and Construction and December 31, 2016 Industrial Real Estate Land Development Consumer Broker-Dealer Total Loans individually evaluated for impairment $ 4,508 $ 9,704 $ 727 $ 205 $ — $ 15,144 Loans collectively evaluated for impairment 1,683,273 2,768,064 782,656 40,853 502,077 5,776,923 PCI Loans 8,672 38,999 3,467 294 — 51,432 $ 1,696,453 $ 2,816,767 $ 786,850 $ 41,352 $ 502,077 $ 5,843,499
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 June 30, 2017 Industrial Real Estate Land Development Consumer Broker-Dealer Total Loans individually evaluated for impairment $ 750 $ 3 $ 106 $ — $ — $ 859 Loans collectively evaluated for impairment 21,018 26,212 7,236 422 471 55,359 PCI Loans 66 2,519 303 102 — 2,990 $ 21,834 $ 28,734 $ 7,645 $ 524 $ 471 $ 59,208 Commercial and Construction and December 31, 2016 Industrial Real Estate Land Development Consumer Broker-Dealer Total Loans individually evaluated for impairment $ 115 $ — $ 167 $ — $ — $ 282 Loans collectively evaluated for impairment 20,697 23,129 6,458 368 155 50,807 PCI Loans 557 2,107 377 56 — 3,097 $ 21,369 $ 25,236 $ 7,002 $ 424 $ 155 $ 54,186

Covered Assets and Indemnific38

Covered Assets and Indemnification Asset (Tables) - Covered	6 Months Ended
	Jun. 30, 2017
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). June 30, December 31, 2017 2016 Commercial and industrial $ 1,649 $ 2,697 Real estate 199,845 244,469 Construction and land development 5,742 8,961 207,236 256,127 Allowance for covered loans (1,359) (413) Total covered loans, net of allowance $ 205,877 $ 255,714
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 covered PCI loans (in thousands). June 30, December 31, 2017 2016 Carrying amount $ 99,595 $ 133,754 Outstanding balance 208,689 266,098
Schedule of changes in the accretable yield for the PCI loans	Changes in the accretable yield for covered PCI loans were as follows (in thousands). Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Balance, beginning of period $ 142,466 $ 169,133 $ 143,731 $ 176,719 Reclassifications from nonaccretable difference, net (1) 11,618 8,810 23,024 18,443 Transfer of loans to covered OREO (2) (662) (62) (780) (171) Accretion (25,115) (20,277) (37,668) (37,387) Balance, end of period $ 128,307 $ 157,604 $ 128,307 $ 157,604 (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 non-accrual 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 June 30, 2017 Principal Balance No Allowance Allowance Investment Allowance PCI Commercial and industrial: Secured $ 4,498 $ — $ 412 $ 412 $ 28 Unsecured 6,562 — 169 169 10 Real estate: Secured by commercial properties 97,991 3,339 27,182 30,521 652 Secured by residential properties 133,871 66,016 23 66,039 5 Construction and land development: Residential construction loans 698 — — — — Commercial construction loans and land development 18,240 1,404 1,050 2,454 626 261,860 70,759 28,836 99,595 1,321 Non-PCI Commercial and industrial: Secured 93 96 — 96 — Unsecured — — — — — Real estate: Secured by commercial properties — — — — — Secured by residential properties 4,146 3,400 — 3,400 — Construction and land development: Residential construction loans — — — — — Commercial construction loans and land development 19 14 — 14 — 4,258 3,510 — 3,510 — $ 266,118 $ 74,269 $ 28,836 $ 103,105 $ 1,321 Unpaid Recorded Recorded Total Contractual Investment with Investment with Recorded Related December 31, 2016 Principal Balance No Allowance Allowance Investment Allowance PCI Commercial and industrial: Secured $ 10,579 $ 1,024 $ 189 $ 1,213 $ 13 Unsecured 3,259 299 — 299 — Real estate: Secured by commercial properties 143,934 26,415 26,222 52,637 271 Secured by residential properties 148,384 73,240 1,161 74,401 60 Construction and land development: Residential construction loans 766 — — — — Commercial construction loans and land development 23,522 5,204 — 5,204 — 330,444 106,182 27,572 133,754 344 Non-PCI Commercial and industrial: Secured 52 52 — 52 — Unsecured — — — — — Real estate: Secured by commercial properties 396 310 — 310 — Secured by residential properties 4,175 3,537 — 3,537 — Construction and land development: Residential construction loans — — — — — Commercial construction loans and land development 24 20 — 20 — 4,647 3,919 — 3,919 — $ 335,091 $ 110,101 $ 27,572 $ 137,673 $ 344
Summary of average investment in impaired loans by class	Average investment in covered impaired loans is summarized by class in the following table (in thousands). Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Commercial and industrial: Secured $ 644 $ 4,497 $ 887 $ 4,783 Unsecured 171 1,606 234 1,601 Real estate: Secured by commercial properties 37,752 87,157 41,734 91,587 Secured by residential properties 71,734 88,493 73,689 92,354 Construction and land development: Residential construction loans — 343 — 331 Commercial construction loans and land development 2,537 12,664 3,846 16,209 $ 112,838 $ 194,760 $ 120,390 $ 206,865
Summary of non-accrual loans by class	Covered non-accrual loans are summarized by class in the following table (in thousands). June 30, December 31, 2017 2016 Commercial and industrial: Secured $ 96 $ 52 Unsecured — — Real estate: Secured by commercial properties — 730 Secured by residential properties 2,904 3,035 Construction and land development: Residential construction loans — — Commercial construction loans and land development 14 19 $ 3,014 $ 3,836
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 June 30, 2017 30 ‑ 59 Days 60 ‑ 89 Days 90 Days or More Past Due Loans Loans Loans Loans 90 Days or More Commercial and industrial: Secured $ — $ — $ 96 $ 96 $ 972 $ 412 $ 1,480 $ — Unsecured — — — — — 169 169 — Real estate: Secured by commercial properties — — — — 14,541 30,521 45,062 — Secured by residential properties 1,600 796 944 3,340 85,404 66,039 154,783 38 Construction and land development: Residential construction loans — — — — — — — — Commercial construction loans and land development — — — — 3,288 2,454 5,742 — $ 1,600 $ 796 $ 1,040 $ 3,436 $ 104,205 $ 99,595 $ 207,236 $ 38 Accruing Loans Loans Past Due Loans Past Due Loans Past Due Total Current PCI Total (Non ‑ PCI) Past Due December 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 $ — $ 6 $ 96 $ 102 $ 1,083 $ 1,213 $ 2,398 $ 44 Unsecured — — — — — 299 299 — Real estate: Secured by commercial properties 96 229 — 325 19,132 52,637 72,094 — Secured by residential properties 3,511 1,345 1,479 6,335 91,639 74,401 172,375 129 Construction and land development: Residential construction loans — — — — — — — — Commercial construction loans and land development 15 — — 15 3,742 5,204 8,961 — $ 3,622 $ 1,580 $ 1,575 $ 6,777 $ 115,596 $ 133,754 $ 256,127 $ 173
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). June 30, 2017 Pass Special Mention Substandard PCI Total Commercial and industrial: Secured $ 507 $ — $ 561 $ 412 $ 1,480 Unsecured — — — 169 169 Real estate: Secured by commercial properties 13,550 — 991 30,521 45,062 Secured by residential properties 81,821 445 6,478 66,039 154,783 Construction and land development: Residential construction loans — — — — — Commercial construction loans and land development 2,214 — 1,074 2,454 5,742 $ 98,092 $ 445 $ 9,104 $ 99,595 $ 207,236 December 31, 2016 Pass Special Mention Substandard PCI Total Commercial and industrial: Secured $ 592 $ — $ 593 $ 1,213 $ 2,398 Unsecured — — — 299 299 Real estate: Secured by commercial properties 17,996 — 1,461 52,637 72,094 Secured by residential properties 90,563 461 6,950 74,401 172,375 Construction and land development: Residential construction loans — — — — — Commercial construction loans and land development 2,281 — 1,476 5,204 8,961 $ 111,432 $ 461 $ 10,480 $ 133,754 $ 256,127
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 June 30, 2017 Industrial Real Estate Land Development Total Balance, beginning of period $ 16 $ 736 $ 1 $ 753 Provision charged to operations 28 309 623 960 Loans charged off — (362) — (362) Recoveries on charged off loans 3 1 4 8 Balance, end of period $ 47 $ 684 $ 628 $ 1,359 Commercial and Construction and Six months ended June 30, 2017 Industrial Real Estate Land Development Total Balance, beginning of period $ 35 $ 378 $ — $ 413 Provision charged to operations 12 822 622 1,456 Loans charged off (6) (521) — (527) Recoveries on charged off loans 6 5 6 17 Balance, end of period $ 47 $ 684 $ 628 $ 1,359 Commercial and Construction and Three months ended June 30, 2016 Industrial Real Estate Land Development Total Balance, beginning of period $ 438 $ 742 $ 37 $ 1,217 Provision charged to (recapture from) operations (383) 674 (108) 183 Loans charged off — (26) (30) (56) Recoveries on charged off loans — 10 101 111 Balance, end of period $ 55 $ 1,400 $ — $ 1,455 Commercial and Construction and Six months ended June 30, 2016 Industrial Real Estate Land Development Total Balance, beginning of period $ 758 $ 774 $ — $ 1,532 Provision charged to (recapture from) operations (697) 651 (49) (95) Loans charged off (6) (42) (52) (100) Recoveries on charged off loans — 17 101 118 Balance, end of period $ 55 $ 1,400 $ — $ 1,455
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 June 30, 2017 Industrial Real Estate Land Development Total Loans individually evaluated for impairment $ — $ — $ — $ — Loans collectively evaluated for impairment 1,068 103,285 3,288 107,641 PCI Loans 581 96,560 2,454 99,595 $ 1,649 $ 199,845 $ 5,742 $ 207,236 Commercial and Construction and December 31, 2016 Industrial Real Estate Land Development Total Loans individually evaluated for impairment $ — $ — $ — $ — Loans collectively evaluated for impairment 1,185 117,431 3,757 122,373 PCI Loans 1,512 127,038 5,204 133,754 $ 2,697 $ 244,469 $ 8,961 $ 256,127
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 June 30, 2017 Industrial Real Estate Land Development Total Loans individually evaluated for impairment $ — $ — $ — $ — Loans collectively evaluated for impairment 9 27 2 38 PCI Loans 38 657 626 1,321 $ 47 $ 684 $ 628 $ 1,359 Commercial and Construction and December 31, 2016 Industrial Real Estate Land Development Total Loans individually evaluated for impairment $ — $ — $ — $ — Loans collectively evaluated for impairment 22 47 — 69 PCI Loans 13 331 — 344 $ 35 $ 378 $ — $ 413
Summary of the activity in covered OREO	A summary of the activity in covered OREO is as follows (in thousands). Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Balance, beginning of period $ 45,374 $ 78,890 $ 51,642 $ 99,090 Additions to covered OREO 3,404 4,739 5,127 9,281 Dispositions of covered OREO (5,531) (14,028) (12,330) (29,005) Valuation adjustments in the period (943) (1,967) (2,135) (11,732) Balance, end of period $ 42,304 $ 67,634 $ 42,304 $ 67,634
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 June 30, Six Months Ended June 30, 2017 2016 2017 2016 Balance, beginning of period $ 47,940 $ 80,522 $ 71,313 $ 91,648 FDIC Indemnification Asset accretion (amortization) (4,236) 69 (8,185) 156 Transfers to due from FDIC and other (3,400) (6,131) (22,824) (17,344) Balance, end of period $ 40,304 $ 74,460 $ 40,304 $ 74,460

Mortgage Servicing Rights (Tabl

Mortgage Servicing Rights (Tables)	6 Months Ended
	Jun. 30, 2017
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 asset, as included in other assets within the consolidated balance sheets, and other information related to the serviced portfolio (dollars in thousands). Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Balance, beginning of period $ 45,573 $ 39,863 $ 61,968 $ 52,285 Additions 1,266 8,254 2,490 9,893 Sales — (7,586) (17,499) (7,586) Changes in fair value: Due to changes in model inputs or assumptions (1) (2,064) (5,494) (1,207) (18,336) Due to customer payoffs (1,195) (1,546) (2,172) (2,765) Balance, end of period $ 43,580 $ 33,491 $ 43,580 $ 33,491 June 30, December 31, 2017 2016 Mortgage loans serviced for others $ 3,761,484 $ 5,480,943 MSR asset as a percentage of serviced mortgage loans 1.16 % 1.13 % (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	June 30, December 31, 2017 2016 Weighted average constant prepayment rate 10.92 % 10.47 % Weighted average discount rate 11.14 % 10.95 % Weighted average life (in years) 6.8 6.9
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 asset to certain key assumptions is presented in the following table (in thousands). June 30, December 31, 2017 2016 Constant prepayment rate: Impact of 10% adverse change $ (1,648) $ (2,297) Impact of 20% adverse change (3,222) (4,471) Discount rate: Impact of 10% adverse change (1,701) (2,539) Impact of 20% adverse change (3,269) (4,882)

Deposits (Tables)

Deposits (Tables)	6 Months Ended
	Jun. 30, 2017
Deposits
Summary of deposits	Deposits are summarized as follows (in thousands). June 30, December 31, 2017 2016 Noninterest-bearing demand $ 2,251,208 $ 2,199,483 Interest-bearing: NOW accounts 1,049,901 1,252,832 Money market 2,156,458 1,626,218 Brokered - money market 125,601 125,272 Demand 394,313 384,847 Savings 226,108 279,911 Time 1,216,037 1,145,859 Brokered - time 154,996 49,389 $ 7,574,622 $ 7,063,811

Short-term Borrowings (Tables)

Short-term Borrowings (Tables)	6 Months Ended
	Jun. 30, 2017
Short-term borrowings
Schedule of short-term borrowings	Short-term borrowings are summarized as follows (in thousands). June 30, December 31, 2017 2016 Federal funds purchased $ 97,475 $ 87,125 Securities sold under agreements to repurchase 416,594 195,164 Federal Home Loan Bank 800,000 1,000,000 Short-term bank loans 201,000 135,000 $ 1,515,069 $ 1,417,289
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). Six Months Ended June 30, 2017 2016 Average balance during the period $ 500,830 $ 363,665 Average interest rate during the period 0.86 % 0.53 % June 30, December 31, 2017 2016 Average interest rate at end of period 0.83 % 0.42 % Securities underlying the agreements at end of period: Carrying value $ 420,387 $ 209,877 Estimated fair value $ 431,891 $ 206,641
FHLB 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). Six Months Ended June 30, 2017 2016 Average balance during the period $ 355,249 $ 231,456 Average interest rate during the period 0.92 % 0.46 % June 30, December 31, 2017 2016 Average interest rate at end of period % %

Notes Payable (Tables)

Notes Payable (Tables)	6 Months Ended
	Jun. 30, 2017
Notes Payable
Schedule of notes payable	Notes payable consisted of the following (in thousands). June 30, December 31, 2017 2016 Senior Notes due April 2025, net of discount of $1,618 and $1,689, respectively $ 148,382 $ 148,311 FHLB notes, net of premium of $506 and $627, respectively, with maturities ranging from October 2017 to June 2030 99,802 102,596 Insurance company note payable due March 2035, paid off in June 2017 — 20,000 NLIC note payable due May 2033 10,000 10,000 NLIC note payable due September 2033 10,000 10,000 ASIC note payable due April 2034 7,500 7,500 Insurance company line of credit due December 31, 2017 3,000 3,000 Ventures line of credit due January 2018 18,073 16,505 Mutual line of credit due October 2017 3,526 — $ 300,283 $ 317,912

Commitments and Contingencies (

Commitments and Contingencies (Tables)	6 Months Ended
	Jun. 30, 2017
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 June 30, Six Months Ended June 30, 2017 2016 2017 2016 Balance, beginning of period $ 39,245 $ 54,202 $ 40,669 $ 57,298 Claims made 8,650 5,006 17,029 9,554 Claims resolved with no payment (9,991) (4,502) (18,088) (10,617) Repurchases (226) (714) (1,688) (1,871) Indemnification payments (5,124) (116) (5,368) (488) Balance, end of period $ 32,554 $ 53,876 $ 32,554 $ 53,876 Indemnification Liability Reserve Activity Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Balance, beginning of period $ 18,952 $ 17,147 $ 18,239 $ 16,640 Additions for new sales 1,145 1,245 1,992 2,123 Repurchases (23) (70) (125) (182) Early payment defaults (60) (43) (129) (133) Indemnification payments (671) (63) (713) (232) Change in reserves for loans sold in prior years 3,024 — 3,103 — Balance, end of period $ 22,367 $ 18,216 $ 22,367 $ 18,216 June 30, December 31, 2017 2016 Reserve for Indemnification Liability: Specific claims $ 1,039 $ 1,661 Incurred but not reported claims 21,328 16,578 Total $ 22,367 $ 18,239

Stock-Based Compensation (Table

Stock-Based Compensation (Tables)	6 Months Ended
	Jun. 30, 2017
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 six months ended June 30, 2017 (shares in thousands). Restricted Stock Awards RSUs Weighted Weighted Average Average Grant Date Grant Date Outstanding Fair Value Outstanding Fair Value Balance, December 31, 2016 4 $ 19.95 1,456 $ 19.83 Granted - $ - 429 $ 27.11 Vested/Released - $ - (315) $ 23.63 Forfeited - $ - (50) $ 23.56 Balance, June 30, 2017 4 $ 19.95 1,520 $ 20.97

Regulatory Matters (Tables)

Regulatory Matters (Tables)	6 Months Ended
	Jun. 30, 2017
Regulatory Matters
Schedule of comparison of the Plain Capital'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	Minimum Capital Requirements Including Conservation Buffer In Effect at Fully To Be Well Actual End of Period Phased In Capitalized Amount Ratio Ratio Ratio Ratio June 30, 2017 Tier 1 capital (to average assets): PlainsCapital $ 1,118,299 12.11 % 4.0 % 4.0 % 5.0 % Hilltop 1,666,286 13.07 % 4.0 % 4.0 % N/A Common equity Tier 1 capital (to risk-weighted assets): PlainsCapital 1,118,299 13.95 % 5.75 % 7.0 % 6.5 % Hilltop 1,616,937 17.53 % 5.75 % 7.0 % N/A Tier 1 capital (to risk-weighted assets): PlainsCapital 1,118,299 13.95 % 7.25 % 8.5 % 8.0 % Hilltop 1,666,286 18.07 % 7.25 % 8.5 % N/A Total capital (to risk-weighted assets): PlainsCapital 1,180,356 14.72 % 9.25 % 10.5 % 10.0 % Hilltop 1,713,164 18.57 % 9.25 % 10.5 % N/A Minimum Capital Requirements Including Conservation Buffer In Effect at Fully To Be Well Actual End of Period Phased In Capitalized Amount Ratio Ratio Ratio Ratio December 31, 2016 Tier 1 capital (to average assets): PlainsCapital $ 1,108,484 12.35 % 4.0 % 4.0 % 5.0 % Hilltop 1,652,101 13.51 % 4.0 % 4.0 % N/A Common equity Tier 1 capital (to risk-weighted assets): PlainsCapital 1,108,484 14.64 % 5.125 % 7.0 % 6.5 % Hilltop 1,602,400 18.30 % 5.125 % 7.0 % N/A Tier 1 capital (to risk-weighted assets): PlainsCapital 1,108,484 14.64 % 6.625 % 8.5 % 8.0 % Hilltop 1,652,101 18.87 % 6.625 % 8.5 % N/A Total capital (to risk-weighted assets): PlainsCapital 1,164,767 15.38 % 8.625 % 10.5 % 10.0 % Hilltop 1,693,240 19.34 % 8.625 % 10.5 % N/A
Schedule of net capital position	At June 30, 2017, the net capital position of each of the Hilltop Broker-Dealers was as follows (in thousands). HTS Hilltop Independent Securities Network Net capital $ 168,071 $ 3,302 Less: required net capital 10,287 250 Excess net capital $ 157,784 $ 3,052 Net capital as a percentage of aggregate debit items 32.7 % Net capital in excess of 5% aggregate debit items $ 142,354
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 (loss) of each insurance subsidiary is as follows (in thousands). June 30, December 31, 2017 2016 Capital and surplus: National Lloyds Insurance Company $ 91,179 $ 131,328 American Summit Insurance Company 23,139 30,462 Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Statutory net income (loss): National Lloyds Insurance Company $ (7,152) $ (7,196) $ (6,516) $ (3,639) American Summit Insurance Company (309) 234 523 1,086

Derivative Financial Instrume46

Derivative Financial Instruments (Tables)	6 Months Ended
	Jun. 30, 2017
Derivative Financial Instruments
Schedule of derivative positions	Derivative positions are presented in the following table (in thousands). June 30, 2017 December 31, 2016 Notional Estimated Notional Estimated Amount Fair Value Amount Fair Value Derivative instruments: IRLCs $ 1,506,302 $ 33,945 $ 944,550 $ 23,269 Customer-based written options 7,355 45 — — Customer-based purchased options 7,355 (45) — — Commitments to purchase MBSs 3,907,444 5,400 3,616,922 (1,155) Commitments to sell MBSs 6,580,127 12,881 5,609,250 (532) Interest rate swaps and swaptions 32,032 (144) 32,452 (283) U.S. Treasury bond futures and options (1) 187,000 — 297,000 — (1) Changes in the fair value of these contracts are settled daily with PrimeLending’s counterparty.

Balance Sheet Offsetting (Table

Balance Sheet Offsetting (Tables)	6 Months Ended
	Jun. 30, 2017
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 June 30, 2017 Securities borrowed: Institutional counterparties $ 1,459,990 $ — $ 1,459,990 $ (1,409,709) $ — $ 50,281 Interest rate options: Customer counterparties 45 — 45 — — 45 Reverse repurchase agreements: Institutional counterparties 125,188 — 125,188 (124,426) — 762 Forward MBS derivatives: Institutional counterparties 19,232 (280) 18,952 (11,638) — 7,314 $ 1,604,455 $ (280) $ 1,604,175 $ (1,545,773) $ — $ 58,402 December 31, 2016 Securities borrowed: Institutional counterparties $ 1,436,069 $ — $ 1,436,069 $ (1,385,664) $ — $ 50,405 Reverse repurchase agreements: Institutional counterparties 89,430 — 89,430 (89,369) — 61 Forward MBS derivatives: Institutional counterparties 21,366 (3,893) 17,473 (9,012) — 8,461 $ 1,546,865 $ (3,893) $ 1,542,972 $ (1,484,045) $ — $ 58,927
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 June 30, 2017 Securities loaned: Institutional counterparties $ 1,312,985 $ — $ 1,312,985 $ (1,265,212) $ — $ 47,773 Interest rate options: Institutional counterparties 45 — 45 — — 45 Interest rate swaps and swaptions: Institutional counterparties 162 (18) 144 (1,186) — (1,042) Repurchase agreements: Institutional counterparties 266,700 — 266,700 (266,700) — — Customer counterparties 149,894 — 149,894 (149,894) — — Forward MBS derivatives: Institutional counterparties 671 — 671 (671) — — $ 1,730,457 $ (18) $ 1,730,439 $ (1,683,663) $ — $ 46,776 December 31, 2016 Securities loaned: Institutional counterparties $ 1,283,676 $ — $ 1,283,676 $ (1,237,868) $ — $ 45,808 Interest rate swaps and swaptions: Institutional counterparties 297 (14) 283 (3,000) — (2,717) Repurchase agreements: Institutional counterparties 39,970 — 39,970 (39,970) — — Customer counterparties 155,194 — 155,194 (155,194) — — Forward MBS derivatives: Institutional counterparties 19,159 — 19,159 (19,159) — — $ 1,498,296 $ (14) $ 1,498,282 $ (1,455,191) $ — $ 43,091
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 June 30, 2017 and December 31, 2016. Remaining Contractual Maturities Overnight and Greater Than June 30, 2017 Continuous Up to 30 Days 30-90 Days 90 Days Total Repurchase agreement transactions: U.S. Treasury and agency securities $ 199,803 $ — $ — $ — $ 199,803 Asset-backed securities — 216,791 — — 216,791 Securities lending transactions: Corporate securities 8,586 — — — 8,586 Equity securities 1,304,399 — — — 1,304,399 Total $ 1,512,788 $ 216,791 $ — $ — $ 1,729,579 Gross amount of recognized liabilities for repurchase agreement and securities lending transactions in offsetting disclosure above $ 1,729,579 Amount related to agreements not included in offsetting disclosure above $ — Remaining Contractual Maturities Overnight and Greater Than December 31, 2016 Continuous Up to 30 Days 30-90 Days 90 Days Total Repurchase agreement transactions: U.S. Treasury and agency securities $ 195,164 $ — $ — $ — $ 195,164 Securities lending transactions: Corporate securities 14,816 — — — 14,816 Equity securities 1,268,860 — — — 1,268,860 Total $ 1,478,840 $ — $ — $ — $ 1,478,840 Gross amount of recognized liabilities for repurchase agreement and securities lending transactions in offsetting disclosure above $ 1,478,840 Amount related to agreements not included in offsetting disclosure above $ —

Broker-Dealer and Clearing Or48

Broker-Dealer and Clearing Organization Receivables and Payables (Tables)	6 Months Ended
	Jun. 30, 2017
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). June 30, December 31, 2017 2016 Receivables: Securities borrowed $ 1,459,990 $ 1,436,069 Securities failed to deliver 45,933 33,834 Trades in process of settlement 32,379 10,223 Other 14,223 17,615 $ 1,552,525 $ 1,497,741 Payables: Securities loaned $ 1,312,985 $ 1,283,676 Correspondents 28,082 31,040 Securities failed to receive 50,920 31,724 Other 3,327 688 $ 1,395,314 $ 1,347,128

Reserves for Losses and Loss 49

Reserves for Losses and Loss Adjustment Expenses (Tables)	6 Months Ended
	Jun. 30, 2017
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 summary of NLC’s reserve for unpaid losses and LAE, as included in other liabilities within the consolidated balance sheets, is as follows (in thousands). June 30, December 31, 2017 2016 Reserve for unpaid losses and allocated LAE balance, net $ 33,608 $ 25,203 Reinsurance recoverables on unpaid losses 3,249 9,434 Unallocated LAE 1,309 1,189 Reserve for unpaid losses and LAE balance, gross $ 38,166 $ 35,826
Summary of claims loss reserve development activity	A summary of claims loss reserve development activity is presented in the following table (dollars in thousands). June 30, 2017 Total of IBNR Reserves Plus Expected Cumulative Accident Six Months Ended June 30, 2017 Development on Number of Year Paid Incurred Reported Claims Reported Claims 2012 $ 112,723 $ 114,554 $ 33 16,675 2013 110,318 111,074 53 15,736 2014 82,620 84,175 237 13,172 2015 84,162 88,082 1,842 14,968 2016 79,433 86,448 4,718 21,405 2017 31,551 49,997 7,283 10,546 Total 500,807 $ 534,330 85 All outstanding reserves prior to 2012, net of reinsurance $ 33,608 Reserve for unpaid losses and allocated LAE, net of reinsurance

Reinsurance Activity (Tables)

Reinsurance Activity (Tables)	6 Months Ended
	Jun. 30, 2017
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 June 30, Six Months Ended June 30, 2017 2016 2017 2016 Written Earned Written Earned Written Earned Written Earned Premiums from direct business $ 37,792 $ 36,753 $ 42,675 $ 40,177 $ 73,588 $ 73,952 $ 81,754 $ 81,063 Reinsurance assumed 3,358 2,910 3,146 2,714 6,227 5,728 5,825 5,382 Reinsurance ceded (2,974) (3,643) (4,246) (4,170) (6,187) (7,520) (7,745) (7,991) Net premiums $ 38,176 $ 36,020 $ 41,575 $ 38,721 $ 73,628 $ 72,160 $ 79,834 $ 78,454
Schedule of effects of reinsurance on incurred losses	The effects of reinsurance on incurred losses are as follows (in thousands). Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 Loss and LAE incurred $ 33,352 $ 55,461 $ 55,654 $ 78,950 Reinsurance recoverables (168) (18,250) (770) (19,780) Net loss and LAE incurred $ 33,184 $ 37,211 $ 54,884 $ 59,170

Segment and Related Informati51

Segment and Related Information (Tables)	6 Months Ended
	Jun. 30, 2017
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 June 30, 2017 Banking Broker-Dealer Origination Insurance Corporate Eliminations Consolidated Net interest income (expense) $ 102,191 $ 10,349 $ 996 $ 602 $ (2,288) $ 4,126 $ 115,976 Provision for loan losses 5,405 448 — — — — 5,853 Noninterest income 25,499 92,810 179,637 38,413 12,608 (4,275) 344,692 Noninterest expense 62,511 86,901 161,369 49,416 6,298 (244) 366,251 Income (loss) before income taxes $ 59,774 $ 15,810 $ 19,264 $ (10,401) $ 4,022 $ 95 $ 88,564 Mortgage All Other and Hilltop Six Months Ended June 30, 2017 Banking Broker-Dealer Origination Insurance Corporate Eliminations Consolidated Net interest income (expense) $ 184,274 $ 18,837 $ (885) $ 1,119 $ (4,823) $ 9,554 $ 208,076 Provision for loan losses 7,241 316 — — — 1 7,558 Noninterest income 37,910 175,362 323,275 76,723 12,609 (9,748) 616,131 Noninterest expense 123,325 168,558 293,207 86,429 15,685 (461) 686,743 Income (loss) before income taxes $ 91,618 $ 25,325 $ 29,183 $ (8,587) $ (7,899) $ 266 $ 129,906 Mortgage All Other and Hilltop Three Months Ended June 30, 2016 Banking Broker-Dealer Origination Insurance Corporate Eliminations Consolidated Net interest income (expense) $ 92,029 $ 7,440 $ (2,299) $ 758 $ (1,846) $ 4,315 $ 100,397 Provision for loan losses 28,613 263 — — — — 28,876 Noninterest income 13,346 102,900 192,881 41,392 1 (4,515) 346,005 Noninterest expense 55,132 91,780 162,488 51,717 6,483 (235) 367,365 Income (loss) before income taxes $ 21,630 $ 18,297 $ 28,094 $ (9,567) $ (8,328) $ 35 $ 50,161 Mortgage All Other and Hilltop Six Months Ended June 30, 2016 Banking Broker-Dealer Origination Insurance Corporate Eliminations Consolidated Net interest income (expense) $ 178,133 $ 14,491 $ (4,865) $ 1,497 $ (3,559) $ 8,540 $ 194,237 Provision for loan losses 32,113 170 — — — — 32,283 Noninterest income 26,301 183,782 339,219 83,196 2 (9,120) 623,380 Noninterest expense 119,480 176,041 297,160 88,091 12,332 (550) 692,554 Income (loss) before income taxes $ 52,841 $ 22,062 $ 37,194 $ (3,398) $ (15,889) $ (30) $ 92,780 Mortgage All Other and Hilltop Banking Broker-Dealer Origination Insurance Corporate Eliminations Consolidated June 30, 2017 Goodwill $ 207,741 $ 7,008 $ 13,071 $ 23,988 $ — $ — $ 251,808 Total assets $ 9,828,918 $ 3,073,342 $ 2,240,743 $ 305,099 $ 2,049,498 $ (4,209,027) $ 13,288,573 December 31, 2016 Goodwill $ 207,741 $ 7,008 $ 13,071 $ 23,988 $ — $ — $ 251,808 Total assets $ 9,527,518 $ 2,777,849 $ 2,042,458 $ 347,252 $ 2,032,749 $ (3,989,764) $ 12,738,062

Earnings per Common Share (Tabl

Earnings per Common Share (Tables)	6 Months Ended
	Jun. 30, 2017
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 June 30, Six Months Ended June 30, 2017 2016 2017 2016 Basic earnings per share: Income attributable to Hilltop $ 62,476 $ 31,074 $ 88,910 $ 58,641 Less: income applicable to participating shares (2) (5) (3) (9) Net earnings available to Hilltop common stockholders $ 62,474 $ 31,069 $ 88,907 $ 58,632 Weighted average shares outstanding - basic 98,154 98,457 98,295 98,305 Basic earnings per common share $ 0.64 $ 0.32 $ 0.90 $ 0.60 Diluted earnings per share: Income attributable to Hilltop $ 62,476 $ 31,074 $ 88,910 $ 58,641 Weighted average shares outstanding - basic 98,154 98,457 98,295 98,305 Effect of potentially dilutive securities 260 129 281 314 Weighted average shares outstanding - diluted 98,414 98,586 98,576 98,619 Diluted earnings per common share $ 0.63 $ 0.32 $ 0.90 $ 0.60

Summary of Significant Accoun53

Summary of Significant Accounting and Reporting Policies - Basis of Presentation, Ownership (Details)	6 Months Ended
	Jun. 30, 2017item
Basis of Presentation
Number of primary business units	3
PPC
Basis of Presentation
Ownership percentage of subsidiary owned by the reporting entity	100.00%
PlainsCapital
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%
PrimeLending
Basis of Presentation
Ownership percentage of subsidiary owned by subsidiary of the reporting entity	100.00%
Ventures Management
Basis of Presentation
Ownership percentage of subsidiary owned by subsidiary of the reporting entity	100.00%
Ventures
Basis of Presentation
Ownership percentage of subsidiary owned by subsidiary of the reporting entity	51.00%
Mutual Of Omaha Mortgage, LLC
Basis of Presentation
Ownership percentage of subsidiary owned by subsidiary of the reporting entity	51.00%
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%

Fair Value Measurements - FV Op

Fair Value Measurements - FV Option (Details) - USD ($) $ in Millions	Jun. 30, 2017	Dec. 31, 2016
Fair Value Measurements
Mortgage loans held for sale, fair value	$ 1,930	$ 1,750
Mortgage loans held for sale, unpaid principal balance	$ 1,850	$ 1,710

Fair Value Measurements - Recur

Fair Value Measurements - Recurring Basis (Details) - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
Financial assets:
Trading securities	$ 471,485	$ 265,534
Available for sale securities	763,206	598,007
Financial liabilities:
Securities sold, not yet purchased, at fair value	149,869	153,889
Recurring
Financial assets:
Trading securities	471,485	265,534
Available for sale securities	763,206	598,007
Loans held for sale	1,927,789	1,748,498
Derivative assets	71,724	57,036
Mortgage servicing asset	43,580	61,968
Financial liabilities:
Securities sold, not yet purchased, at fair value	149,869	153,889
Derivative liabilities	19,642	35,737
Recurring | Level 1
Financial assets:
Trading securities	5,205	9,481
Available for sale securities	20,503	19,840
Financial liabilities:
Securities sold, not yet purchased, at fair value	73,477	60,715
Recurring | Level 2
Financial assets:
Trading securities	466,280	256,053
Available for sale securities	742,703	578,167
Loans held for sale	1,897,752	1,712,697
Derivative assets	71,724	57,036
Financial liabilities:
Securities sold, not yet purchased, at fair value	76,392	93,174
Derivative liabilities	19,642	35,737
Recurring | Level 3
Financial assets:
Loans held for sale	30,037	35,801
Mortgage servicing asset	$ 43,580	$ 61,968

Fair Value Measurements - Roll

Fair Value Measurements - Roll Forward, Level 3 (Details) - Level 3 - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Rollforward for financial instruments measured at fair value using Level 3 inputs
Asset balance, beginning of period	$ 75,787	$ 80,409	$ 97,769	$ 78,166
Purchases/Additions	9,941	28,057	18,993	52,932
Sales/Reductions	(6,722)	(18,480)	(34,922)	(22,717)
Total gains or losses (realized or unrealized):
Included in Net Income	(5,389)	(10,849)	(8,223)	(29,244)
Asset balance, end of period	73,617	79,137	73,617	79,137
Trading securities.
Rollforward for financial instruments measured at fair value using Level 3 inputs
Asset balance, beginning of period		1		1
Total gains or losses (realized or unrealized):
Asset balance, end of period		1		1
Loans Held for Sale
Rollforward for financial instruments measured at fair value using Level 3 inputs
Asset balance, beginning of period	30,214	40,545	35,801	25,880
Purchases/Additions	8,675	19,803	16,503	43,039
Sales/Reductions	(6,722)	(10,894)	(17,423)	(15,131)
Total gains or losses (realized or unrealized):
Included in Net Income	(2,130)	(3,809)	(4,844)	(8,143)
Asset balance, end of period	30,037	45,645	30,037	45,645
MSR
Rollforward for financial instruments measured at fair value using Level 3 inputs
Asset balance, beginning of period	45,573	39,863	61,968	52,285
Purchases/Additions	1,266	8,254	2,490	9,893
Sales/Reductions		(7,586)	(17,499)	(7,586)
Total gains or losses (realized or unrealized):
Included in Net Income	(3,259)	(7,040)	(3,379)	(21,101)
Asset balance, end of period	$ 43,580	$ 33,491	$ 43,580	$ 33,491

Fair Value Measurements - Level

Fair Value Measurements - Level 3, Inputs, Recurring (Details) - Level 3 - Recurring - Discounted cash flow	6 Months Ended
	Jun. 30, 2017
Loans Held for Sale | Weighted average
Significant unobservable inputs used in the fair value measurements
Projected price (as a percent)	95.00%
Loans Held for Sale | Minimum
Significant unobservable inputs used in the fair value measurements
Projected price (as a percent)	92.00%
Loans Held for Sale | Maximum
Significant unobservable inputs used in the fair value measurements
Projected price (as a percent)	95.00%
MSR | Weighted average
Significant unobservable inputs used in the fair value measurements
Constant prepayment rate (as a percent)	10.92%
Discount rates (as a percent)	11.14%

Fair Value Measurements - Chang

Fair Value Measurements - Change in FV (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Fair Value, Transfers Between Level 1 and Level 2
Transfers of assets from level 1 to level 2	$ 0	$ 0	$ 0	$ 0
Transfers of assets from level 2 to level 1	0	0	0	0
Transfers of liabilities from level 1 to level 2	0	0	0	0
Transfers of liabilities from level 2 to level 1	0	0	0	0
Fair Value Option
Net Gains (Losses)	153,688	167,012	277,838	294,309
Other Noninterest Income	65,653	44,725	95,987	74,075
Loans Held for Sale
Fair Value Option
Net Gains (Losses)	22,231	15,483	31,093	15,930
Total Changes in Fair Value	22,231	15,483	31,093	15,930
MSR
Fair Value Option
Net Gains (Losses)	(3,259)	(7,040)	(3,379)	(21,101)
Total Changes in Fair Value	$ (3,259)	$ (7,040)	$ (3,379)	$ (21,101)

Fair Value Measurements - Impai

Fair Value Measurements - Impaired Loans (Details) - Level 3 - PCI loans - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2017	Jan. 01, 2015	Sep. 13, 2013	Nov. 30, 2012
PPC
Fair value measurements
Fair value of loans acquired				$ 172.9
PPC | Weighted average
Fair Value Inputs [Abstract]
Weighted average default rate	53.00%
Weighted average loss severity rate	63.00%
Weighted average prepayment speed	0.00%
Weighted average expected loss	33.00%
FNB
Fair value measurements
Fair value of loans acquired			$ 822.8
FNB | Weighted average
Fair Value Inputs [Abstract]
Weighted average default rate	44.00%
Weighted average loss severity rate	20.00%
Weighted average prepayment speed	8.00%
Weighted average expected loss	9.00%
SWS
Fair value measurements
Fair value of loans acquired		$ 73.5
SWS | Weighted average
Fair Value Inputs [Abstract]
Weighted average default rate	59.00%
Weighted average loss severity rate	29.00%
Weighted average prepayment speed	0.00%
Weighted average expected loss	17.00%

Fair Value Measurements - OREO

Fair Value Measurements - OREO (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016	Mar. 31, 2017	Dec. 31, 2016	Mar. 31, 2016	Dec. 31, 2015	Sep. 13, 2013
Fair Value
Non-covered impaired loans	$ 6,059,003		$ 6,059,003			$ 5,789,313
Covered impaired loans	205,877		205,877			255,714
Covered other real estate owned	42,304	$ 67,634	42,304	$ 67,634	$ 45,374	51,642	$ 78,890	$ 99,090
Total Gains (Losses) of impaired loans	(5,853)	(28,876)	(7,558)	(32,283)
Covered
Fair Value
Covered impaired loans	205,877		205,877			255,714
Total Gains (Losses) of impaired loans	(960)	(183)	(1,456)	95
Noncovered
Fair Value
Non-covered impaired loans	6,059,003		6,059,003			5,789,313
Total Gains (Losses) of impaired loans	(4,893)	(28,693)	(6,102)	(32,378)
Estimate of Fair Value
Fair Value
Non-covered impaired loans	6,247,891		6,247,891			5,962,052
Covered impaired loans	309,698		309,698			367,444
Estimate of Fair Value | Covered
Fair Value
Covered other real estate owned	42,300		42,300			51,600
Estimate of Fair Value | Noncovered | Other Assets
Fair Value
Non-covered other real estate owned	4,600		4,600			4,500
Level 2 | Estimate of Fair Value
Fair Value
Non-covered impaired loans	492,859		492,859			502,077
Level 3 | Estimate of Fair Value
Fair Value
Non-covered impaired loans	5,755,032		5,755,032			5,459,975
Covered impaired loans	309,698		309,698			$ 367,444
Nonrecurring | Estimate of Fair Value | Covered
Fair Value
Covered impaired loans	48,677		48,677
Covered other real estate owned	5,385		5,385
Total Gains (Losses) of impaired loans	(611)	(242)	(977)	90
Total Gains (Losses) of other real estate owned	(943)	(1,967)	(2,135)	(11,732)
Nonrecurring | Estimate of Fair Value | Noncovered
Fair Value
Non-covered impaired loans	55,013		55,013
Non-covered other real estate owned	3,258		3,258
Total Gains (Losses) of impaired loans	(274)	168	(470)	135
Total Gains (Losses) of other real estate owned	(108)	$ (12)	(123)	$ (12)
Nonrecurring | Level 2 | Estimate of Fair Value | Covered
Fair Value
Covered other real estate owned	5,385		5,385
Nonrecurring | Level 2 | Estimate of Fair Value | Noncovered
Fair Value
Non-covered other real estate owned	3,258		3,258
Nonrecurring | Level 3 | FNB | Covered | PlainsCapital
Fair value measurements
Acquired OREO									$ 135,200
Nonrecurring | Level 3 | Estimate of Fair Value | Covered
Fair Value
Covered impaired loans	48,677		48,677
Nonrecurring | Level 3 | Estimate of Fair Value | Noncovered
Fair Value
Non-covered impaired loans	$ 55,013		$ 55,013

Fair Value Measurements - Estim

Fair Value Measurements - Estimated Fair Value (Details) - USD ($) $ in Thousands	Jun. 30, 2017	Mar. 31, 2017	Dec. 31, 2016	Jun. 30, 2016	Mar. 31, 2016	Dec. 31, 2015
Financial assets:
Held to maturity securities	$ 355,860		$ 345,088
Non-covered loans, net	6,059,003		5,789,313
Covered loans, net	205,877		255,714
Broker-dealer and clearing organization receivables	1,552,525		1,497,741
FDIC indemnification asset	40,304	$ 47,940	71,313	$ 74,460	$ 80,522	$ 91,648
Financial liabilities:
Broker-dealer and clearing organization payables	1,395,314		1,347,128
Carrying Amount
Financial assets:
Cash and cash equivalents	406,326		690,764
Securities purchased under agreements to resell	125,188		89,430
Assets segregated for regulatory purposes	167,565		180,993
Held to maturity securities	359,847		351,831
Loans held for sale	72,468		46,965
Non-covered loans, net	6,059,003		5,789,313
Covered loans, net	205,877		255,714
Broker-dealer and clearing organization receivables	1,552,525		1,497,741
FDIC indemnification asset	40,304		71,313
Other assets	62,882		62,904
Financial liabilities:
Deposits	7,574,622		7,063,811
Broker-dealer and clearing organization payables	1,395,314		1,347,128
Short-term borrowings	1,515,069		1,417,289
Debt	367,295		384,924
Other liabilities	3,881		3,708
Estimate of Fair Value
Financial assets:
Cash and cash equivalents	406,326		690,764
Securities purchased under agreements to resell	125,188		89,430
Assets segregated for regulatory purposes	167,565		180,993
Held to maturity securities	355,860		345,088
Loans held for sale	72,468		46,965
Non-covered loans, net	6,247,891		5,962,052
Covered loans, net	309,698		367,444
Broker-dealer and clearing organization receivables	1,552,525		1,497,741
FDIC indemnification asset	24,875		60,173
Other assets	62,882		62,904
Financial liabilities:
Deposits	7,567,319		7,058,837
Broker-dealer and clearing organization payables	1,395,314		1,347,128
Short-term borrowings	1,515,069		1,417,289
Debt	364,785		378,822
Other liabilities	3,881		3,708
Estimate of Fair Value | Level 1
Financial assets:
Cash and cash equivalents	406,326		690,764
Assets segregated for regulatory purposes	167,565		180,993
Estimate of Fair Value | Level 2
Financial assets:
Securities purchased under agreements to resell	125,188		89,430
Held to maturity securities	355,860		345,088
Loans held for sale	72,468		46,965
Non-covered loans, net	492,859		502,077
Broker-dealer and clearing organization receivables	1,552,525		1,497,741
Other assets	57,420		58,697
Financial liabilities:
Deposits	7,567,319		7,058,837
Broker-dealer and clearing organization payables	1,395,314		1,347,128
Short-term borrowings	1,515,069		1,417,289
Debt	364,785		378,822
Other liabilities	3,881		3,708
Estimate of Fair Value | Level 3
Financial assets:
Non-covered loans, net	5,755,032		5,459,975
Covered loans, net	309,698		367,444
FDIC indemnification asset	24,875		60,173
Other assets	$ 5,462		$ 4,207

Securities - Trading Securities

Securities - Trading Securities (Details) - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
Schedule of fair value of trading securities
Trading Securities	$ 471,485	$ 265,534
Investment-related Liabilities
Securities sold, not yet purchased, at fair value	149,869	153,889
US Treasury Securities
Schedule of fair value of trading securities
Trading Securities	1,874	5,940
Bonds
Schedule of fair value of trading securities
Trading Securities	32,944	36,303
Residential mortgage-backed Securities
Schedule of fair value of trading securities
Trading Securities	233,443	2,539
Commercial mortgage-backed securities
Schedule of fair value of trading securities
Trading Securities	9,739	15,171
Collateralized mortgage obligations
Schedule of fair value of trading securities
Trading Securities	1,668	5,607
Corporate securities
Schedule of fair value of trading securities
Trading Securities	75,240	60,699
States and political subdivisions
Schedule of fair value of trading securities
Trading Securities	98,619	89,946
Unit investment trusts
Schedule of fair value of trading securities
Trading Securities	8,920	41,409
Private-label securitized product
Schedule of fair value of trading securities
Trading Securities	4,843	4,292
Other
Schedule of fair value of trading securities
Trading Securities	$ 4,195	$ 3,628

Securities - AFS and HTM, Amort

Securities - AFS and HTM, Amortized Cost and FV (Details) - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
Available for sale
Amortized Cost	$ 761,217	$ 598,198
Gross Unrealized Gains	7,417	6,895
Gross Unrealized Losses	(5,428)	(7,086)
Fair Value	763,206	598,007
Held to maturity
Amortized cost	359,847	351,831
Unrealized Gains	973	313
Unrealized Losses	(4,960)	(7,056)
Held to maturity, fair value	355,860	345,088
US Treasury Securities
Available for sale
Amortized Cost	31,740	31,701
Gross Unrealized Gains	173	144
Gross Unrealized Losses	(42)	(44)
Fair Value	31,871	31,801
Bonds
Available for sale
Amortized Cost	91,077	121,838
Gross Unrealized Gains	873	881
Gross Unrealized Losses	(138)	(67)
Fair Value	91,812	122,652
Held to maturity
Amortized cost	40,514	40,513
Unrealized Gains	43
Unrealized Losses	(915)	(1,287)
Held to maturity, fair value	39,642	39,226
Residential mortgage-backed Securities
Available for sale
Amortized Cost	242,019	135,371
Gross Unrealized Gains	879	708
Gross Unrealized Losses	(2,452)	(2,941)
Fair Value	240,446	133,138
Held to maturity
Amortized cost	18,009	19,606
Unrealized Gains	179	13
Unrealized Losses		(6)
Held to maturity, fair value	18,188	19,613
Commercial mortgage-backed securities
Available for sale
Amortized Cost	12,200	8,771
Gross Unrealized Gains	22	2
Gross Unrealized Losses	(23)	(58)
Fair Value	12,199	8,715
Held to maturity
Amortized cost	57,867	31,767
Unrealized Gains	396	102
Unrealized Losses	(399)	(593)
Held to maturity, fair value	57,864	31,276
Collateralized mortgage obligations
Available for sale
Amortized Cost	212,647	117,879
Gross Unrealized Gains	104	29
Gross Unrealized Losses	(2,636)	(3,206)
Fair Value	210,115	114,702
Held to maturity
Amortized cost	194,664	217,954
Unrealized Gains	150	128
Unrealized Losses	(2,466)	(3,372)
Held to maturity, fair value	192,348	214,710
Corporate securities
Available for sale
Amortized Cost	75,534	76,866
Gross Unrealized Gains	2,551	2,354
Gross Unrealized Losses	(11)	(91)
Fair Value	78,074	79,129
States and political subdivisions
Available for sale
Amortized Cost	76,234	86,353
Gross Unrealized Gains	1,557	1,498
Gross Unrealized Losses	(112)	(336)
Fair Value	77,679	87,515
Held to maturity
Amortized cost	48,793	41,991
Unrealized Gains	205	70
Unrealized Losses	(1,180)	(1,798)
Held to maturity, fair value	47,818	40,263
Commercial mortgage-backed securities.
Available for sale
Amortized Cost	499	499
Gross Unrealized Gains	8	16
Fair Value	507	515
Equity securities
Available for sale
Amortized Cost	19,267	18,920
Gross Unrealized Gains	1,250	1,263
Gross Unrealized Losses	(14)	(343)
Fair Value	$ 20,503	$ 19,840

Securities - AFS in an Unrealiz

Securities - AFS in an Unrealized Loss Position (Details) $ in Thousands	Jun. 30, 2017USD ($)item	Dec. 31, 2016USD ($)item
Number of Securities
Unrealized loss for less than twelve months | item	73	68
Unrealized loss for twelve months or longer | item	15	11
Total | item	88	79
Fair Value
Unrealized loss for less than twelve months	$ 379,800	$ 267,719
Unrealized loss for twelve months or longer	45,190	30,877
Estimated Fair Value, Total	424,990	298,596
Unrealized Loss
Unrealized loss for less than twelve months	4,083	5,863
Unrealized loss for twelve months or longer	1,345	1,223
Total	$ 5,428	$ 7,086
US Treasury Securities
Number of Securities
Unrealized loss for less than twelve months | item	6	7
Unrealized loss for twelve months or longer | item	2
Total | item	8	7
Fair Value
Unrealized loss for less than twelve months	$ 24,143	$ 21,694
Unrealized loss for twelve months or longer	2,598
Estimated Fair Value, Total	26,741	21,694
Unrealized Loss
Unrealized loss for less than twelve months	39	44
Unrealized loss for twelve months or longer	3
Total	$ 42	$ 44
Bonds
Number of Securities
Unrealized loss for less than twelve months | item	9	1
Total | item	9	1
Fair Value
Unrealized loss for less than twelve months	$ 74,954	$ 14,908
Estimated Fair Value, Total	74,954	14,908
Unrealized Loss
Unrealized loss for less than twelve months	138	67
Total	$ 138	$ 67
Residential mortgage-backed Securities
Number of Securities
Unrealized loss for less than twelve months | item	13	12
Unrealized loss for twelve months or longer | item	1
Total | item	14	12
Fair Value
Unrealized loss for less than twelve months	$ 122,941	$ 109,398
Unrealized loss for twelve months or longer	5,846
Estimated Fair Value, Total	128,787	109,398
Unrealized Loss
Unrealized loss for less than twelve months	2,232	2,941
Unrealized loss for twelve months or longer	220
Total	$ 2,452	$ 2,941
Commercial mortgage-backed securities
Number of Securities
Unrealized loss for less than twelve months | item	2	2
Total | item	2	2
Fair Value
Unrealized loss for less than twelve months	$ 9,091	$ 7,127
Estimated Fair Value, Total	9,091	7,127
Unrealized Loss
Unrealized loss for less than twelve months	23	58
Total	$ 23	$ 58
Collateralized mortgage obligations
Number of Securities
Unrealized loss for less than twelve months | item	17	11
Unrealized loss for twelve months or longer | item	9	8
Total | item	26	19
Fair Value
Unrealized loss for less than twelve months	$ 134,762	$ 91,144
Unrealized loss for twelve months or longer	29,341	19,320
Estimated Fair Value, Total	164,103	110,464
Unrealized Loss
Unrealized loss for less than twelve months	1,537	2,340
Unrealized loss for twelve months or longer	1,099	866
Total	$ 2,636	$ 3,206
Corporate securities
Number of Securities
Unrealized loss for less than twelve months | item	1	3
Total | item	1	3
Fair Value
Unrealized loss for less than twelve months	$ 1,987	$ 5,899
Estimated Fair Value, Total	1,987	5,899
Unrealized Loss
Unrealized loss for less than twelve months	11	91
Total	$ 11	$ 91
States and political subdivisions
Number of Securities
Unrealized loss for less than twelve months | item	24	32
Unrealized loss for twelve months or longer | item	1	1
Total | item	25	33
Fair Value
Unrealized loss for less than twelve months	$ 11,727	$ 17,549
Unrealized loss for twelve months or longer	458	450
Estimated Fair Value, Total	12,185	17,999
Unrealized Loss
Unrealized loss for less than twelve months	103	322
Unrealized loss for twelve months or longer	9	14
Total	$ 112	$ 336
Equity securities
Number of Securities
Unrealized loss for less than twelve months | item	1
Unrealized loss for twelve months or longer | item	2	2
Total | item	3	2
Fair Value
Unrealized loss for less than twelve months	$ 195
Unrealized loss for twelve months or longer	6,947	$ 11,107
Estimated Fair Value, Total	7,142	11,107
Unrealized Loss
Unrealized loss for twelve months or longer	14	343
Total	$ 14	$ 343

Securities - HTM in an Unrealiz

Securities - HTM in an Unrealized Loss Position (Details) $ in Thousands	6 Months Ended	12 Months Ended
	Jun. 30, 2017USD ($)item	Dec. 31, 2016USD ($)item
Number of Securities
Unrealized loss for less than twelve months | item	85	101
Unrealized loss for twelve months or longer | item	2	2
Total | item	87	103
Fair Value
Unrealized loss for less than twelve months	$ 239,552	$ 282,825
Unrealized loss for twelve months or longer	671	1,863
Total	240,223	284,688
Unrealized Losses
Unrealized loss for less than twelve months	4,956	7,043
Unrealized loss for twelve months or longer	4	13
Total	$ 4,960	$ 7,056
Bonds
Number of Securities
Unrealized loss for less than twelve months | item	3	4
Total | item	3	4
Fair Value
Unrealized loss for less than twelve months	$ 32,099	$ 33,225
Total	32,099	33,225
Unrealized Losses
Unrealized loss for less than twelve months	915	1,287
Total	$ 915	$ 1,287
Residential mortgage-backed Securities
Number of Securities
Unrealized loss for less than twelve months | item		2
Total | item		2
Fair Value
Unrealized loss for less than twelve months		$ 13,178
Total		13,178
Unrealized Losses
Unrealized loss for less than twelve months		6
Total		$ 6
Commercial mortgage-backed securities
Number of Securities
Unrealized loss for less than twelve months | item	2	5
Unrealized loss for twelve months or longer | item		1
Total | item	2	6
Fair Value
Unrealized loss for less than twelve months	$ 12,882	$ 18,891
Unrealized loss for twelve months or longer		1,401
Total	12,882	20,292
Unrealized Losses
Unrealized loss for less than twelve months	399	588
Unrealized loss for twelve months or longer		5
Total	$ 399	$ 593
Collateralized mortgage obligations
Number of Securities
Unrealized loss for less than twelve months | item	17	19
Total | item	17	19
Fair Value
Unrealized loss for less than twelve months	$ 166,859	$ 187,669
Total	166,859	187,669
Unrealized Losses
Unrealized loss for less than twelve months	2,466	3,372
Total	$ 2,466	$ 3,372
States and political subdivisions
Number of Securities
Unrealized loss for less than twelve months | item	63	71
Unrealized loss for twelve months or longer | item	2	1
Total | item	65	72
Fair Value
Unrealized loss for less than twelve months	$ 27,712	$ 29,862
Unrealized loss for twelve months or longer	671	462
Total	28,383	30,324
Unrealized Losses
Unrealized loss for less than twelve months	1,176	1,790
Unrealized loss for twelve months or longer	4	8
Total	$ 1,180	$ 1,798

Securities - AFS Contractual Ma

Securities - AFS Contractual Maturities (Details) $ in Thousands	Jun. 30, 2017USD ($)
AFS, Amortized Cost, Rolling Maturity
Due in one year or less	$ 107,694
Due after one year through five years	97,514
Due after five years through ten years	39,674
Due after ten years	29,703
Total	274,585
Total amortized cost	741,950
AFS, Fair Value, Rolling Maturity
Due in one year or less	107,905
Due after one year through five years	99,481
Due after five years through ten years	41,380
Due after ten years	30,670
Total	279,436
Fair Value	742,703
Residential mortgage-backed Securities
AFS, Amortized Cost, Rolling Maturity
Mortgage-backed securities, collateralized mortgage obligations and commercial mortgage-backed securities	242,019
AFS, Fair Value, Rolling Maturity
Mortgage-backed securities, collateralized mortgage obligations and commercial mortgage-backed securities	240,446
Collateralized mortgage obligations
AFS, Amortized Cost, Rolling Maturity
Mortgage-backed securities, collateralized mortgage obligations and commercial mortgage-backed securities	212,647
AFS, Fair Value, Rolling Maturity
Mortgage-backed securities, collateralized mortgage obligations and commercial mortgage-backed securities	210,115
Commercial mortgage-backed Securities
AFS, Amortized Cost, Rolling Maturity
Mortgage-backed securities, collateralized mortgage obligations and commercial mortgage-backed securities	12,699
AFS, Fair Value, Rolling Maturity
Mortgage-backed securities, collateralized mortgage obligations and commercial mortgage-backed securities	$ 12,706

Securities - HTM Contractual Ma

Securities - HTM Contractual Maturities (Details) - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
HTM, Amortized Cost, Rolling Maturities
Due in one year or less	$ 4,258
Due after one year through five years	3,323
Due after five years through ten years	26,786
Due after ten years	54,940
Total	89,307
Amortized cost	359,847	$ 351,831
HTM, Fair Value, Rolling Maturities
Due in one year or less	4,262
Due after one year through five years	3,346
Due after five years through ten years	26,327
Due after ten years	53,525
Total	87,460
Fair Value	355,860	345,088
Residential mortgage-backed Securities
HTM, Amortized Cost, Rolling Maturities
Mortgage-backed securities, collateralized mortgage obligations and commercial mortgage-backed securities	18,009
Amortized cost	18,009	19,606
HTM, Fair Value, Rolling Maturities
Mortgage-backed securities, collateralized mortgage obligations and commercial mortgage-backed securities	18,188
Fair Value	18,188	19,613
Collateralized mortgage obligations
HTM, Amortized Cost, Rolling Maturities
Mortgage-backed securities, collateralized mortgage obligations and commercial mortgage-backed securities	194,664
Amortized cost	194,664	217,954
HTM, Fair Value, Rolling Maturities
Mortgage-backed securities, collateralized mortgage obligations and commercial mortgage-backed securities	192,348
Fair Value	192,348	$ 214,710
Commercial mortgage-backed Securities
HTM, Amortized Cost, Rolling Maturities
Mortgage-backed securities, collateralized mortgage obligations and commercial mortgage-backed securities	57,867
HTM, Fair Value, Rolling Maturities
Mortgage-backed securities, collateralized mortgage obligations and commercial mortgage-backed securities	$ 57,864

Securities - Additional Informa

Securities - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016	Dec. 31, 2016
Realized net gains from trading securities portfolio	$ 7	$ 5.8	$ 12.9	$ 11.5
Carrying amount of securities pledged	624		624		$ 695.1
Fair value of securities pledged	619.7		619.7		688.1
Hilltop Broker-Dealers
Realized net gains from trading securities portfolio	10.5	$ 23.7	17	$ 29.3
NLC
Deposit with various state insurance departments	$ 9.3		$ 9.3		$ 9.2

Non-Covered Loans and Allowan69

Non-Covered Loans and Allowance for Non-Covered Loan Losses - Summary (Details) - USD ($) $ in Thousands	Jun. 30, 2017	Mar. 31, 2017	Dec. 31, 2016	Jun. 30, 2016	Mar. 31, 2016	Dec. 31, 2015
Loans
Total loans	$ 6,118,211		$ 5,843,499
Allowance for loan losses	(59,208)		(54,186)
Non-covered loans, net	6,059,003		5,789,313
Noncovered
Loans
Total loans	6,118,211		5,843,499
Allowance for loan losses	(59,208)	$ (55,157)	(54,186)	$ (51,013)	$ (48,450)	$ (45,415)
Non-covered loans, net	6,059,003		5,789,313
Noncovered | Commercial and industrial
Loans
Total loans	1,750,305		1,696,453
Allowance for loan losses	(21,834)	(21,679)	(21,369)	(20,720)	(20,169)	(19,845)
Noncovered | Real estate
Loans
Total loans	2,969,199		2,816,767
Allowance for loan losses	(28,734)	(26,112)	(25,236)	(23,302)	(22,272)	(18,983)
Noncovered | Construction and land development
Loans
Total loans	863,082		786,850
Allowance for loan losses	(7,645)	(6,879)	(7,002)	(6,288)	(5,561)	(6,064)
Noncovered | Consumer
Loans
Total loans	42,766		41,352
Allowance for loan losses	(524)	(464)	(424)	(325)	(334)	(314)
Noncovered | Broker-dealer
Loans
Total loans	492,859		502,077
Allowance for loan losses	$ (471)	$ (23)	$ (155)	$ (378)	$ (114)	$ (209)

Non-Covered Loans and Allowan70

Non-Covered Loans and Allowance for Non-Covered Loan Losses - PCI Loans (Details) - PCI loans - Noncovered - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016	Dec. 31, 2016
Carrying values and the outstanding contractual balances of the PCI loans
Carrying amount	$ 44,345		$ 44,345		$ 51,432
Outstanding balance	59,426		59,426		67,988
Changes in the accretable yield for the acquired impaired loans
Balance, beginning of period	11,442	$ 16,168	13,116	$ 17,744
Reclassifications from nonaccretable difference, net	438	1,604	577	3,947
Disposals of loans	(61)		(61)
Accretion	(2,026)	(2,543)	(3,839)	(6,462)
Balance, end of period	9,793	$ 15,229	9,793	$ 15,229
Nonaccretable difference	$ 21,000		$ 21,000		$ 22,800

Non-Covered Loans and Allowan71

Non-Covered Loans and Allowance for Non-Covered Loan Losses - Impaired Loans (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016	Dec. 31, 2016
Impaired loans
Days outstanding loans and leases receivable are generally considered past due			90 days
Noncovered
Non-covered impaired loans
Unpaid Contractual Principal balance	$ 101,923		$ 101,923		$ 105,715
Recorded Investment with No Allowance	35,773		35,773		39,034
Recorded Investment with Allowance	33,027		33,027		30,123
Total Recorded Investment	68,800		68,800		69,157
Related Allowance	3,849		3,849		3,379
Average investment in non-covered impaired loans
Average investment in non-covered impaired loans	69,980	$ 79,829	68,980	$ 81,630
Non-accrual loans
Non-accrual loans	28,323		28,323		22,745
Interest income recorded on accruing impaired loans	100	100	400	200
Noncovered | Secured
Average investment in non-covered impaired loans
Average investment in non-covered impaired loans	16,950	25,590	15,093	25,538
Non-accrual loans
Non-accrual loans	13,101		13,101		8,590
Noncovered | Unsecured
Average investment in non-covered impaired loans
Average investment in non-covered impaired loans	748	41	821	47
Non-accrual loans
Non-accrual loans	717		717		925
Noncovered | Secured by Commercial Properties
Average investment in non-covered impaired loans
Average investment in non-covered impaired loans	37,189	37,533	37,362	38,680
Non-accrual loans
Non-accrual loans	11,645		11,645		11,034
Noncovered | Secured by Residential Properties
Average investment in non-covered impaired loans
Average investment in non-covered impaired loans	11,461	12,092	11,630	12,133
Non-accrual loans
Non-accrual loans	2,020		2,020		1,197
Non-accrual loans held for sale	1,200		1,200		1,700
Noncovered | Residential Construction Loans
Average investment in non-covered impaired loans
Average investment in non-covered impaired loans			14	111
Non-accrual loans
Non-accrual loans					28
Noncovered | Commercial construction loans and land development
Average investment in non-covered impaired loans
Average investment in non-covered impaired loans	3,170	4,090	3,580	4,512
Non-accrual loans
Non-accrual loans	632		632		727
Noncovered | Consumer
Average investment in non-covered impaired loans
Average investment in non-covered impaired loans	462	$ 483	480	$ 609
Non-accrual loans
Non-accrual loans	208		208		244
Noncovered | PCI loans
Non-accrual loans
Non-accrual loans	3,900		3,900		5,000
Noncovered | PCI loans
Non-covered impaired loans
Unpaid Contractual Principal balance	73,982		73,982		85,968
Recorded Investment with No Allowance	15,271		15,271		23,360
Recorded Investment with Allowance	29,074		29,074		28,072
Total Recorded Investment	44,345		44,345		51,432
Related Allowance	2,990		2,990		3,097
Noncovered | PCI loans | Secured
Non-covered impaired loans
Unpaid Contractual Principal balance	20,269		20,269		25,354
Recorded Investment with No Allowance	3,382		3,382		3,234
Recorded Investment with Allowance	3,738		3,738		5,438
Total Recorded Investment	7,120		7,120		8,672
Related Allowance	66		66		557
Noncovered | PCI loans | Secured by Commercial Properties
Non-covered impaired loans
Unpaid Contractual Principal balance	33,575		33,575		38,005
Recorded Investment with No Allowance	8,512		8,512		11,097
Recorded Investment with Allowance	16,056		16,056		17,413
Total Recorded Investment	24,568		24,568		28,510
Related Allowance	2,249		2,249		1,907
Noncovered | PCI loans | Secured by Residential Properties
Non-covered impaired loans
Unpaid Contractual Principal balance	13,102		13,102		13,606
Recorded Investment with No Allowance	2,272		2,272		7,401
Recorded Investment with Allowance	7,838		7,838		3,088
Total Recorded Investment	10,110		10,110		10,489
Related Allowance	270		270		200
Noncovered | PCI loans | Commercial construction loans and land development
Non-covered impaired loans
Unpaid Contractual Principal balance	4,357		4,357		5,780
Recorded Investment with No Allowance	1,073		1,073		1,391
Recorded Investment with Allowance	1,260		1,260		2,076
Total Recorded Investment	2,333		2,333		3,467
Related Allowance	303		303		377
Noncovered | PCI loans | Consumer
Non-covered impaired loans
Unpaid Contractual Principal balance	2,679		2,679		3,223
Recorded Investment with No Allowance	32		32		237
Recorded Investment with Allowance	182		182		57
Total Recorded Investment	214		214		294
Related Allowance	102		102		56
Noncovered | Loans excluding PCI Loans
Non-covered impaired loans
Unpaid Contractual Principal balance	27,941		27,941		19,747
Recorded Investment with No Allowance	20,502		20,502		15,674
Recorded Investment with Allowance	3,953		3,953		2,051
Total Recorded Investment	24,455		24,455		17,725
Related Allowance	859		859		282
Noncovered | Loans excluding PCI Loans | Secured
Non-covered impaired loans
Unpaid Contractual Principal balance	12,253		12,253		6,311
Recorded Investment with No Allowance	6,797		6,797		3,313
Recorded Investment with Allowance	2,911		2,911		1,372
Total Recorded Investment	9,708		9,708		4,685
Related Allowance	750		750		115
Noncovered | Loans excluding PCI Loans | Unsecured
Non-covered impaired loans
Unpaid Contractual Principal balance	745		745		946
Recorded Investment with No Allowance	717		717		925
Total Recorded Investment	717		717		925
Noncovered | Loans excluding PCI Loans | Secured by Commercial Properties
Non-covered impaired loans
Unpaid Contractual Principal balance	12,136		12,136		10,134
Recorded Investment with No Allowance	11,235		11,235		10,000
Recorded Investment with Allowance	410		410
Total Recorded Investment	11,645		11,645		10,000
Related Allowance	3		3
Noncovered | Loans excluding PCI Loans | Secured by Residential Properties
Non-covered impaired loans
Unpaid Contractual Principal balance	1,816		1,816		1,344
Recorded Investment with No Allowance	1,545		1,545		1,116
Total Recorded Investment	1,545		1,545		1,116
Noncovered | Loans excluding PCI Loans | Residential Construction Loans
Non-covered impaired loans
Unpaid Contractual Principal balance	15		15		28
Recorded Investment with No Allowance					28
Total Recorded Investment					28
Noncovered | Loans excluding PCI Loans | Commercial construction loans and land development
Non-covered impaired loans
Unpaid Contractual Principal balance	659		659		738
Recorded Investment with No Allowance					48
Recorded Investment with Allowance	632		632		679
Total Recorded Investment	632		632		727
Related Allowance	106		106		167
Noncovered | Loans excluding PCI Loans | Consumer
Non-covered impaired loans
Unpaid Contractual Principal balance	317		317		246
Recorded Investment with No Allowance	208		208		244
Total Recorded Investment	$ 208		$ 208		$ 244

Non-Covered Loans and Allowan72

Non-Covered Loans and Allowance for Non-Covered Loan Losses - TDRs (Details) $ in Thousands	3 Months Ended	6 Months Ended
	Jun. 30, 2017USD ($)item	Jun. 30, 2017USD ($)item	Jun. 30, 2016USD ($)item
AB Note | Minimum | PlainsCapital
TDRs, Non-covered loans
Number of loans into which a single loan is reconfigured | item		2
Noncovered | Payment Term Extension
TDRs, Non-covered loans
Number of TDR loans granted | item	1	3	1
TDR at extension	$ 655	$ 3,493	$ 1,196
Total Modifications	$ 632	$ 3,328	$ 950
Number of TDRs granted in preceding twelve months for which payment was at least 30 days past due | item		1	3
TDR modifications, in which a payment was at least 30 days past due		$ 1,481	$ 2,370
TDR with payment at least 30 days past due		$ 1,417	$ 2,017
Noncovered | Secured | Payment Term Extension
TDRs, Non-covered loans
Number of TDR loans granted | item		1	1
TDR at extension		$ 1,357	$ 1,196
Total Modifications		$ 1,279	$ 950
Number of TDRs granted in preceding twelve months for which payment was at least 30 days past due | item			2
TDR modifications, in which a payment was at least 30 days past due			$ 1,286
TDR with payment at least 30 days past due			$ 1,022
Noncovered | Secured by Commercial Properties | Payment Term Extension
TDRs, Non-covered loans
Number of TDR loans granted | item		1
TDR at extension		$ 1,481
Total Modifications		$ 1,417
Number of TDRs granted in preceding twelve months for which payment was at least 30 days past due | item		1	1
TDR modifications, in which a payment was at least 30 days past due		$ 1,481	$ 1,084
TDR with payment at least 30 days past due		$ 1,417	$ 995
Noncovered | Commercial construction loans and land development | Payment Term Extension
TDRs, Non-covered loans
Number of TDR loans granted | item	1	1
TDR at extension	$ 655	$ 655
Total Modifications	$ 632	$ 632

Non-Covered Loans and Allowan73

Non-Covered Loans and Allowance for Non-Covered Loan Losses - Aging (Details) - USD ($) $ in Thousands	6 Months Ended	12 Months Ended
	Jun. 30, 2017	Dec. 31, 2016
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Total loans	$ 6,118,211	$ 5,843,499
Noncovered
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Total Past Due Loans	20,481	30,969
Current Loans	6,053,385	5,761,098
Total loans	6,118,211	5,843,499
Accruing Loans Past Due 90 Days or More	3,302	3,096
Noncovered | Financing Receivables, 30 to 59 Days Past Due
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Total Past Due Loans	6,272	9,055
Noncovered | Financing Receivables, 60 to 89 Days Past Due
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Total Past Due Loans	10,907	12,326
Noncovered | Financing Receivables, Equal to Greater than 90 Days Past Due
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Total Past Due Loans	3,302	9,588
Noncovered | PCI loans
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Total loans	44,345	51,432
Noncovered | Secured
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Total Past Due Loans	10,256	12,201
Current Loans	1,630,746	1,576,239
Total loans	1,648,122	1,597,112
Accruing Loans Past Due 90 Days or More	2,745	3,095
Noncovered | Secured | Financing Receivables, 30 to 59 Days Past Due
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Total Past Due Loans	2,242	4,727
Noncovered | Secured | Financing Receivables, 60 to 89 Days Past Due
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Total Past Due Loans	5,269	704
Noncovered | Secured | Financing Receivables, Equal to Greater than 90 Days Past Due
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Total Past Due Loans	2,745	6,770
Noncovered | Secured | PCI loans
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Total loans	7,120	8,672
Noncovered | Unsecured
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Total Past Due Loans	104	1,506
Current Loans	102,079	97,835
Total loans	102,183	99,341
Accruing Loans Past Due 90 Days or More		1
Noncovered | Unsecured | Financing Receivables, 30 to 59 Days Past Due
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Total Past Due Loans	102	596
Noncovered | Unsecured | Financing Receivables, 60 to 89 Days Past Due
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Total Past Due Loans	2	1
Noncovered | Unsecured | Financing Receivables, Equal to Greater than 90 Days Past Due
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Total Past Due Loans		909
Noncovered | Secured by Commercial Properties
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Total Past Due Loans	5,560	11,459
Current Loans	2,161,203	1,915,126
Total loans	2,191,331	1,955,095
Noncovered | Secured by Commercial Properties | Financing Receivables, 30 to 59 Days Past Due
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Total Past Due Loans	410	550
Noncovered | Secured by Commercial Properties | Financing Receivables, 60 to 89 Days Past Due
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Total Past Due Loans	5,150	9,417
Noncovered | Secured by Commercial Properties | Financing Receivables, Equal to Greater than 90 Days Past Due
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Total Past Due Loans		1,492
Noncovered | Secured by Commercial Properties | PCI loans
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Total loans	24,568	28,510
Noncovered | Secured by Residential Properties
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Total Past Due Loans	1,555	1,236
Current Loans	766,203	849,947
Total loans	777,868	861,672
Accruing Loans Past Due 90 Days or More	557
Noncovered | Secured by Residential Properties | Financing Receivables, 30 to 59 Days Past Due
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Total Past Due Loans	546	506
Noncovered | Secured by Residential Properties | Financing Receivables, 60 to 89 Days Past Due
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Total Past Due Loans	452	361
Noncovered | Secured by Residential Properties | Financing Receivables, Equal to Greater than 90 Days Past Due
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Total Past Due Loans	557	369
Noncovered | Secured by Residential Properties | PCI loans
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Total loans	10,110	10,489
Noncovered | Residential Construction Loans
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Total Past Due Loans	1,788	28
Current Loans	158,735	128,624
Total loans	160,523	128,652
Noncovered | Residential Construction Loans | Financing Receivables, 30 to 59 Days Past Due
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Total Past Due Loans	1,788
Noncovered | Residential Construction Loans | Financing Receivables, 60 to 89 Days Past Due
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Total Past Due Loans		28
Noncovered | Commercial construction loans and land development
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Total Past Due Loans	948	4,332
Current Loans	699,278	650,399
Total loans	702,559	658,198
Noncovered | Commercial construction loans and land development | Financing Receivables, 30 to 59 Days Past Due
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Total Past Due Loans	945	2,500
Noncovered | Commercial construction loans and land development | Financing Receivables, 60 to 89 Days Past Due
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Total Past Due Loans	3	1,784
Noncovered | Commercial construction loans and land development | Financing Receivables, Equal to Greater than 90 Days Past Due
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Total Past Due Loans		48
Noncovered | Commercial construction loans and land development | PCI loans
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Total loans	2,333	3,467
Noncovered | Consumer
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Total Past Due Loans	270	207
Current Loans	42,282	40,851
Total loans	42,766	41,352
Noncovered | Consumer | Financing Receivables, 30 to 59 Days Past Due
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Total Past Due Loans	239	176
Noncovered | Consumer | Financing Receivables, 60 to 89 Days Past Due
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Total Past Due Loans	31	31
Noncovered | Consumer | PCI loans
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Total loans	214	294
Noncovered | Broker-dealer
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Current Loans	492,859	502,077
Total loans	492,859	502,077
Noncovered | PrimeLending | U.S. Government Agencies
Non-Covered Loans and Allowance for Non-Covered Loan Losses
Accruing Loans Past Due 90 Days or More	45,500	44,400
Unpaid principal balance loans past due 90 days or more	$ 46,000	$ 44,900

Non-Covered Loans and Allowan74

Non-Covered Loans and Allowance for Non-Covered Loan Losses - Internal Risk Grades (Details) - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
Internal risk grades of non-covered loans
Total loans	$ 6,118,211	$ 5,843,499
Noncovered
Internal risk grades of non-covered loans
Total loans	6,118,211	5,843,499
Noncovered | Pass
Internal risk grades of non-covered loans
Total loans	5,962,351	5,689,490
Noncovered | Special Mention
Internal risk grades of non-covered loans
Total loans	16,597	3,771
Noncovered | Substandard
Internal risk grades of non-covered loans
Total loans	94,918	98,806
Noncovered | Secured
Internal risk grades of non-covered loans
Total loans	1,648,122	1,597,112
Noncovered | Secured | Pass
Internal risk grades of non-covered loans
Total loans	1,581,767	1,531,895
Noncovered | Secured | Special Mention
Internal risk grades of non-covered loans
Total loans	7,939	72
Noncovered | Secured | Substandard
Internal risk grades of non-covered loans
Total loans	51,296	56,473
Noncovered | Unsecured
Internal risk grades of non-covered loans
Total loans	102,183	99,341
Noncovered | Unsecured | Pass
Internal risk grades of non-covered loans
Total loans	99,865	97,646
Noncovered | Unsecured | Special Mention
Internal risk grades of non-covered loans
Total loans	1,060
Noncovered | Unsecured | Substandard
Internal risk grades of non-covered loans
Total loans	1,258	1,695
Noncovered | Secured by Commercial Properties
Internal risk grades of non-covered loans
Total loans	2,191,331	1,955,095
Noncovered | Secured by Commercial Properties | Pass
Internal risk grades of non-covered loans
Total loans	2,126,761	1,888,231
Noncovered | Secured by Commercial Properties | Special Mention
Internal risk grades of non-covered loans
Total loans	1,514	3,693
Noncovered | Secured by Commercial Properties | Substandard
Internal risk grades of non-covered loans
Total loans	38,488	34,661
Noncovered | Secured by Residential Properties
Internal risk grades of non-covered loans
Total loans	777,868	861,672
Noncovered | Secured by Residential Properties | Pass
Internal risk grades of non-covered loans
Total loans	761,621	846,420
Noncovered | Secured by Residential Properties | Special Mention
Internal risk grades of non-covered loans
Total loans	3,292
Noncovered | Secured by Residential Properties | Substandard
Internal risk grades of non-covered loans
Total loans	2,845	4,763
Noncovered | Residential Construction Loans
Internal risk grades of non-covered loans
Total loans	160,523	128,652
Noncovered | Residential Construction Loans | Pass
Internal risk grades of non-covered loans
Total loans	160,523	128,624
Noncovered | Residential Construction Loans | Substandard
Internal risk grades of non-covered loans
Total loans		28
Noncovered | Commercial construction loans and land development
Internal risk grades of non-covered loans
Total loans	702,559	658,198
Noncovered | Commercial construction loans and land development | Pass
Internal risk grades of non-covered loans
Total loans	696,643	653,808
Noncovered | Commercial construction loans and land development | Special Mention
Internal risk grades of non-covered loans
Total loans	2,792
Noncovered | Commercial construction loans and land development | Substandard
Internal risk grades of non-covered loans
Total loans	791	923
Noncovered | Consumer
Internal risk grades of non-covered loans
Total loans	42,766	41,352
Noncovered | Consumer | Pass
Internal risk grades of non-covered loans
Total loans	42,312	40,789
Noncovered | Consumer | Special Mention
Internal risk grades of non-covered loans
Total loans		6
Noncovered | Consumer | Substandard
Internal risk grades of non-covered loans
Total loans	240	263
Noncovered | Broker-dealer
Internal risk grades of non-covered loans
Total loans	492,859	502,077
Noncovered | Broker-dealer | Pass
Internal risk grades of non-covered loans
Total loans	492,859	502,077
Noncovered | PCI loans
Internal risk grades of non-covered loans
Total loans	44,345	51,432
Noncovered | PCI loans | Secured
Internal risk grades of non-covered loans
Total loans	7,120	8,672
Noncovered | PCI loans | Secured by Commercial Properties
Internal risk grades of non-covered loans
Total loans	24,568	28,510
Noncovered | PCI loans | Secured by Residential Properties
Internal risk grades of non-covered loans
Total loans	10,110	10,489
Noncovered | PCI loans | Commercial construction loans and land development
Internal risk grades of non-covered loans
Total loans	2,333	3,467
Noncovered | PCI loans | Consumer
Internal risk grades of non-covered loans
Total loans	$ 214	$ 294

Non-Covered Loans and Allowan75

Non-Covered Loans and Allowance for Non-Covered Loan Losses - Allowance (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Dec. 31, 2016
Changes in the allowance for loan losses
Balance, beginning of period			$ 54,186
Provision charged to (recapture from) operations operations	$ 5,853	$ 28,876	7,558	$ 32,283
Balance, end of period	59,208		59,208
Loan portfolio distributed by portfolio segment and impairment methodology
Total loans					$ 6,118,211	$ 5,843,499
Allowance for loan losses distributed by portfolio segment and impairment methodology
Total loans, allowance	59,208		54,186		59,208	54,186
Noncovered
Allowance for loan losses
Charge-off of single loan, currently in default		24,500
Insurance receivable and other noninterest income					15,000
Changes in the allowance for loan losses
Balance, beginning of period	55,157	48,450	54,186	45,415
Provision charged to (recapture from) operations operations	4,893	28,693	6,102	32,378
Loans charged off	(1,545)	(26,767)	(2,277)	(28,171)
Recoveries on charged off loans	703	637	1,197	1,391
Balance, end of period	59,208	51,013	59,208	51,013
Loan portfolio distributed by portfolio segment and impairment methodology
Loans individually evaluated for impairment					21,505	15,144
Loans collectively evaluated for impairment					6,052,361	5,776,923
Total loans					6,118,211	5,843,499
Allowance for loan losses distributed by portfolio segment and impairment methodology
Loans individually evaluated for impairment, allowance					859	282
Loans collectively evaluated for impairment, allowance					55,359	50,807
Total loans, allowance	55,157	48,450	54,186	45,415	59,208	54,186
Noncovered | Commercial and industrial
Changes in the allowance for loan losses
Balance, beginning of period	21,679	20,169	21,369	19,845
Provision charged to (recapture from) operations operations	735	25,503	1,210	26,520
Loans charged off	(1,200)	(25,433)	(1,805)	(26,783)
Recoveries on charged off loans	620	481	1,060	1,138
Balance, end of period	21,834	20,720	21,834	20,720
Loan portfolio distributed by portfolio segment and impairment methodology
Loans individually evaluated for impairment					9,718	4,508
Loans collectively evaluated for impairment					1,733,467	1,683,273
Total loans					1,750,305	1,696,453
Allowance for loan losses distributed by portfolio segment and impairment methodology
Loans individually evaluated for impairment, allowance					750	115
Loans collectively evaluated for impairment, allowance					21,018	20,697
Total loans, allowance	21,679	20,169	21,369	19,845	21,834	21,369
Noncovered | Real estate
Changes in the allowance for loan losses
Balance, beginning of period	26,112	22,272	25,236	18,983
Provision charged to (recapture from) operations operations	2,779	2,216	3,701	5,448
Loans charged off	(218)	(1,298)	(300)	(1,298)
Recoveries on charged off loans	61	112	97	169
Balance, end of period	28,734	23,302	28,734	23,302
Loan portfolio distributed by portfolio segment and impairment methodology
Loans individually evaluated for impairment					10,984	9,704
Loans collectively evaluated for impairment					2,923,537	2,768,064
Total loans					2,969,199	2,816,767
Allowance for loan losses distributed by portfolio segment and impairment methodology
Loans individually evaluated for impairment, allowance					3
Loans collectively evaluated for impairment, allowance					26,212	23,129
Total loans, allowance	26,112	22,272	25,236	18,983	28,734	25,236
Noncovered | Construction and land development
Changes in the allowance for loan losses
Balance, beginning of period	6,879	5,561	7,002	6,064
Provision charged to (recapture from) operations operations	766	727	654	224
Loans charged off			(11)
Balance, end of period	7,645	6,288	7,645	6,288
Loan portfolio distributed by portfolio segment and impairment methodology
Loans individually evaluated for impairment					632	727
Loans collectively evaluated for impairment					860,117	782,656
Total loans					863,082	786,850
Allowance for loan losses distributed by portfolio segment and impairment methodology
Loans individually evaluated for impairment, allowance					106	167
Loans collectively evaluated for impairment, allowance					7,236	6,458
Total loans, allowance	6,879	5,561	7,002	6,064	7,645	7,002
Noncovered | Consumer
Changes in the allowance for loan losses
Balance, beginning of period	464	334	424	314
Provision charged to (recapture from) operations operations	165	(16)	221	16
Loans charged off	(127)	(37)	(161)	(89)
Recoveries on charged off loans	22	44	40	84
Balance, end of period	524	325	524	325
Loan portfolio distributed by portfolio segment and impairment methodology
Loans individually evaluated for impairment					171	205
Loans collectively evaluated for impairment					42,381	40,853
Total loans					42,766	41,352
Allowance for loan losses distributed by portfolio segment and impairment methodology
Loans collectively evaluated for impairment, allowance					422	368
Total loans, allowance	464	334	424	314	524	424
Noncovered | Broker-dealer
Changes in the allowance for loan losses
Balance, beginning of period	23	114	155	209
Provision charged to (recapture from) operations operations	448	263	316	170
Loans charged off		1		(1)
Balance, end of period	471	378	471	378
Loan portfolio distributed by portfolio segment and impairment methodology
Loans collectively evaluated for impairment					492,859	502,077
Total loans					492,859	502,077
Allowance for loan losses distributed by portfolio segment and impairment methodology
Loans collectively evaluated for impairment, allowance					471	155
Total loans, allowance	23	$ 114	155	$ 209	471	155
Noncovered | PCI loans
Changes in the allowance for loan losses
Balance, beginning of period			3,097
Balance, end of period	2,990		2,990
Loan portfolio distributed by portfolio segment and impairment methodology
Total loans					44,345	51,432
Allowance for loan losses distributed by portfolio segment and impairment methodology
Total loans, allowance	2,990		3,097		2,990	3,097
Noncovered | PCI loans | Commercial and industrial
Changes in the allowance for loan losses
Balance, beginning of period			557
Balance, end of period	66		66
Loan portfolio distributed by portfolio segment and impairment methodology
Total loans					7,120	8,672
Allowance for loan losses distributed by portfolio segment and impairment methodology
Total loans, allowance	66		557		66	557
Noncovered | PCI loans | Real estate
Changes in the allowance for loan losses
Balance, beginning of period			2,107
Balance, end of period	2,519		2,519
Loan portfolio distributed by portfolio segment and impairment methodology
Total loans					34,678	38,999
Allowance for loan losses distributed by portfolio segment and impairment methodology
Total loans, allowance	2,519		2,107		2,519	2,107
Noncovered | PCI loans | Construction and land development
Changes in the allowance for loan losses
Balance, beginning of period			377
Balance, end of period	303		303
Loan portfolio distributed by portfolio segment and impairment methodology
Total loans					2,333	3,467
Allowance for loan losses distributed by portfolio segment and impairment methodology
Total loans, allowance	303		377		303	377
Noncovered | PCI loans | Consumer
Changes in the allowance for loan losses
Balance, beginning of period			56
Balance, end of period	102		102
Loan portfolio distributed by portfolio segment and impairment methodology
Total loans					214	294
Allowance for loan losses distributed by portfolio segment and impairment methodology
Total loans, allowance	$ 102		$ 56		$ 102	$ 56

Covered Assets and Indemnific76

Covered Assets and Indemnification Asset - Indemnification Asset (Details) - PlainsCapital - FNB - Covered - USD ($) $ in Thousands	Sep. 13, 2013	Jun. 30, 2017
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	$ 240,400	$ 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
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		$ 15,900
Commercial Loan
Loans
Period of loss-sharing agreements in effect	5 years
Period of loss recovery provisions in effect	8 years
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 Indemnific77

Covered Assets and Indemnification Asset - Covered Loans Summary (Details) $ in Thousands	Sep. 13, 2013USD ($)	Jun. 30, 2017USD ($)item	Dec. 31, 2016USD ($)
Covered Loans
Allowance for covered loans		$ (1,359)	$ (413)
Total covered loans, net of allowance		205,877	255,714
Covered
Covered Loans
Total covered loans		207,236	256,127
Allowance for covered loans		(1,359)	(413)
Total covered loans, net of allowance		205,877	255,714
Covered | Commercial and industrial
Covered Loans
Total covered loans		1,649	2,697
Covered | Real estate
Covered Loans
Total covered loans		199,845	244,469
Covered | Construction and land development
Covered Loans
Total covered loans		$ 5,742	$ 8,961
Covered | Acquired loans
Loans
Fair value of loans acquired	$ 1,100,000
Carryover of the allowance for loan losses recorded	$ 0
Minimum number of layers of common risk | item		2

Covered Assets and Indemnific78

Covered Assets and Indemnification Asset - Covered PCI Loans (Details) - Covered - PCI loans - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016	Dec. 31, 2016
Carrying value and the outstanding contractual balance of the covered PCI loans
Carrying amount	$ 99,595		$ 99,595		$ 133,754
Outstanding balance	208,689		208,689		266,098
Changes in the accretable yield for the acquired impaired loans
Balance, beginning of period	142,466	$ 169,133	143,731	$ 176,719
Reclassifications from nonaccretable difference, net	11,618	8,810	23,024	18,443
Transfer of loans to covered OREO	(662)	(62)	(780)	(171)
Accretion	(25,115)	(20,277)	(37,668)	(37,387)
Balance, end of period	128,307	$ 157,604	128,307	$ 157,604
Nonaccretable difference	$ 58,600		$ 58,600		$ 94,500

Covered Assets and Indemnific79

Covered Assets and Indemnification Asset - Impaired Loans (Details) - Covered - USD ($) $ in Thousands	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016	Dec. 31, 2015	Dec. 31, 2016
Impaired loans
Unpaid Contractual Principal Balance	$ 266,118		$ 266,118			$ 335,091
Recorded Investment with No Allowance	74,269		74,269			110,101
Recorded Investment with Allowance	28,836		28,836			27,572
Total Recorded Investment	103,105		103,105			137,673
Related Allowance	1,321		1,321			344
Average investment in covered impaired loans
Average investment	112,838	$ 194,760	120,390	$ 206,865
Non-accrual loans
Non-accrual loans	3,014		3,014			3,836
Interest income recorded	200		300
Secured
Average investment in covered impaired loans
Average investment	644	4,497	887		$ 4,783
Non-accrual loans
Non-accrual loans	96		96			52
Unsecured
Average investment in covered impaired loans
Average investment	171	1,606	234	1,601
Secured by Commercial Properties
Average investment in covered impaired loans
Average investment	37,752	87,157	41,734	91,587
Non-accrual loans
Non-accrual loans						730
Secured by Residential Properties
Average investment in covered impaired loans
Average investment	71,734	88,493	73,689	92,354
Non-accrual loans
Non-accrual loans	2,904		2,904			3,035
Residential Construction Loans
Average investment in covered impaired loans
Average investment		343		331
Commercial construction loans and land development
Average investment in covered impaired loans
Average investment	2,537	$ 12,664	3,846	$ 16,209
Non-accrual loans
Non-accrual loans	14		14			19
PCI loans
Impaired loans
Unpaid Contractual Principal Balance	261,860		261,860			330,444
Recorded Investment with No Allowance	70,759		70,759			106,182
Recorded Investment with Allowance	28,836		28,836			27,572
Total Recorded Investment	99,595		99,595			133,754
Related Allowance	1,321		1,321			344
Non-accrual loans
Non-accrual loans	0		0			400
PCI loans | Secured
Impaired loans
Unpaid Contractual Principal Balance	4,498		4,498			10,579
Recorded Investment with No Allowance						1,024
Recorded Investment with Allowance	412		412			189
Total Recorded Investment	412		412			1,213
Related Allowance	28		28			13
PCI loans | Unsecured
Impaired loans
Unpaid Contractual Principal Balance	6,562		6,562			3,259
Recorded Investment with No Allowance						299
Recorded Investment with Allowance	169		169
Total Recorded Investment	169		169			299
Related Allowance	10		10
PCI loans | Secured by Commercial Properties
Impaired loans
Unpaid Contractual Principal Balance	97,991		97,991			143,934
Recorded Investment with No Allowance	3,339		3,339			26,415
Recorded Investment with Allowance	27,182		27,182			26,222
Total Recorded Investment	30,521		30,521			52,637
Related Allowance	652		652			271
PCI loans | Secured by Residential Properties
Impaired loans
Unpaid Contractual Principal Balance	133,871		133,871			148,384
Recorded Investment with No Allowance	66,016		66,016			73,240
Recorded Investment with Allowance	23		23			1,161
Total Recorded Investment	66,039		66,039			74,401
Related Allowance	5		5			60
PCI loans | Residential Construction Loans
Impaired loans
Unpaid Contractual Principal Balance	698		698			766
PCI loans | Commercial construction loans and land development
Impaired loans
Unpaid Contractual Principal Balance	18,240		18,240			23,522
Recorded Investment with No Allowance	1,404		1,404			5,204
Recorded Investment with Allowance	1,050		1,050
Total Recorded Investment	2,454		2,454			5,204
Related Allowance	626		626
Loans excluding PCI Loans
Impaired loans
Unpaid Contractual Principal Balance	4,258		4,258			4,647
Recorded Investment with No Allowance	3,510		3,510			3,919
Total Recorded Investment	3,510		3,510			3,919
Loans excluding PCI Loans | Secured
Impaired loans
Unpaid Contractual Principal Balance	93		93			52
Recorded Investment with No Allowance	96		96			52
Total Recorded Investment	96		96			52
Loans excluding PCI Loans | Secured by Commercial Properties
Impaired loans
Unpaid Contractual Principal Balance						396
Recorded Investment with No Allowance						310
Total Recorded Investment						310
Loans excluding PCI Loans | Secured by Residential Properties
Impaired loans
Unpaid Contractual Principal Balance	4,146		4,146			4,175
Recorded Investment with No Allowance	3,400		3,400			3,537
Total Recorded Investment	3,400		3,400			3,537
Loans excluding PCI Loans | Commercial construction loans and land development
Impaired loans
Unpaid Contractual Principal Balance	19		19			24
Recorded Investment with No Allowance	14		14			20
Total Recorded Investment	$ 14		$ 14			$ 20

Covered Assets and Indemnific80

Covered Assets and Indemnification Asset - TDRs (Details) - item	6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016
Covered
Recorded Investment in loans
Number of TDRs granted in preceding twelve months for which payment was at least 30 days past due	0	0

Covered Assets and Indemnific81

Covered Assets and Indemnification Asset - Aging (Details) - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
Covered Assets and Indemnification Asset
Total loans	$ 6,118,211	$ 5,843,499
Covered
Covered Assets and Indemnification Asset
Total Past Due Loans	3,436	6,777
Current Loans	104,205	115,596
Total loans	207,236	256,127
Accruing Loans Past Due 90 Days or More	38	173
Covered | Financing Receivables, 30 to 59 Days Past Due
Covered Assets and Indemnification Asset
Total Past Due Loans	1,600	3,622
Covered | Financing Receivables, 60 to 89 Days Past Due
Covered Assets and Indemnification Asset
Total Past Due Loans	796	1,580
Covered | Financing Receivables, Equal to Greater than 90 Days Past Due
Covered Assets and Indemnification Asset
Total Past Due Loans	1,040	1,575
Covered | PCI loans
Covered Assets and Indemnification Asset
Total loans	99,595	133,754
Covered | Secured
Covered Assets and Indemnification Asset
Total Past Due Loans	96	102
Current Loans	972	1,083
Total loans	1,480	2,398
Accruing Loans Past Due 90 Days or More		44
Covered | Secured | Financing Receivables, 60 to 89 Days Past Due
Covered Assets and Indemnification Asset
Total Past Due Loans		6
Covered | Secured | Financing Receivables, Equal to Greater than 90 Days Past Due
Covered Assets and Indemnification Asset
Total Past Due Loans	96	96
Covered | Secured | PCI loans
Covered Assets and Indemnification Asset
Total loans	412	1,213
Covered | Unsecured
Covered Assets and Indemnification Asset
Total loans	169	299
Covered | Unsecured | PCI loans
Covered Assets and Indemnification Asset
Total loans	169	299
Covered | Secured by Commercial Properties
Covered Assets and Indemnification Asset
Total Past Due Loans		325
Current Loans	14,541	19,132
Total loans	45,062	72,094
Covered | Secured by Commercial Properties | Financing Receivables, 30 to 59 Days Past Due
Covered Assets and Indemnification Asset
Total Past Due Loans		96
Covered | Secured by Commercial Properties | Financing Receivables, 60 to 89 Days Past Due
Covered Assets and Indemnification Asset
Total Past Due Loans		229
Covered | Secured by Commercial Properties | PCI loans
Covered Assets and Indemnification Asset
Total loans	30,521	52,637
Covered | Secured by Residential Properties
Covered Assets and Indemnification Asset
Total Past Due Loans	3,340	6,335
Current Loans	85,404	91,639
Total loans	154,783	172,375
Accruing Loans Past Due 90 Days or More	38	129
Covered | Secured by Residential Properties | Financing Receivables, 30 to 59 Days Past Due
Covered Assets and Indemnification Asset
Total Past Due Loans	1,600	3,511
Covered | Secured by Residential Properties | Financing Receivables, 60 to 89 Days Past Due
Covered Assets and Indemnification Asset
Total Past Due Loans	796	1,345
Covered | Secured by Residential Properties | Financing Receivables, Equal to Greater than 90 Days Past Due
Covered Assets and Indemnification Asset
Total Past Due Loans	944	1,479
Covered | Secured by Residential Properties | PCI loans
Covered Assets and Indemnification Asset
Total loans	66,039	74,401
Covered | Commercial construction loans and land development
Covered Assets and Indemnification Asset
Total Past Due Loans		15
Current Loans	3,288	3,742
Total loans	5,742	8,961
Covered | Commercial construction loans and land development | Financing Receivables, 30 to 59 Days Past Due
Covered Assets and Indemnification Asset
Total Past Due Loans		15
Covered | Commercial construction loans and land development | PCI loans
Covered Assets and Indemnification Asset
Total loans	$ 2,454	$ 5,204

Covered Assets and Indemnific82

Covered Assets and Indemnification Asset - Internal Risk Grades (Details) - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
Internal risk grades of covered loans in the portfolio
Total loans	$ 6,118,211	$ 5,843,499
Covered
Internal risk grades of covered loans in the portfolio
Total loans	207,236	256,127
Covered | PCI loans
Internal risk grades of covered loans in the portfolio
Total loans	99,595	133,754
Covered | Pass
Internal risk grades of covered loans in the portfolio
Total loans	98,092	111,432
Covered | Special Mention
Internal risk grades of covered loans in the portfolio
Total loans	445	461
Covered | Substandard
Internal risk grades of covered loans in the portfolio
Total loans	9,104	10,480
Covered | Secured
Internal risk grades of covered loans in the portfolio
Total loans	1,480	2,398
Covered | Secured | PCI loans
Internal risk grades of covered loans in the portfolio
Total loans	412	1,213
Covered | Secured | Pass
Internal risk grades of covered loans in the portfolio
Total loans	507	592
Covered | Secured | Substandard
Internal risk grades of covered loans in the portfolio
Total loans	561	593
Covered | Unsecured
Internal risk grades of covered loans in the portfolio
Total loans	169	299
Covered | Unsecured | PCI loans
Internal risk grades of covered loans in the portfolio
Total loans	169	299
Covered | Secured by Commercial Properties
Internal risk grades of covered loans in the portfolio
Total loans	45,062	72,094
Covered | Secured by Commercial Properties | PCI loans
Internal risk grades of covered loans in the portfolio
Total loans	30,521	52,637
Covered | Secured by Commercial Properties | Pass
Internal risk grades of covered loans in the portfolio
Total loans	13,550	17,996
Covered | Secured by Commercial Properties | Substandard
Internal risk grades of covered loans in the portfolio
Total loans	991	1,461
Covered | Secured by Residential Properties
Internal risk grades of covered loans in the portfolio
Total loans	154,783	172,375
Covered | Secured by Residential Properties | PCI loans
Internal risk grades of covered loans in the portfolio
Total loans	66,039	74,401
Covered | Secured by Residential Properties | Pass
Internal risk grades of covered loans in the portfolio
Total loans	81,821	90,563
Covered | Secured by Residential Properties | Special Mention
Internal risk grades of covered loans in the portfolio
Total loans	445	461
Covered | Secured by Residential Properties | Substandard
Internal risk grades of covered loans in the portfolio
Total loans	6,478	6,950
Covered | Commercial construction loans and land development
Internal risk grades of covered loans in the portfolio
Total loans	5,742	8,961
Covered | Commercial construction loans and land development | PCI loans
Internal risk grades of covered loans in the portfolio
Total loans	2,454	5,204
Covered | Commercial construction loans and land development | Pass
Internal risk grades of covered loans in the portfolio
Total loans	2,214	2,281
Covered | Commercial construction loans and land development | Substandard
Internal risk grades of covered loans in the portfolio
Total loans	$ 1,074	$ 1,476

Covered Assets and Indemnific83

Covered Assets and Indemnification Asset - Allowance (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Dec. 31, 2016
Changes in the allowance for loan losses
Balance, beginning of period			$ 54,186
Provision charged to (recapture from) operations operations	$ 5,853	$ 28,876	7,558	$ 32,283
Balance, end of period	59,208		59,208
Loan portfolio distributed by portfolio segment and impairment methodology
Total loans					$ 6,118,211	$ 5,843,499
Allowance for loan losses distributed by portfolio segment and impairment methodology
Total loans, allowance	59,208		54,186		59,208	54,186
Covered
Changes in the allowance for loan losses
Balance, beginning of period	753	1,217	413	1,532
Provision charged to (recapture from) operations operations	960	183	1,456	(95)
Loans charged off	(362)	(56)	(527)	(100)
Recoveries on charged off loans	8	111	17	118
Balance, end of period	1,359	1,455	1,359	1,455
Loan portfolio distributed by portfolio segment and impairment methodology
Loans collectively evaluated for impairment					107,641	122,373
Total loans					207,236	256,127
Allowance for loan losses distributed by portfolio segment and impairment methodology
Loans collectively evaluated for impairment, allowance					38	69
Total loans, allowance	753	1,217	413	1,532	1,359	413
Covered | Commercial and industrial
Changes in the allowance for loan losses
Balance, beginning of period	16	438	35	758
Provision charged to (recapture from) operations operations	28	(383)	12	(697)
Loans charged off			(6)	(6)
Recoveries on charged off loans	3		6
Balance, end of period	47	55	47	55
Loan portfolio distributed by portfolio segment and impairment methodology
Loans collectively evaluated for impairment					1,068	1,185
Total loans					1,649	2,697
Allowance for loan losses distributed by portfolio segment and impairment methodology
Loans collectively evaluated for impairment, allowance					9	22
Total loans, allowance	16	438	35	758	47	35
Covered | Real estate
Changes in the allowance for loan losses
Balance, beginning of period	736	742	378	774
Provision charged to (recapture from) operations operations	309	674	822	651
Loans charged off	(362)	(26)	(521)	(42)
Recoveries on charged off loans	1	10	5	17
Balance, end of period	684	1,400	684	1,400
Loan portfolio distributed by portfolio segment and impairment methodology
Loans collectively evaluated for impairment					103,285	117,431
Total loans					199,845	244,469
Allowance for loan losses distributed by portfolio segment and impairment methodology
Loans collectively evaluated for impairment, allowance					27	47
Total loans, allowance	736	742	378	774	684	378
Covered | Construction and land development
Changes in the allowance for loan losses
Balance, beginning of period	1	37
Provision charged to (recapture from) operations operations	623	(108)	622	(49)
Loans charged off		(30)		(52)
Recoveries on charged off loans	4	101	6	$ 101
Balance, end of period	628		628
Loan portfolio distributed by portfolio segment and impairment methodology
Loans collectively evaluated for impairment					3,288	3,757
Total loans					5,742	8,961
Allowance for loan losses distributed by portfolio segment and impairment methodology
Loans collectively evaluated for impairment, allowance					2
Total loans, allowance	1	$ 37	628		628
Covered | PCI loans
Changes in the allowance for loan losses
Balance, beginning of period			344
Balance, end of period	1,321		1,321
Loan portfolio distributed by portfolio segment and impairment methodology
Total loans					99,595	133,754
Allowance for loan losses distributed by portfolio segment and impairment methodology
Total loans, allowance	1,321		344		1,321	344
Covered | PCI loans | Commercial and industrial
Changes in the allowance for loan losses
Balance, beginning of period			13
Balance, end of period	38		38
Loan portfolio distributed by portfolio segment and impairment methodology
Total loans					581	1,512
Allowance for loan losses distributed by portfolio segment and impairment methodology
Total loans, allowance	38		13		38	13
Covered | PCI loans | Real estate
Changes in the allowance for loan losses
Balance, beginning of period			331
Balance, end of period	657		657
Loan portfolio distributed by portfolio segment and impairment methodology
Total loans					96,560	127,038
Allowance for loan losses distributed by portfolio segment and impairment methodology
Total loans, allowance	657		331		657	331
Covered | PCI loans | Construction and land development
Changes in the allowance for loan losses
Balance, end of period	626		626
Loan portfolio distributed by portfolio segment and impairment methodology
Total loans					2,454	$ 5,204
Allowance for loan losses distributed by portfolio segment and impairment methodology
Total loans, allowance	$ 626		$ 626		$ 626

Covered Assets and Indemnific84

Covered Assets and Indemnification Asset - Covered OREO (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Activity in covered OREO
Balance, beginning of period	$ 45,374	$ 78,890	$ 51,642	$ 99,090
Additions to covered OREO	3,404	4,739	5,127	9,281
Dispositions of covered OREO	(5,531)	(14,028)	(12,330)	(29,005)
Valuation adjustments in the period	(943)	(1,967)	(2,135)	(11,732)
Balance, end of period	$ 42,304	$ 67,634	$ 42,304	$ 67,634

Covered Assets and Indemnific85

Covered Assets and Indemnification Asset - FDIC Indemnification Asset (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Activity in the FDIC Indemnification Asset
Balance, beginning of period	$ 47,940	$ 80,522	$ 71,313	$ 91,648
FDIC Indemnification Asset accretion (amortization)	(4,236)	69	(8,185)	156
Transfers to due from FDIC and other	(3,400)	(6,131)	(22,824)	(17,344)
Balance, end of period	$ 40,304	$ 74,460	40,304	$ 74,460
FDIC, collections received			$ 143,700

Mortgage Servicing Rights (Deta

Mortgage Servicing Rights (Details) - MSR - USD ($) $ in Thousands	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016	Dec. 31, 2016
Change in fair value of mortgage servicing rights
Balance, beginning of year	$ 45,573	$ 39,863	$ 61,968	$ 52,285	$ 52,285
Additions	1,266	8,254	2,490	9,893
Sales		(7,586)	(17,499)	(7,586)
Changes in fair value: Due to changes in model inputs or assumptions	(2,064)	(5,494)	(1,207)	(18,336)
Changes in fair value: Due to customer payoffs	(1,195)	(1,546)	(2,172)	(2,765)
Balance, end of year	43,580	$ 33,491	43,580	$ 33,491	61,968
Mortgage loans serviced for others	$ 3,761,484		$ 3,761,484		$ 5,480,943
MSR asset as a percentage of serviced mortgage loans	1.16%				1.13%
Key Assumptions
Weighted average constant prepayment rate (as a percent)			10.92%		10.47%
Weighted average discount rate (as a percent)			11.14%		10.95%
Weighted average life			6 years 9 months 18 days		6 years 10 months 24 days

Mortgage Servicing Rights - Sen

Mortgage Servicing Rights - Sensitivity Analysis (Details) - MSR - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016	Dec. 31, 2016
Sensitivity analysis
Constant prepayment rate: Impact of 10% adverse change	$ (1,648)		$ (1,648)		$ (2,297)
Constant prepayment rate: Impact of 20% adverse change	(3,222)		(3,222)		(4,471)
Discount rate: Impact of 10% adverse change	(1,701)		(1,701)		(2,539)
Discount rate: Impact of 20% adverse change	(3,269)		(3,269)		$ (4,882)
Contractually specified servicing fees, late fees and ancillary fees	$ 5,000	$ 5,700	$ 11,500	$ 11,700

Deposits (Details)

Deposits (Details) - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
Deposits
Noninterest-bearing demand	$ 2,251,208	$ 2,199,483
Interest-bearing:
NOW accounts	1,049,901	1,252,832
Money market	2,156,458	1,626,218
Brokered - money market	125,601	125,272
Demand	394,313	384,847
Savings	226,108	279,911
Time	1,216,037	1,145,859
Brokered - time	154,996	49,389
Total deposits	$ 7,574,622	$ 7,063,811

Short-term Borrowings (Details)

Short-term Borrowings (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Dec. 31, 2016
Short-term borrowings
Short-term borrowings	$ 1,515,069		$ 1,417,289
Hilltop Broker-Dealers
Short-term borrowings
Weighted average interest rate (as a percent)	2.07%		1.59%
Federal funds purchased.
Short-term borrowings
Short-term borrowings	$ 97,475		$ 87,125
Securities sold under agreement to repurchase.
Short-term borrowings
Short-term borrowings	416,594		195,164
FHLB notes
Short-term borrowings
Short-term borrowings	800,000		$ 1,000,000
Average balance during the period	$ 355,249	$ 231,456
Average interest rate during the period (as a percent)	0.92%	0.46%
Average interest rate at end of period (as a percent)	1.20%		0.55%
FHLB notes | Maximum
Short-term borrowings
Maturity term of debt	365 days
Short-term bank loans.
Short-term borrowings
Short-term borrowings	$ 201,000		$ 135,000
Federal funds purchased and securities sold under agreements to repurchase.
Short-term borrowings
Average balance during the period	$ 500,830	$ 363,665
Average interest rate during the period (as a percent)	0.86%	0.53%
Average interest rate at end of period (as a percent)	0.83%		0.42%
Carrying value	$ 420,387		$ 209,877
Estimated fair value	$ 431,891		$ 206,641

Notes Payable (Details)

Notes Payable (Details) - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
Debt Instrument
Notes payable	$ 300,283	$ 317,912
Senior Notes due April 2025
Debt Instrument
Notes payable	148,382	148,311
Unamortized discount	1,618	1,689
FHLB notes
Debt Instrument
Notes payable	99,802	102,596
Unamortized premium	506	627
Insurance company note payable due March 2035
Debt Instrument
Notes payable		20,000
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 line of credit due December 31, 2017
Debt Instrument
Notes payable	3,000	3,000
Ventures line of credit due August 2017
Debt Instrument
Notes payable	18,073	$ 16,505
Mutual line of credit due October 2017
Debt Instrument
Notes payable	$ 3,526

Income Taxes (Details)

Income Taxes (Details)	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Income Taxes
Effective income tax rate (as a percent)	29.10%	36.80%	31.40%	35.40%

Commitments and Contingencies92

Commitments and Contingencies (Details)	May 30, 2017USD ($)$ / sharesshares	Jan. 01, 2015$ / shares	Sep. 13, 2013USD ($)item	Jun. 30, 2017USD ($)	Jun. 30, 2016USD ($)	Jun. 30, 2017USD ($)	Jun. 30, 2016USD ($)	Jun. 30, 2017USD ($)	Dec. 31, 2016USD ($)
Reserve for Indemnification Liability:
FDIC, collections received						$ 143,700,000
SWS
Commitments and Contingencies
Conversion of common stock		0.2496
Consideration paid in cash | $ / shares		$ 1.94
Fair value acquisition price (in dollars per share) | $ / shares		$ 6.92
Representation and Warranty Claims
Roll-forward of claims activity for loans put-back to the mortgage origination segment
Balance, beginning of period				$ 39,245,000	$ 54,202,000	40,669,000	$ 57,298,000
Claims made				8,650,000	5,006,000	17,029,000	9,554,000
Claims resolved with no payment				(9,991,000)	(4,502,000)	(18,088,000)	(10,617,000)
Repurchases				(226,000)	(714,000)	(1,688,000)	(1,871,000)
Indemnification payments				(5,124,000)	(116,000)	(5,368,000)	(488,000)
Balance, end of period				32,554,000	53,876,000	32,554,000	53,876,000
Reserve for Indemnification Liability:
Total				39,245,000	54,202,000	40,669,000	57,298,000	$ 32,554,000	$ 40,669,000
Indemnification Agreement
Commitments and Contingencies
Provision for indemnification losses				1,100,000	1,200,000	2,000,000	2,100,000
Roll-forward of claims activity for loans put-back to the mortgage origination segment
Balance, beginning of period				18,952,000	17,147,000	18,239,000	16,640,000
Additions for new sales				1,145,000	1,245,000	1,992,000	2,123,000
Repurchases				(23,000)	(70,000)	(125,000)	(182,000)
Early payment defaults				(60,000)	(43,000)	(129,000)	(133,000)
Indemnification payments				(671,000)	(63,000)	(713,000)	(232,000)
Change in reserves for loans sold in prior years				3,024,000		3,103,000
Balance, end of period				22,367,000	18,216,000	22,367,000	18,216,000
Reserve for Indemnification Liability:
Specific claims								1,039,000	1,661,000
Incurred but not reported claims								21,328,000	16,578,000
Total				$ 18,952,000	$ 17,147,000	18,239,000	$ 16,640,000	22,367,000	$ 18,239,000
Shareholder Lawsuits | SWS
Commitments and Contingencies
Number of shares of SWS common stock held by purported shareholders | shares	7,438,453
Consideration paid in cash | $ / shares	$ 6.38
Fair value acquisition price (in dollars per share) | $ / shares	$ 6.38
Stock released from escrow and returned to unissued shares of common stock	$ 1,856,638
Pre-tax net increase to noninterest income	$ 11,600,000
PlainsCapital | FNB | Covered
Reserve for Indemnification Liability:
Number of loss-sharing agreements | item			2
Loans and OREO acquired			$ 1,200,000,000
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			$ 240,400,000			$ 240,400,000
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			$ 365,700,000
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								$ 15,900,000
Percentage of initial estimate of losses under loss sharing agreement						80.00%
Amount of initial estimate of losses under loss sharing agreement						$ 240,400,000
Covered net losses billed to the FDIC						$ 179,600,000
Percentage of covered net losses reimbursable under the loss-share agreements						80.00%
Amount of covered net losses reimbursable under the loss-share agreements						$ 143,700,000
FDIC, collections received						$ 143,700,000
PlainsCapital | 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
PlainsCapital | 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

Financial Instruments with Of93

Financial Instruments with Off-Balance Sheet Risk (Details) $ in Millions	Jun. 30, 2017USD ($)
Unused commitments to extend credit
Financial Instruments with Off-Balance Sheet Risk
Outstanding commitments	$ 2,000
Standby letters of credit
Financial Instruments with Off-Balance Sheet Risk
Outstanding commitments	$ 33.9

Stock-Based Compensation (Detai

Stock-Based Compensation (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
RSUs
Stock based compensation
Vested RSUs which require deferral of share settlement and statutory tax obligations	1,000		1,000
Number of shares outstanding
Balance at the beginning of the period ( in shares)			1,456,000
Granted (in shares)			429,000
Vested/Released (in shares)			(315,000)
Forfeited (in shares)			(50,000)
Balance at the end of the period ( in shares)	1,520,000		1,520,000
Weighted Average Grant Date Fair Value
Balance at the beginning of the period (in dollars per share)			$ 19.83
Grant date fair value (in dollars per share)			27.11
Vested/Released (in dollars per share)			23.63
Forfeited (in dollars per share)			23.56
Balance at the end of the period (in dollars per share)	$ 20.97		$ 20.97
Restricted Stock Awards
Stock based compensation
Unrecognized compensation expense	$ 9		$ 9
Weighted average period for unrecognized compensation expense (in years)			1 month 21 days
Number of shares outstanding
Balance at the beginning of the period ( in shares)			4,000
Balance at the end of the period ( in shares)	4,000		4,000
Weighted Average Grant Date Fair Value
Balance at the beginning of the period (in dollars per share)			$ 19.95
Balance at the end of the period (in dollars per share)	$ 19.95		$ 19.95
RSUs and RSAs
Stock based compensation
Vested/Released number of shares withheld to satisfy employee statutory tax obligations (in shares)			76,986
2012 Plan
Stock based compensation
Number of awards approved for grant (in shares)	4,000,000		4,000,000
Common stock remaining available for issuance (in shares)	1,578,148		1,578,148
Compensation expense	$ 3,200	$ 2,700	$ 5,900	$ 5,000
2012 Plan | RSUs
Stock based compensation
Number of awards subject to time-based vesting (in shares)			1,215,974
Number of awards vesting upon achievement of performance goals (in shares)			303,800
Vesting period			3 years
Performance period			3 years
Unrecognized compensation expense	$ 19,300		$ 19,300
Weighted average period for unrecognized compensation expense (in years)			1 year 7 months 24 days
2012 Plan | Board of Directors
Stock based compensation
Common shares granted to members of board of directors as compensation for director services			7,513	11,343
2012 Plan | Certain Executives and Key Employees | RSUs
Stock based compensation
Number of awards subject to time-based vesting (in shares)			321,326
Number of awards vesting upon achievement of performance goals (in shares)			89,439
Vesting period			3 years
Performance period			3 years
Number of shares outstanding
Granted (in shares)			411,922

Regulatory Matters - Minimum Ca

Regulatory Matters - Minimum Capital Requirements (Details) - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
PlainsCapital
Tier 1 capital (to average assets)
Actual Amount	$ 1,118,299	$ 1,108,484
Actual Ratio (as a percent)	12.11%	12.35%
Minimum Capital Requirement Including Conservation Buffer in effect at end of period, ratio (as a percent)	4.00%	4.00%
Minimum Capital Requirement Including Conservation Buffer fully phased-in, ratio (as a percent)	4.00%	4.00%
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	$ 1,118,299	$ 1,108,484
Actual Ratio (as a percent)	13.95%	14.64%
Minimum Capital Requirement Including Conservation Buffer in effect at end of period, ratio (as a percent)	5.75%	5.125%
Minimum Capital Requirement Including Conservation Buffer fully phased-in, ratio (as a percent)	7.00%	7.00%
To Be Well Capitalized Minimum Capital Requirements, Ratio (as a percent)	6.50%	6.50%
Tier 1 capital (to risk-weighted assets)
Actual Amount	$ 1,118,299	$ 1,108,484
Actual Ratio (as a percent)	13.95%	14.64%
Minimum Capital Requirement Including Conservation Buffer in effect at end of period, ratio (as a percent)	7.25%	6.625%
Minimum Capital Requirement Including Conservation Buffer fully phased-in, ratio (as a percent)	8.50%	8.50%
To Be Well Capitalized Minimum Capital Requirements, Ratio (as a percent)	8.00%	8.00%
Total capital (to risk-weighted assets)
Actual Amount	$ 1,180,356	$ 1,164,767
Actual Ratio (as a percent)	14.72%	15.38%
Minimum Capital Requirement Including Conservation Buffer in effect at end of period, ratio (as a percent)	9.25%	8.625%
Minimum Capital Requirement Including Conservation Buffer fully phased-in, ratio (as a percent)	10.50%	10.50%
To Be Well Capitalized Minimum Capital Requirements, Ratio (as a percent)	10.00%	10.00%
Hilltop
Tier 1 capital (to average assets)
Actual Amount	$ 1,666,286	$ 1,652,101
Actual Ratio (as a percent)	13.07%	13.51%
Minimum Capital Requirement Including Conservation Buffer in effect at end of period, ratio (as a percent)	4.00%	4.00%
Minimum Capital Requirement Including Conservation Buffer fully phased-in, ratio (as a percent)	4.00%	4.00%
Common equity Tier 1 capital (to risk weighted assets)
Actual Amount	$ 1,616,937	$ 1,602,400
Actual Ratio (as a percent)	17.53%	18.30%
Minimum Capital Requirement Including Conservation Buffer in effect at end of period, ratio (as a percent)	5.75%	5.125%
Minimum Capital Requirement Including Conservation Buffer fully phased-in, ratio (as a percent)	7.00%	7.00%
Tier 1 capital (to risk-weighted assets)
Actual Amount	$ 1,666,286	$ 1,652,101
Actual Ratio (as a percent)	18.07%	18.87%
Minimum Capital Requirement Including Conservation Buffer in effect at end of period, ratio (as a percent)	7.25%	6.625%
Minimum Capital Requirement Including Conservation Buffer fully phased-in, ratio (as a percent)	8.50%	8.50%
Total capital (to risk-weighted assets)
Actual Amount	$ 1,713,164	$ 1,693,240
Actual Ratio (as a percent)	18.57%	19.34%
Minimum Capital Requirement Including Conservation Buffer in effect at end of period, ratio (as a percent)	9.25%	8.625%
Minimum Capital Requirement Including Conservation Buffer fully phased-in, ratio (as a percent)	10.50%	10.50%

Regulatory Matters - Net Capita

Regulatory Matters - Net Capital Position, Broker-Dealers (Details) - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
Net Capital
Amount required to be segregated in cash and securities for the benefit of customers	$ 167,565	$ 180,993
Hilltop Securities
Net Capital
Net capital	168,071
Less required net capital	10,287
Excess net capital	$ 157,784
Net capital as a percentage of aggregate debit items	32.70%
Net capital in excess of 5% aggregate debt items	$ 142,354
Amount required to be segregated in cash and securities for the benefit of customers	167,600	$ 181,000
HTS Independent Network
Net Capital
Net capital	3,302
Less required net capital	250
Excess net capital	$ 3,052

Regulatory Matters - Insurance

Regulatory Matters - Insurance Subsidiaries (Details) - Texas Department of Insurance - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016	Dec. 31, 2016
NLIC
Insurance
Capital and surplus	$ 91,179		$ 91,179		$ 131,328
Statutory net income	(7,152)	$ (7,196)	(6,516)	$ (3,639)
ASIC
Insurance
Capital and surplus	23,139		23,139		$ 30,462
Statutory net income	$ (309)	$ 234	$ 523	$ 1,086

Stockholders' Equity (Details)

Stockholders' Equity (Details) - USD ($) $ / shares in Units, $ in Thousands	6 Months Ended
	Jun. 30, 2017	Jul. 27, 2017	Jun. 30, 2016
Stockholders' Equity
Dividend declared per share		$ 0.06
Repurchase common stock authorized amount			$ 50,000
Payments to repurchase shares	$ 16,009
Repurchase of common stock (in shares)	605,431
Average price (per share)	$ 26.42

Derivative Financial Instrume99

Derivative Financial Instruments (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016	Dec. 31, 2016
Not Designated as Hedging Instrument | PrimeLending
Derivative financial instruments
Net gain (loss) due to changes in the fair value of the derivative instruments	$ 8,800	$ (700)	$ 9,500	$ 11,800
Not Designated as Hedging Instrument | PlainsCapital
Derivative financial instruments
Net gain (loss) due to changes in the fair value of the derivative instruments	15	(100)	100	(600)
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	9,900	$ 2,600	16,200	$ 9,500
Interest Rate Lock Commitments
Derivative financial instruments
Notional Amount	1,506,302		1,506,302		$ 944,550
Estimated Fair Value	33,945		33,945		23,269
Customer-based written options
Derivative financial instruments
Notional Amount	7,355		7,355
Estimated Fair Value	45		45
Customer-based purchased options
Derivative financial instruments
Notional Amount	7,355		7,355
Estimated Fair Value	(45)		(45)
Commitments to Purchase MBSs
Derivative financial instruments
Notional Amount	3,907,444		3,907,444		3,616,922
Estimated Fair Value	5,400		5,400		(1,155)
Commitments to Sell MBSs
Derivative financial instruments
Notional Amount	6,580,127		6,580,127		5,609,250
Estimated Fair Value	12,881		12,881		(532)
Commitments to Sell MBSs | PrimeLending
Derivative financial instruments
Cash collateral advanced to offset net derivative liability	3,700		3,700		19,100
Interest Rate Swap and Swaptions
Derivative financial instruments
Notional Amount	32,032		32,032		32,452
Estimated Fair Value	(144)		(144)		(283)
U.S. Treasury bond futures and options
Derivative financial instruments
Notional Amount	187,000		187,000		297,000
U.S. Treasury bond futures and options | PrimeLending
Derivative financial instruments
Cash collateral advanced to offset net derivative liability	$ 3,200		$ 3,200		$ 3,200

Balance Sheet Offsetting - Asse

Balance Sheet Offsetting - Assets (Details) - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
Reverse repurchase agreements:
Net Amounts of Assets Presented in the Balance Sheet	$ 125,188	$ 89,430
Total
Gross Amounts of Recognized Assets	1,604,455	1,546,865
Gross Amounts Offset in the Balance Sheet	(280)	(3,893)
Net Amounts of Assets Presented in the Balance Sheet	1,604,175	1,542,972
Gross Amounts Not Offset in the Balance Sheet
Financial Instruments	(1,545,773)	(1,484,045)
Net Amount	58,402	58,927
Institutional counterparties
Securities borrowed:
Gross Amounts of Recognized Assets	1,459,990	1,436,069
Net Amounts of Assets Presented in the Balance Sheet	1,459,990	1,436,069
Gross Amounts Not Offset in the Balance Sheet
Financial Instruments	(1,409,709)	(1,385,664)
Net Amount	50,281	50,405
Interest Rate Options | Customer counterparties
Derivatives:
Gross Amounts of Recognized Assets	45
Net Amounts of Assets Presented in the Balance Sheet	45
Gross Amounts Not Offset in the Balance Sheet
Net Amount	45
Reverse repurchase agreements | Institutional counterparties
Reverse repurchase agreements:
Gross Amounts of Recognized Assets	125,188	89,430
Net Amounts of Assets Presented in the Balance Sheet	125,188	89,430
Gross Amounts Not Offset in the Balance Sheet
Financial Instruments	(124,426)	(89,369)
Net Amount	762	61
Forward MBS Derivatives | Institutional counterparties
Derivatives:
Gross Amounts of Recognized Assets	19,232	21,366
Gross Amounts Offset in the Balance Sheet	(280)	(3,893)
Net Amounts of Assets Presented in the Balance Sheet	18,952	17,473
Gross Amounts Not Offset in the Balance Sheet
Financial Instruments	(11,638)	(9,012)
Net Amount	$ 7,314	$ 8,461

Balance Sheet Offsetting - Liab

Balance Sheet Offsetting - Liabilities (Details) - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
Total
Gross Amounts of Recognized Liabilities	$ 1,730,457	$ 1,498,296
Gross Amounts Offset in the Balance Sheet	(18)	(14)
Net Amounts of Liabilities Presented in the Balance Sheet	1,730,439	1,498,282
Gross Amounts Not Offset in the Balance Sheet
Financial Instruments	(1,683,663)	(1,455,191)
Net Amount	46,776	43,091
Institutional counterparties
Securities loaned:
Gross Amounts of Recognized Liabilities	1,312,985	1,283,676
Net Amounts of Liabilities Presented in the Balance Sheets	1,312,985	1,283,676
Gross Amounts Not Offset in the Balance Sheet
Financial Instruments	(1,265,212)	(1,237,868)
Net Amount	47,773	45,808
Institutional counterparties | Interest Rate Swap and Swaptions
Derivatives:
Gross Amounts of Recognized Liabilities	162	297
Gross Amounts Offset in the Balance Sheet	(18)	(14)
Net Amounts of Liabilities Presented in the Balance Sheet	144	283
Gross Amounts Not Offset in the Balance Sheet
Financial Instruments	(1,186)	(3,000)
Net Amount	(1,042)	(2,717)
Institutional counterparties | Repurchase agreements
Repurchase agreements:
Gross Amounts of Recognized Liabilities	266,700	39,970
Net Amounts of Liabilities Presented in the Balance Sheet	266,700	39,970
Gross Amounts Not Offset in the Balance Sheet
Financial Instruments	(266,700)	(39,970)
Net Amount	0	0
Institutional counterparties | Forward MBS Derivatives
Derivatives:
Gross Amounts of Recognized Liabilities	671	19,159
Net Amounts of Liabilities Presented in the Balance Sheet	671	19,159
Gross Amounts Not Offset in the Balance Sheet
Financial Instruments	(671)	(19,159)
Net Amount	0	0
Institutional counterparties | Interest Rate Options
Derivatives:
Gross Amounts of Recognized Liabilities	45
Net Amounts of Liabilities Presented in the Balance Sheet	45
Gross Amounts Not Offset in the Balance Sheet
Net Amount	45
Customer counterparties | Repurchase agreements
Repurchase agreements:
Gross Amounts of Recognized Liabilities	149,894	155,194
Net Amounts of Liabilities Presented in the Balance Sheet	149,894	155,194
Gross Amounts Not Offset in the Balance Sheet
Financial Instruments	(149,894)	(155,194)
Net Amount	$ 0	$ 0

Balance Sheet Offsetting - Secu

Balance Sheet Offsetting - Secured Borrowings (Details) $ in Thousands	Jun. 30, 2017USD ($)item	Dec. 31, 2016USD ($)item
Transfer of Certain Financial Assets Accounted for as Secured Borrowings
Number of repurchase-to-maturity transactions outstanding | item	0	0
Total borrowings	$ 1,729,579	$ 1,478,840
Gross amount of recognized liabilities for repurchase agreements and securities lending in offsetting disclosure above	1,729,579	1,478,840
Overnight and Continuous
Transfer of Certain Financial Assets Accounted for as Secured Borrowings
Total borrowings	1,512,788	1,478,840
Maturity up to 30 days
Transfer of Certain Financial Assets Accounted for as Secured Borrowings
Total borrowings	216,791
US Treasury and agency securities
Transfer of Certain Financial Assets Accounted for as Secured Borrowings
Repurchase agreements transactions	199,803	195,164
US Treasury and agency securities | Overnight and Continuous
Transfer of Certain Financial Assets Accounted for as Secured Borrowings
Repurchase agreements transactions	199,803	195,164
Assets-backed securities
Transfer of Certain Financial Assets Accounted for as Secured Borrowings
Repurchase agreements transactions	216,791
Assets-backed securities | Maturity up to 30 days
Transfer of Certain Financial Assets Accounted for as Secured Borrowings
Repurchase agreements transactions	216,791
Corporate securities
Transfer of Certain Financial Assets Accounted for as Secured Borrowings
Securities lending transactions	8,586	14,816
Corporate securities | Overnight and Continuous
Transfer of Certain Financial Assets Accounted for as Secured Borrowings
Securities lending transactions	8,586	14,816
Equity securities
Transfer of Certain Financial Assets Accounted for as Secured Borrowings
Securities lending transactions	1,304,399	1,268,860
Equity securities | Overnight and Continuous
Transfer of Certain Financial Assets Accounted for as Secured Borrowings
Securities lending transactions	$ 1,304,399	$ 1,268,860

Broker-Dealer and Clearing O103

Broker-Dealer and Clearing Organization Receivables and Payables (Details) - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
Receivables:
Securities borrowed	$ 1,459,990	$ 1,436,069
Securities failed to deliver	45,933	33,834
Trades in process of settlements	32,379	10,223
Other	14,223	17,615
Total receivables	1,552,525	1,497,741
Payables:
Securities loaned	1,312,985	1,283,676
Correspondents	28,082	31,040
Securities failed to receive	50,920	31,724
Other	3,327	688
Total Payables	$ 1,395,314	$ 1,347,128

Reserves for Losses and Loss104

Reserves for Losses and Loss Adjustment Expenses - Reserve (Details) - USD ($) $ in Thousands	Jun. 30, 2017	Dec. 31, 2016
Information regarding of the reserve for unpaid losses and loss adjustment expenses
Reserve for unpaid losses and allocated LAE balance, net	$ 33,608	$ 25,203
Reinsurance recoverables on unpaid losses	3,249	9,434
Unallocated LAE	1,309	1,189
Reserve for unpaid losses and LAE balance, gross	$ 38,166	$ 35,826

Reserves for Losses and Loss105

Reserves for Losses and Loss Adjustment Expenses - Activity (Details) $ in Thousands	Jun. 30, 2017USD ($)claim	Dec. 31, 2016USD ($)
Insurance Incurred and Cumulative Paid Losses and Allocated Loss Adjustment Expenses, Net of Reinsurance
Total paid	$ 500,807
Total incurred	534,330
All outstanding reserves prior to 2012, net of reinsurance	85
Reserve for unpaid losses and allocated LAE, net of reinsurance	33,608	$ 25,203
2,012
Insurance Incurred and Cumulative Paid Losses and Allocated Loss Adjustment Expenses, Net of Reinsurance
Total paid	112,723
Total incurred	114,554
Total of IBNR Reserves Plus Expected Development on Reported claims	$ 33
Cumulative Number of Reported Claims | claim	16,675
2,013
Insurance Incurred and Cumulative Paid Losses and Allocated Loss Adjustment Expenses, Net of Reinsurance
Total paid	$ 110,318
Total incurred	111,074
Total of IBNR Reserves Plus Expected Development on Reported claims	$ 53
Cumulative Number of Reported Claims | claim	15,736
2,014
Insurance Incurred and Cumulative Paid Losses and Allocated Loss Adjustment Expenses, Net of Reinsurance
Total paid	$ 82,620
Total incurred	84,175
Total of IBNR Reserves Plus Expected Development on Reported claims	$ 237
Cumulative Number of Reported Claims | claim	13,172
2,015
Insurance Incurred and Cumulative Paid Losses and Allocated Loss Adjustment Expenses, Net of Reinsurance
Total paid	$ 84,162
Total incurred	88,082
Total of IBNR Reserves Plus Expected Development on Reported claims	$ 1,842
Cumulative Number of Reported Claims | claim	14,968
2,016
Insurance Incurred and Cumulative Paid Losses and Allocated Loss Adjustment Expenses, Net of Reinsurance
Total paid	$ 79,433
Total incurred	86,448
Total of IBNR Reserves Plus Expected Development on Reported claims	$ 4,718
Cumulative Number of Reported Claims | claim	21,405
2,017
Insurance Incurred and Cumulative Paid Losses and Allocated Loss Adjustment Expenses, Net of Reinsurance
Total paid	$ 31,551
Total incurred	49,997
Total of IBNR Reserves Plus Expected Development on Reported claims	$ 7,283
Cumulative Number of Reported Claims | claim	10,546

Reinsurance Activity - Credit R

Reinsurance Activity - Credit Risk (Details) $ in Thousands	Jun. 30, 2017USD ($)
Reinsurance Activity
Balances due from Companies	$ 3,500
Allowance for uncollectible accounts	$ 0

Reinsurance Activity - Effects

Reinsurance Activity - Effects of Reinsurance (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Earned
Net premiums, Earned	$ 36,020	$ 38,721	$ 72,160	$ 78,454
Effect of reinsurance on incurred losses
Net loss and LAE incurred	33,184	37,211	54,884	59,170
Property and casualty
Written
Premiums from direct business	37,792	42,675	73,588	81,754
Reinsurance assumed	3,358	3,146	6,227	5,825
Reinsurance ceded	(2,974)	(4,246)	(6,187)	(7,745)
Net premiums, Written	38,176	41,575	73,628	79,834
Earned
Premiums from direct business	36,753	40,177	73,952	81,063
Reinsurance assumed	2,910	2,714	5,728	5,382
Reinsurance ceded	(3,643)	(4,170)	(7,520)	(7,991)
Net premiums, Earned	36,020	38,721	72,160	78,454
Effect of reinsurance on incurred losses
Loss and LAE incurred	33,352	55,461	55,654	78,950
Reinsurance recoverables	(168)	(18,250)	(770)	(19,780)
Net loss and LAE incurred	$ 33,184	$ 37,211	$ 54,884	$ 59,170

Reinsurance Activity - Coverage

Reinsurance Activity - Coverage (Details) - Catastrophic coverage $ in Millions	Jan. 01, 2017USD ($)	Jun. 30, 2017USD ($)item
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
Aggregate coverage in excess of retention for sub-catastrophic event	$ 10
Participation threshold of aggregate coverage	$ 1
Number of layers of protection under reinsurance | item		4
NLIC and ASIC
Reinsurance activity
Number of catastrophe that could be experienced with limited retention | item		1
NLIC and ASIC | Maximum
Reinsurance activity
Reinsurance retention amount		$ 8

Segment and Related Informat109

Segment and Related Information (Details) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017USD ($)	Jun. 30, 2016USD ($)	Jun. 30, 2017USD ($)segment	Jun. 30, 2016USD ($)	Dec. 31, 2016USD ($)
Information about the revenues, operating results, goodwill and assets
Number of reportable segments | segment			4
Net interest income (expense)	$ 115,976	$ 100,397	$ 208,076	$ 194,237
Provision for loan losses	5,853	28,876	7,558	32,283
Noninterest income	344,692	346,005	616,131	623,380
Noninterest expense	366,251	367,365	686,743	692,554
Income before income taxes	88,564	50,161	129,906	92,780
Goodwill	251,808		251,808		$ 251,808
Total assets	13,288,573		13,288,573		12,738,062
Operating segment | Banking
Information about the revenues, operating results, goodwill and assets
Net interest income (expense)	102,191	92,029	184,274	178,133
Provision for loan losses	5,405	28,613	7,241	32,113
Noninterest income	25,499	13,346	37,910	26,301
Noninterest expense	62,511	55,132	123,325	119,480
Income before income taxes	59,774	21,630	91,618	52,841
Goodwill	207,741		207,741		207,741
Total assets	9,828,918		9,828,918		9,527,518
Operating segment | Broker-Dealer
Information about the revenues, operating results, goodwill and assets
Net interest income (expense)	10,349	7,440	18,837	14,491
Provision for loan losses	448	263	316	170
Noninterest income	92,810	102,900	175,362	183,782
Noninterest expense	86,901	91,780	168,558	176,041
Income before income taxes	15,810	18,297	25,325	22,062
Goodwill	7,008		7,008		7,008
Total assets	3,073,342		3,073,342		2,777,849
Operating segment | Mortgage Origination
Information about the revenues, operating results, goodwill and assets
Net interest income (expense)	996	(2,299)	(885)	(4,865)
Noninterest income	179,637	192,881	323,275	339,219
Noninterest expense	161,369	162,488	293,207	297,160
Income before income taxes	19,264	28,094	29,183	37,194
Goodwill	13,071		13,071		13,071
Total assets	2,240,743		2,240,743		2,042,458
Operating segment | Insurance Segment
Information about the revenues, operating results, goodwill and assets
Net interest income (expense)	602	758	1,119	1,497
Noninterest income	38,413	41,392	76,723	83,196
Noninterest expense	49,416	51,717	86,429	88,091
Income before income taxes	(10,401)	(9,567)	(8,587)	(3,398)
Goodwill	23,988		23,988		23,988
Total assets	305,099		305,099		347,252
Corporate
Information about the revenues, operating results, goodwill and assets
Net interest income (expense)	(2,288)	(1,846)	(4,823)	(3,559)
Noninterest income	12,608	1	12,609	2
Noninterest expense	6,298	6,483	15,685	12,332
Income before income taxes	4,022	(8,328)	(7,899)	(15,889)
Total assets	2,049,498		2,049,498		2,032,749
All Other and Eliminations.
Information about the revenues, operating results, goodwill and assets
Net interest income (expense)	4,126	4,315	9,554	8,540
Provision for loan losses			1
Noninterest income	(4,275)	(4,515)	(9,748)	(9,120)
Noninterest expense	(244)	(235)	(461)	(550)
Income before income taxes	95	$ 35	266	$ (30)
Total assets	$ (4,209,027)		$ (4,209,027)		$ (3,989,764)

Earnings per Common Share (Deta

Earnings per Common Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Basic earnings per share:
Income attributable to Hilltop	$ 62,476	$ 31,074	$ 88,910	$ 58,641
Less: income applicable to participating shares	(2)	(5)	(3)	(9)
Net earnings available to Hilltop common stockholders	$ 62,474	$ 31,069	$ 88,907	$ 58,632
Weighted average shares outstanding - basic	98,154	98,457	98,295	98,305
Basic earnings per common share (in dollars per share)	$ 0.64	$ 0.32	$ 0.90	$ 0.60
Diluted earnings per share:
Income applicable to Hilltop common stockholders	$ 62,476	$ 31,074	$ 88,910	$ 58,641
Weighted average shares outstanding - basic	98,154	98,457	98,295	98,305
Effect of potentially dilutive securities (in shares)	260	129	281	314
Weighted average shares outstanding - diluted	98,414	98,586	98,576	98,619
Diluted earnings per common share (in dollars per share)	$ 0.63	$ 0.32	$ 0.90	$ 0.60

Schedule I _ Insurance Incur111

Schedule I – Insurance Incurred and Cumulative Paid Losses and Allocated Loss Adjustment Expenses, Net Of Reinsurance (Details) $ in Thousands	6 Months Ended
	Jun. 30, 2017USD ($)claim	Dec. 31, 2016USD ($)
Incurred losses and allocated loss adjustment expenses, net of reinsurance
2,017	$ 534,330
Cumulative paid losses and allocated loss adjustment expenses, net of reinsurance
2,017	500,807
All outstanding reserves prior to 2012, net of reinsurance	85
Reserve for unpaid losses and allocated loss adjustment expenses, net of reinsurance	33,608	$ 25,203
2,012
Incurred losses and allocated loss adjustment expenses, net of reinsurance
2,012	107,873
2,013	108,753
2,014	114,031
2,015	114,067
2,016	114,517
2,017	114,554
Total of incurred but not reported reserves plus expected development on reported claims	$ 33
Cumulative Number of Reported Claims | claim	16,675
Cumulative paid losses and allocated loss adjustment expenses, net of reinsurance
2,012	$ 89,603
2,013	101,968
2,014	107,126
2,015	110,782
2,016	112,062
2,017	112,723
2,013
Incurred losses and allocated loss adjustment expenses, net of reinsurance
2,013	107,793
2,014	108,951
2,015	111,006
2,016	111,011
2,017	111,074
Total of incurred but not reported reserves plus expected development on reported claims	$ 53
Cumulative Number of Reported Claims | claim	15,736
Cumulative paid losses and allocated loss adjustment expenses, net of reinsurance
2,013	$ 94,238
2,014	104,938
2,015	108,099
2,016	109,662
2,017	110,318
2,014
Incurred losses and allocated loss adjustment expenses, net of reinsurance
2,014	83,784
2,015	85,037
2,016	84,221
2,017	84,175
Total of incurred but not reported reserves plus expected development on reported claims	$ 237
Cumulative Number of Reported Claims | claim	13,172
Cumulative paid losses and allocated loss adjustment expenses, net of reinsurance
2,014	$ 70,831
2,015	79,713
2,016	81,684
2,017	82,620
2,015
Incurred losses and allocated loss adjustment expenses, net of reinsurance
2,015	89,646
2,016	88,477
2,017	88,082
Total of incurred but not reported reserves plus expected development on reported claims	$ 1,842
Cumulative Number of Reported Claims | claim	14,968
Cumulative paid losses and allocated loss adjustment expenses, net of reinsurance
2,015	$ 71,820
2,016	82,940
2,017	84,162
2,016
Incurred losses and allocated loss adjustment expenses, net of reinsurance
2,016	84,771
2,017	86,448
Total of incurred but not reported reserves plus expected development on reported claims	$ 4,718
Cumulative Number of Reported Claims | claim	21,405
Cumulative paid losses and allocated loss adjustment expenses, net of reinsurance
2,016	$ 71,543
2,017	79,433
2,017
Incurred losses and allocated loss adjustment expenses, net of reinsurance
2,017	49,997
Total of incurred but not reported reserves plus expected development on reported claims	$ 7,283
Cumulative Number of Reported Claims | claim	10,546
Cumulative paid losses and allocated loss adjustment expenses, net of reinsurance
2,017	$ 31,551